Loading...
PSA with RBC Capital Markets, LLC09017- 07 l`76 Z PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND RBC CAPITAL MARKETS, LLC FOR FINANCIAL ADVISORY SERVICES, PURSUANT TO REQUEST FOR QUALIFICATIONS (RFQ) NO. 2017 -025 -WG This P ofessional Services Agreement ("Agreement") is entered into this c. V7/A, day of rT , 2017, between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139 ("City"), and RBC CAPITAL MARKETS, LLC, a Minnesota Limited Liability Company, whose principal address is Three World Financial Center, 200 Vesey Street, 5th Floor, New York, NY 1028 with local offices at 100 - 2nd Avenue South, Suite 800, St. Petersburg, FL 33701 (Consultant). SECTION 1 DEFINITIONS Agreement: This Agreement between the City and Consultant, including any exhibits and amendments thereto. City Manager: The chief administrative officer of the City. Consultant: Services: Fee: For the purposes of this Agreement, Consultant shall be deemed to be an independent contractor, and not an agent or employee of the City. All services, work and actions by the Consultant performed or undertaken pursuant to the Agreement. Amount paid to the Consultant as compensation for Services. Proposal Documents: Proposal. Documents shall mean City of Miami Beach Request For Qualifications (RFQ) No. 2017 -025 -WG for Financial Advisory Services, together with all amendments thereto, issued by the City in contemplation of this Agreement RFQ, and the Consultant's proposal in response thereto (Proposal), all of which are hereby incorporated and made a part hereof; provided, however, that in the event of an express conflict between the Proposal Documents and this Agreement, the following order of precedent shall prevail: this Agreement; the RFQ and the Proposal. Risk Manager: The Risk Manager of the City, with offices at 1700 Convention Center Drive, Third Floor, Miami Beach, Florida 33139: telephone number (305) 673-7000, Ext. 6435: and fax number (305) 673-7023. SECTION 2 SCOPE OF SERVICES (SERVICES) 2.1 In consideration of the Fee to be paid to Consultant by the City, Consultant shall provide the work and services described in Exhibit "A" hereto (the Services). 2.2 The services to be rendered by the Consultant shall be commenced upon receipt of a written Notice to Proceed from the City subsequent to the execution of the agreement. Consultant shall adhere to an agreed upon schedule for each assignment, as approved by the City's Chief Financial Officer. A reasonable extension of time shall be granted in the event the work of the Consultant is delayed or prevented by the City or by any circumstance beyond the reasonable control of the Consultant, including weather conditions or acts of God that would render performance of the Consultant's duties impractical. SECTION 3 TERM The term of this Agreement (Term) shall commence upon execution of this Agreement by all parties hereto, and shall have an initial term of three (3) years, with three (3) additional one (1) year renewal options, to be exercised at the City Manager's sole option and discretion, by providing Consultant with written notice of same no less than thirty (30) days prior to the expiration of the initial term. Continuation of the contract beyond the initial term and/or any specific exercised renewal is a City prerogative; not a right of the Consultant. This prerogative will be exercised only when such continuation is clearly in the best interest of the City. Notwithstanding the Term provided herein, Consultant shall adhere to any specific timelines, schedules, dates, and/or performance milestones for completion and delivery of the Services agreed upon engagement of any particular services, and as same is/are set forth in the timeline and/or schedule referenced in Exhibit A hereto. SECTION 4 FEE 4.1 In consideration of the Services to be provided, Consultant shall be compensated as follows: a) For specific projects requested in writing by the City, the Consultant shall be paid the following hourly rates for all time expended by its personnel: • Managing Director and Director $ 225.00 per hour • Vice President $ 200.00 per hour • Associate Vice President and Financial Analyst $ 150.00 per hour • Support Staff at no Charge ($0.00) Alternatively, the City and Consultant may negotiate a fixed price for any particular project or engagement, at the City's sole option and discretion. 2 Both, the City and Consultant acknowledge that there may be special projects for which compensation in an hourly rate may not be appropriate and which may not result in the issuance of bonds, as more specifically referenced below. Fees for these special services shall be negotiated on a case by case basis and shall be agreed to in writing by both parties. b) In connection with projects or Services for the issuance of debt, the Consultant's compensation shall be limited to payment at closing (if any closing occurs), in accordance with the following schedule, with a minimum fee of $15,000 per transaction: Par Amount of Bonds issued Fee Per $1,000 $0 $50,000,000.00 $ 1.25 $50,000,000.01 - $100,000,000.00 $ 1.00 $100,000,000.01 — and more $ 0.75 In addition, City agrees to pay Consultant an additional fee of $5,000.00 for competitive sales and/or re-funding(s). c) In the capacity of placement and/or pricing agent of interest rate swaps, or other derivative products, Consultant will charge a fee of five basis points (0,05%) of the weighted average balance to be swapped each year, discounted at a taxable yield, with a cap to be negotiated on each transaction reflecting the complexity and risks associated with such transaction. For the reinvestment of bond proceeds, Consultant will charge a fee of three (0.03%) basis points computed on the same basis, as described in the previous sentence. d) For the preparation of the bid solicitation and review of bids received for securities to be purchased for escrow accounts, guaranteed investment agreements and other investments, the Consultant shall be paid a Placement Fee of five basis points (0.05%) of the weighted average balance to be invested each year of the agreement, discounted at a taxable yield by the Agreement Provider on behalf of the City. e) For conduit financings proposed to be issued through the City, the Consultant shall be paid on the same fee schedule, as set forth above in paragraph "b)" by the Borrower. 4.2 REIMBURSABLE EXPENSES Consultant may be reimbursed for certain expenses directly related and/or incurred in direct relation to, in the interest of, or as a direct result of the services provided herein. Any reimbursable expense must be authorized, in advance and in writing by the City's Chief Financial Officer. Invoices or vouchers for reimbursable expenses shall be submitted to the City's Chief Financial Officer, along with all supporting receipts and other relevant back-up materials required to support the amount invoiced, and as required by the Chief Financial Officer. Consultant shall certify as to each such invoice and/or voucher that the amounts and items claimed as reimbursable are "true and correct and in accordance with the agreement." Only actual amounts incurred and paid (requiring proof of payment) by the Consultant shall be invoiced, without any markups and/or additions. Reimbursable expenses include, but may not be limited to: 3 • Travel related expenses. Such expenses will be reimbursed in accordance with City-wide Procedure OD.20.01 (Travel on City Business), as may be updated from time to time. 4.3 INVOICING Upon receipt of an acceptable and approved invoice, payment(s) shall be made within thirty (30) days for that portion (or those portions) of the Services satisfactorily rendered (and referenced in the particular invoice). Invoices shall include a detailed description of the Services (or portions thereof) provided, make reference to the corresponding Purchase Order (PO), and shall be submitted to the City at the following address: City of Miami Beach Finance Department's Accounts payable Division 1700 Convention Center Drive, 3rd Floor Miami Beach, FL 33139 SECTION 5 TERMINATION 5.1 TERMINATION FOR CAUSE If the Consultant shall fail to fulfill in a timely manner, or otherwise violates, any of the covenants, agreements, or stipulations material to this Agreement, the City, through its City Manager, shall thereupon have the right to terminate this Agreement for cause. Prior to exercising its option to terminate for cause, the City shall notify the Consultant of its violation of the particular term(s) of this Agreement, and shall grant Consultant ten (10) days to cure such default. If such default remains uncured after ten (10) days, the City may terminate this Agreement without further notice to Consultant. Upon termination, the City shall be fully discharged from any and all liabilities, duties, and terms arising out of, or by virtue of, this Agreement. Notwithstanding the above, the Consultant shall not be relieved of liability to the City for damages sustained by the City by any breach of the Agreement by the Consultant. The City, at its sole option and discretion, shall be entitled to bring any and all legal/equitable actions that it deems to be in its best interest in order to enforce the City's right and remedies against Consultant. The City shall be entitled to recover all costs of such actions, including reasonable attorneys' fees. 5.2 TERMINATION FOR CONVENIENCE OF THE CITY THE CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR ITS CONVENIENCE AND WITHOUT CAUSE, TERMINATE THE AGREEMENT AT ANY TIME DURING THE TERM BY GIVING WRITTEN NOTICE TO CONSULTANT OF SUCH TERMINATION; WHICH SHALL BECOME EFFECTIVE WITHIN THIRTY (30) DAYS FOLLOWING RECEIPT BY THE CONSULTANT OF SUCH NOTICE. IF THE AGREEMENT IS TERMINATED FOR CONVENIENCE BY THE CITY, CONSULTANT SHALL BE PAID FOR ANY SERVICES SATISFACTORILY PERFORMED UP TO THE DATE ` OF TERMINATION; FOLLOWING WHICH THE CITY SHALL BE DISCHARGED FROM ANY 4 AND ALL LIABILITIES, DUTIES, AND TERMS ARISING OUT OF, OR BY VIRTUE OF, THIS AGREEMENT. 5.3 TERMINATION FOR INSOLVENCY The City also reserves the right to terminate the Agreement in the event the Consultant is placed either in voluntary or involuntary bankruptcy or makes an assignment for the benefit of creditors. In such event, the right and obligations for the parties shall be the same as provided for in Section 5.2. SECTION 6 INDEMNIFICATION AND INSURANCE REQUIREMENTS 6.1 INDEMNIFICATION Consultant agrees to indemnify and hold harmless the City of Miami Beach and its officers, employees, agents, and contractors, from and against any and all actions (whether at law or in equity), claims, liabilities, losses, and expenses, including, but not limited to, attorneys' fees and costs, for personal, economic or bodily injury, wrongful death, loss of or damage to property, which may arise or be alleged to have arisen from the negligent acts, errors, omissions or other wrongful conduct of the Consultant, its officers, employees, agents, contractors, or any other person or entity acting under Consultant's control or supervision, in connection with, related to, or as a result of the Consultant's performance of the Services pursuant to this Agreement. To that extent, the Consultant shall pay all such claims and losses and shall pay all such costs and judgments which may issue from any lawsuit arising from such claims and losses, and shall pay all costs and attorneys' fees expended by the City in the defense of such claims and losses, including appeals. The parties agree that one percent (1%) of the total compensation to Consultant for performance of the Services under this Agreement is the specific consideration from the City to the Consultant for the Consultant's indemnity agreement. The provisions of this Section 6.1 and of this indemnification shall survive termination or expiration of this Agreement. 6.2 INSURANCE REQUIREMENTS The Consultant shall maintain and carry in full force during the Term, the following insurance: A. Worker's Compensation Insurance for all employees of the vendor as required by Florida Statute 440. B. Commercial General Liability on a comprehensive basis in an amount not less than $1,000,000 combined single limit per occurrence for bodily injury and property damage. City of Miami Beach must be shown as an additional insured with respect to this coverage. . C. Automobile Liability Insurance covering all owned, non -owned and hired vehicles used in connection with the work, in an amount not less than $1,000,000 combined single limit per occurrence for bodily injury and property damage. D. Professional Liability Insurance in an amount not less than $1,000,000 with the deductible per claim, if any, not to exceed 10% of the limit of liability. 5 A waiver of subrogation in favor of the City must be included for the policies required above. The insurance coverage required shall include those classifications, as listed in standard liability insurance manuals, which most nearly reflect the operations of the vendor. All insurance policies required above shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications: The company must be rated no less than "B+" as to management, and no less than "Class V" as to financial strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent, subject to the approval of the City Risk Management Division. or The company must hold a valid Florida Certificate of Authority as shown in the latest "List of All Insurance Companies Authorized or Approved to Do Business in Florida" issued by the State of Florida Department of Insurance and are members of the Florida Guaranty Fund. Certificates will indicate no modification or change in insurance shall be made without thirty (30) days in advance notice to the certificate holder. CERTIFICATE HOLDER MUST READ: CITY OF MIAMI BEACH 1700 CONVENTION CENTER DRIVE 3rd FLOOR MIAMI BEACH, FL 33139 Compliance with the foregoing requirements shall not relieve the vendor of his liability and obligation under this section or under any other section of this agreement. The City of Miami Beach is self-insured. Any and all claim payments made from self-insurance are subject to the limits and provisions of Florida Statute 768.28, the Florida Constitution, and any other applicable Statutes. SECTION 7 LITIGATION JURISDICTION/VENUE/JURY TRIAL WAIVER This Agreement shall be construed in accordance with the laws of the State of Florida. This Agreement shall be enforceable in Miami -Dade County, Florida, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for the enforcement of same shall lie in Miami -Dade County, Florida. By entering into this Agreement, Consultant and the City expressly waive any rights either party may have to a trial by jury of any civil litigation related to or arising out of this Agreement. SECTION 8 LIMITATION OF CITY'S LIABILITY The City desires to enter into this Agreement only if in so doing the City can place a limit on the City's liability for any cause of action, for money damages due to an alleged breach by the City of this Agreement, so that its liability for any such breach never exceeds the sum of $10,000. Consultant hereby expresses its willingness to enter into this Agreement with Consultant's recovery from the City for any damage action for breach of contract to be limited to a maximum amount of $10,000. 6 Accordingly, and notwithstanding any other term or condition of this Agreement, Consultant hereby agrees that the City shall not be liable to the Consultant for damages in an amount in excess of $10,000 for any action or claim for breach of contract arising out of the performance or non-performance of any obligations imposed upon the City by this Agreement. Nothing contained in this section or elsewhere in this Agreement is in any way intended to be a waiver of the limitation placed upon the City's liability, as set forth in Section 768.28, Florida Statutes. SECTION 9 [INTENTIONALLY DELETED] SECTION 10 GENERAL PROVISIONS 10.1 AUDIT AND INSPECTIONS Upon reasonable verbal or written notice to Consultant, and at any time during normal business hours (i.e. 9AM — 5PM, Monday through Fridays, excluding nationally recognized holidays), and as often as the City Manager may, in his/her reasonable discretion and judgment, deem necessary, there shall be made available to the City Manager, and/or such representatives as the City Manager may deem to act on the City's behalf, to audit, examine, and/ or inspect, any and all other documents and/or records relating to all matters covered by this Agreement. Consultant shall maintain any and all such records at its place of business at the address set forth in the "Notices" section of this Agreement. 10.2 [INTENTIONALLY DELETETD] 10.3 ASSIGNMENT, TRANSFER OR SUBCONSULTING Consultant shall not subcontract, assign, or transfer all or any portion of any work and/or service under this Agreement without the prior written consent of the City Manager, which consent, if given at all, shall be in the Manager's sole judgment and discretion, Neither this Agreement, nor any term or provision hereof, or right hereunder, shall be assignable unless as approved pursuant to this Section, and any attempt to make such assignment (unless approved) shall be void. 10.4 PUBLIC ENTITY CRIMES Prior to commencement of the Services, the Consultant shall file a State of Florida Form PUR 7068, Sworn Statement under Section 287.133(3)(a) Florida Statute on Public Entity Crimes with the City's Procurement Division. 10.5 EQUAL EMPLOYMENT OPPORTUNITY In connection with the performance of the Services, the Consultant shall not discriminate against any employee or applicant for employment because of race, color, 7 national origin, religion, sex, intersexuality, gender identity, sexual orientation, disability, marital and familial status, or age. 10.6 CONFLICT OF INTEREST The Consultant herein agrees to adhere to and be governed by all applicable Miami - Dade County Conflict of Interest Ordinances and Ethics provisions, as set forth in the Miami -Dade County Code, and as may be amended from time to time; and by the City of Miami Beach Charter and Code (as some may be amended from time to time); both of which are incorporated by reference herein as if fully set forth herein. The Consultant covenants that it presently has no interest and shall not acquire any interest, directly or indirectly, which could conflict in any manner or degree with the performance of the Services. The Consultant further covenants that in the performance of this Agreement, Consultant shall not knowingly employ any person having such interest. No member of or delegate to the Congress of the United States shall be admitted to any share or part of this Agreement or to any benefits arising there from. SECTION 11 NOTICES All notices and communications in writing required or permitted hereunder, shall be delivered personally to the representatives of the Consultant and the City listed below or may be mailed by U.S. Certified Mail, return receipt requested, postage prepaid, or by a nationally recognized overnight delivery service. Until changed by notice in writing, all such notices and communications shall be addressed as follows: TO CONSULTANT: RBC CAPITAL MARKETS, LLC 100 — 2nd Avenue South, Suite 800 St. Petersburg, FL 33701 Attn: Julie Santamaria, Director TO CITY: CITY OF MIAMI BEACH, FLORIDA Office of the City Manager 1700 Convention Center Drive, 4th Floor Miami Beach, FL 33139 Attn: Jimmy L. Morales, City Manager With a copy to: • CITY OF MIAMI BEACH, FLORIDA Finance Department 1700 Convention Center Drive, 3rd Floor Miami Beach, FL 33139 Attn: John Woodruff, Chief Financial Officer Notice may also be provided to any other address designated by the party to receive notice if such alternate address is provided via U.S. certified mail, return receipt requested, hand delivered, or by overnight delivery. In the event an alternate notice address is properly provided, notice shall be sent to such alternate address in addition to any other address which notice 8 would otherwise be sent, unless other delivery instruction as specifically provided for by the party entitled to notice. Notice shall be deemed given on the day on which personally served, or the day of receipt by either U.S. certified mail or overnight delivery. SECTION 12 MISCELLANEOUS PROVISIONS 12.1 CHANGES AND ADDITIONS This Agreement cannot be modified or amended without the express written consent of the parties. No modification, amendment, or alteration of the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 12.2 SEVERABILITY If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall not be affected and every other term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law. 12.3 ENTIRETY OF AGREEMENT The City and Consultant agree that this is the entire Agreement between the parties. This Agreement supersedes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein, and there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained in this document. Title and paragraph headings are for convenient reference and are not intended to confer any rights or obligations upon the parties to this Agreement. 12.4 CONSULTANT'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW Pursuant to Section 119.0701 of the Florida Statutes, if the Consultant meets the definition of "Contractor" as defined in Section 119.0701(1)(a), the Consultant shall: a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service; b) Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law; c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law; and d) Meet all requirements for retaining public records and transfer to the City, at no City cost, all public records created, received, maintained and/or directly related to the performance of this Agreement that are in possession of the Consultant upon termination of this Agreement. Upon termination of this Agreement, the Consultant shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must 9 be provided to the City in a format that is compatible with the information technology systems of the City. For purposes of this Article, the term "public records" shall mean all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business of the City. Consultant's failure to comply with the public records disclosure requirement set forth in Section 119.0701 of the Florida Statutes shall be a breach of this Agreement. In the event the Consultant does not comply with the public records disclosure requirement set forth in Section 119.0701 of the Florida Statutes, the City may, at the City's sole discretion, avail itself of the remedies set forth under this Agreement and available at law. [REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK] 10 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by theft appropriate officials, as of the date first entered above. FOR CITY: ATTEST: By: Ratel Gran do, City Clerk Date: 2 CITY OF MIAMI BEACH, FLORIDA FOR CONSULTANT: ATTEST: By: Seer-e{ary routna 3 l D-eci-or IPr: si i::' `t i lE 0—rt I•--1eIe rl i. n p f k L1 S rr4>v U4- c - Print Name ORATE ' .• 22,;(:.; RBC CAPITAL MARKETS, LLC. Date: //t/ ( 9 11 Print Name / Title Date: 'r-HOVED AS TO FORM & LANGUAGE & FOR EXECUTION City Attorney fe,A f Date EXHIBIT "A" SCOPE OF WORK The Consultant agrees that upon request from the City, the following services will be performed by the Consultant in consideration of the compensation and/or fees agreed upon on this agreement. The services to be provided shall include, but not be limited to, the following: A. Financial advisory services, which includes financial planning, project financial analysis, investment management, debt issuance, reporting, evaluation of proposals, development of financial strategy for capital projects taking into consideration the City's short and long term financial needs, available financing options and alternative debt structures, and computer support and modeling for complex financial analysis. The Consultant will also assist in the selection of investment banking teams for the City. B. Participate in future bond issues by assisting the City with development of timetables, preparation of preliminary and final official statements, bond resolution, and other documentations, as may be required. C. Make recommendations in future bond issues by assisting the City with development of timetables, preparation of preliminary and final official statements, bond resolution, and other documentations as may be required. Furthermore, the Consultant will make recommendations of appropriate credit structures, evaluate the use of various credit enhancements, participate in presentations to the rating agencies and review the marketing and sale of any debt prior to, during and after the pricing of bonds. D. Assist the City in the development and implementation of various financing strategies, including research and evaluation of the structuring, timing, and procurement of financial instruments to implement a specific strategy. E. Specifications: I. Financing Involving A Public Offering of Debt Securities • Review existing debt structure and financial resources to determine available borrowing capacity. • Evaluate financing mechanisms and assist in the financing component of any such mechanisms chosen by the City. • To be available, upon proper notification, to participate in conference calls, conferences, with the personnel of the City and other consultants to the City regarding financing matters. • Provide information concerning the structure of financing programs used by other issuers. • Recommend in conjunction with bond counsel, provisions and covenants to be contained in bond issues, including, but not limited to bond amounts, maturities, interest rates, redemption provisions, flow of funds, debt service coverage requirements, reserve funds, security pledges and conditions relating to the issuance of additional bonds. • Assist with the preparation of debt service requirements for proposed issues. • Advise on the use of a negotiated or competitive bid sale for each issue. • Coordinate bond closing and transfer of funds. 12 • Advise as to the advantages and disadvantages of municipal bond insurance or other credit enhancements. • Coordinate with and provide the municipal bond rating agencies (and credit enhancers, if applicable) with information necessary to obtain an appropriate rating on the bonds. • Advise as to market conditions and recommend the timing of the sale of the bonds. • Assist where needed at the time of a competitive sale in checking all bids for compliance with bid specifications, and make a recommendation as to award of the bonds in the best interest of the City. • Assist, upon request, in selection of the book -running managing underwriter and co - managing underwriters for negotiated sale of bonds. • Assist in negotiating the interest rates proposed by the underwriters for the bonds as well as the underwriters' compensation and expenses on the issue expressed in terms of the gross underwriters' discount. • Review the bond purchase agreement and advice as to its acceptance or rejection in light of market conditions. • Assist legal counsel in the preparation and distribution of the Official Statement. • Arrange for distribution of the Official Statement to bond underwriters and investors in accordance with the objectives communicated to the Consultant by the City or its agents or representatives. • Assist, at bond closing, and coordinate printing, signing and delivery of bonds, including receipt of transcript, bond printing, CUSIP numbers and delivery of bonds. II. Financings Not Involving a Public Offering of Debt Securities • Assist in the selection of a financing vehicle, including but not limited to, private placement of debt, participation in pooled loan programs, short term borrowing programs, bank loans, tax anticipation notes, certificates of participation, and revenue anticipation notes or other alternative financial products, including but not limited to interest rate swaps, caps or collars and investment of bond proceeds. • In conjunction with City's legal counsel, assist in the preparation of private placement memorandums, loan applications, or other information related to the financing. III. Services Not Involving Specific Financings • Attend meetings related to the City's business as requested. • Prepare debt capacity reports and other requested services, such as periodic rating agency updates and other special studies as directed by the City. 13 F. Other Services The City agrees that the following category of services, or other services not enumerated herein, when requested in writing to be performed by the Consultant shall be compensated in a mutually agreed upon manner, confirmed in writing by both parties. Such services may include, but not be limited to: • Assisting with validation proceedings and/or testifying as an expert witness with respect to offerings. • Providing secondary market disclosure services upon request in compliance with Rule 15c(2)-12 of the Securities and Exchange Commission. • Participating in the development of a financial plan for the City's capital improvements program. • Advice on various budget and funding matters not specifically related to the offer of securities or other financing services not referenced on paragraphs A through E of this exhibit. G. The parties acknowledge that if the Consultant sells securities for investment programs to the City, such sale is in the Consultant's role as a broker/dealer and as principal, and the City acknowledges that a mark-up will be charged on the sale, which mark-up shall be disclosed to the City. H. Julie Santamaria, Director, will be the primary banker for the Consultant and for all work performed herewith. Other professionals will perform services, as directed by Julie Santamaria. Julie Santamaria may not be removed from this position and/or capacity without City's written consent and approval. I. The scope of services in this exhibit do not prohibit the Consultant from serving in other roles, such as a broker/dealer for investment funds, selling securities to the City as principal or other activities. 14 ATTACHMENT A RESOLUTION COMMISSION ITEMS AND COMMISSION MEMORANDUM RESOLUTION NO. 2017.29762 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER, PURSUANT TO REQUEST FOR QUALIFICATIONS (RFQ) 2017 -025 -WG FOR FINANCIAL ADVISORY SERVICES; AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH RBC CAPITAL MARKETS, LLC, AS THE TOP RANKED PROPOSER; FURTHER, AUTHORIZING THE CITY MANAGER TO EXTEND THE EXISTING AGREEMENT WITH RBC CAPITAL MARKETS, LLC, FOR FINANCIAL ADVISORY SERVICES, ON A MONTH-TO-MONTH BASIS, TERMINABLE BY THE CITY FOR CONVENIENCE AND WITHOUT CAUSE, UPON THIRTY (30) DAYS WRITTEN NOTICE; AND FURTHER, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT PURSUANT TO RFQ 2017 -025 -WG, UPON CONCLUSION OF SUCCESSFUL NEGOTIATIONS BY THE ADMINISTRATION. WHEREAS, on March 14, 2007, the Mayor and City Commission awarded a Professional Services Agreement ('Agreement") to RBC Capital Markets, LLC, to provide financial advisory services, for a term commencing on March 14, 2007 through March 13, 2014, with a renewal provision specifying that the term may be extended for an additional five (5) years, on a year -to -year basis; and WHEREAS, following the expiration of the initial term, the Agreement was subsequently extended annually through March 13, 2017; and WHEREAS, on December 14, 2016, the City Commission approved the issuance of Request for Qualifications (RFQ) No. 2017 -025 -WG for Financial Advisory Services; and WHEREAS, on December 16, 2016, the RFQ was issued; and WHEREAS, RFQ responses were due and received on January 24, 2017; and WHEREAS, the City received proposals from the following firms: Public Resources Advisory Group, Inc.; PFM Financial Advisors, LLC; FirstSouthwest, a Division of Hilltop Securities, Inc.; and RBC Capital Markets, LLC; and WHEREAS, the Evaluation Committee appointed by the City Manager pursuant to LTC# 063-2017 was comprised of Eric Carpenter, Assistant City Manager, City of Miami Beach; Tameka Otto -Stewart, Budget Officer, Office of Budget and Performance Improvement, City of Miami Beach; Bryan Rosenfeld, City of Miami Beach Audit Committee; and Allison Williams, Deputy Finance Director, Finance Department, City of Miami Beach; and WHEREAS, the Evaluation Committee convened on February 16, 2017, was provided an overview of the scope of services, a copy of each proposal, and information relative to the City's Cone of Silence Ordinance and the Government Sunshine Law; and WHEREAS, the Evaluation Committee was instructed to score and rank each proposal pursuant to the evaluation criteria established in the RFQ; and WHEREAS, the evaluation process resulted in the ranking of proposers as follows: RBC Capital Markets, LLC, as the first -ranked proposer; Public Resources Advisory Group, Inc., and FirstSouthwest, a Division of Hilltop Securities, Inc, tied as the second -ranked proposers; and PFM Financial Advisors, LLC, as the third -ranked proposer; and WHEREAS, after reviewing the qualifications of each firm, and having considered the Evaluation Committee's comments and rankings, the City Manager has recommended that the Mayor and the City Commission authorize the Administration to enter into negotiations with RBC Capital Markets, LLC, as the top-ranked proposer; and further recommends that the City Commission approve the extension of the existing Agreement with RBC Capital Markets, LLC on a month-to-month basis, until such time as the Administration finalizes the new agreement pursuant to (RFQ) 2017 -025 -WG. 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 accept the recommendation of the City Manager, pursuant to Request for Qualifications (RFQ) 2017- 025 -WG for Financial Advisory Services; authorize the Administration to enter into negotiations with RBC Capital Markets, LLC, as the top ranked proposer; further, authorize the City Manager to extend the existing Agreement with RBC Capital Markets, LLC, for financial advisory services, on a month-to-month basis, terminable by the City for convenience and without cause, upon thirty (30) days written notice; and further authorize the Mayor and City Clerk to execute an agreement pursuant to RFQ 2017 -025 -WG, upon conclusion of successful negotiations by the Administration. yJ /- PASSED AND ADOPTED this / day of r /�714/4 2017. afae Granada, City Ole APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION City Attorney t2 P Date Resolutions - C7 I MIAMI BEACH COMMISSION MEMORANDUM TO: Honorable Mayor and Members of the City Commission FROM: Jimmy L. Morales, City Manager DATE: March 1, 2017 SUBJECT: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER, PURSUANT TO REQUEST FOR QUALIFICATIONS (RFQ) 2017 -025 - WG FOR FINANCIAL ADVISORY SERVICES; AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH RBC CAPITAL MARKETS, LLC, AS THE TOP RANKED PROPOSER; FURTHER, AUTHORIZING THE CITY MANAGER TO EXTEND THE EXISTING AGREEMENT WITH RBC CAPITAL MARKETS, LLC, FOR FINANCIAL ADVISORY SERVICES, ON A MONTH-TO-MONTH BASIS, TERMINABLE BY THE CITY FOR CONVENIENCE AND WITHOUT CAUSE, UPON THIRTY (30) DAYS WRITTEN NOTICE; AND FURTHER, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT PURSUANT TO RFQ 2017 -025 -WG, UPON CONCLUSION OF SUCCESSFUL NEGOTIATIONS BY THE ADMINISTRATION. RECOMMENDATION Adopt the Resolution. ANALYSIS On March 14, 2007, the Mayor and City Commission awarded a Professional Services Agreement to RBC Capital Markets, to provide financial advisory services, for a term commencing on March 14, 2007 through March 13, 2014, with a provision therein stating that the term could be extended for an additional five (5) years on a year to year basis. The agreement was subsequently extended annually through March 13, 2017. RFQ PROCESS On December 14, 2016, the City Commission approved to issue the Request for Qualifications (RFQ) No. 2017 -025 -WG for Financial Advisory Services. On December 16, 2016, the RFQ was issued. RFQ responses were due and received on January 24, 2017. The City received a total of four (4) proposals. The City received proposals from the following firms: Public Resources Advisory Group, Inc., PFM Financial Advisors, LLC, FirstSouthwest, A Division of Hilltop Securities, Inc. and RBC Capital Markets, LLC. The Evaluation Committee appointed by the City Manager pursuant to LTC# 063-2017 convened on February 16, 2017 to consider the responsive proposals received. The committee Page 344 of 1025 was comprised of: Eric Carpenter, Assistant City Manager; Tameka Otto -Stewart, Budget Officer, Office of Budget and Performance Improvement; Bryan Rosenfeld, City of Miami Beach Audit Committee; and Allison Williams, Deputy Finance Director, Finance Department. The Committee was provided an overview of the project, information relative to the City's Cone of Silence Ordinance and the Government Sunshine Law. The Committee was also provided with general information on the scope of services and a copy of each proposal. The Committee was instructed to score and rank each proposal pursuant to the evaluation criteria established in the RFQ. The evaluation process resulted in the ranking of proposers as indicated in Attachment A. RBC Capital Markets. LLC (RBCCM) RBCCM has over 105 years in structuring innovative and cost-effective financing programs throughout the nation. RBCCM has direct experience as the City's financial advisor since 2002. Operating since 1869, their parent company RBC has one of the highest credit ratings of any financial institution. RBCCM is among the top 15 largest banks by market capitalization globally and the fifth largest in North America in municipal finance. RBCCM is a full-service investment bank with over 7,300 professionals and staff operating from 70 offices in 15 countries. RBCCM offers the City the advantages of a global financial institution with 63 years of Florida Financial Advisory and public finance expertise. Public Resources Advisory Group (PRAG) As an independent municipal financial advisor, PRAG's only business is advising state and local governments regarding their agencies, authorities and non -profits. The PRAG senior professionals are experienced in public finance, knowledgeable about Florida, skilled in credit and market analysis, and are experts in quantitative modeling and financial engineering. PRAG's professional staff are aware of, and have access to, the latest economic data and capital market activity from real-time sources. As a result of our work with frequent issuers in the municipal market, we are constantly reviewing the latest financial products and market opportunities. PRAG's market information and advice is timely, accurate and independent. FirstSouthwest, A Division of Hilltop Securities (FirstSouthwest) FirstSouthwest is a proven leader in public finance and serves as a trusted advocate for their clients by providing the expert financial guidance, solutions and services that achieve their definition of success. Their relevant experience includes their previous experience as an underwriter on the City's investment banking team. For the five-year period ending December 31, 2016, FirstSouthwest ranked #1 financial advisor in the nation based on number of issues, serving as financial advisor on 5,183 transactions totaling $181.97billion par amount, according to 1preo MuniAnalytics and their internal database. PFM Financial Advisors LLC (PFM) PFM enjoys a long history of 41 years and has evolved into the premier Financial Advisory firm. They have encountered numerous changes to municipal financing models and the regulatory environment, and adapted along the way to ensure that their firm, and more importantly, their clients, stay at the forefront of the industry. PFM offers liquidity, market access and products offered by the full range of investment banks. Additionally, PFM provides both the full scope of services and extensive strategic experience as well as a history of innovations while working in a 100% fiduciary role. CONCLUSION Page 345 of 1025 After reviewing all the submissions and the results of the evaluation process, the City Manager recommends that the Mayor and City Commission approve the Resolution of the Mayor and City Commission of the City of Miami Beach, Florida, accepting the award recommendation of the City Manager, pursuant to Request for Qualifications (RFQ) 2017 -025 -WG for financial advisory services, to award a contract to RBC Capital Markets, as the top-ranked proposer; and authorizing the Mayor and City Clerk to execute the agreement upon successful negotiations by the Administration; and further authorizing the extension of the existing agreement with RBC Capital Markets on a month to month basis, terminable by the City for convenience and without cause, until such time as the new agreement is executed. KEY INTENDED OUTCOMES SUPPORTED Ensure Expenditure Trends Are Sustainable Over The Long Term FINANCIAL INFORMATION Grant Funding will not be utilized for this project. Expenditures will be based on approved available funding. Legislative Tracking, Finance / Procurement ATTACHMENTS. Description D Attachment A D Resolution Page 346 of 1025 Page 347 of 1025 ATTACHMENT B REQUEST FOR QUALIFICATIONS (RFQ) AND ADDENDUMS M AMIBEACH City of Miami Beach, 1755 Meridian Avenue, 3rd Floor, Miami Beach, Florida 33139, www.rniamibeachfl.gov PROCUREMENT DEPARTMENT Tel: 305-673-7490. ADDENDUM NO. 1 RFQ 2017-02.5.WG Financial Advisory Services January 17, 2017 This Addendum to the above -referenced RFQ is issued in response to questions from prospective proposers, or other clarifications and revisions issued by the City.. The RFQ is amended in the following particulars only, I. REVISIONS REQ DUE DATE AND TIME, The deadline for the receipt of proposals is extended until 3:00 P.M„ on Tuesday, January 24, 2017, at the following location, City of Miami Beach Procurement Department 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 Late proposals will not be accepted. Proposers are cautioned to plan sufficient time to allow for traffic or other delays for which the Proposer is solely responsible, II. ATTACHMENTS Exhibit A: Revised Appendix A Response Certification Questionnaire & Requirements Affidavit Bidders. This Statehlent Of Qualifications Certification, Questionnaire and Requirements AffidaVi Form is a EQUIRED FORM that.,Must, be submitted fully complet0 and executed. Failure to submit the attached Revised A. eenciix A ReS onse OertifiCati n Otiesiki nale & Re.uiremintS Affidavit Bidders Shall render proposal non4ss0-ollsiVe and said bon -responsive proposal shell not be considered by the City, III, ANSWERS TO QUESTIONS RECEIVED Q1) Can the City provide the loan agreement and debt service schedule for all outstanding Gulf Breeze Pool Loans? Al) Refer to Exhibit B, Debt Service Schedules. The requested loan agreements are not readily available. Q2) Can the City provide the loan agreement and debt service schedule for Machinery & Equipment Bank Loan on 2/20/2008? A2) Please refer to response to question number one above. Q3) Can the City provide the loan agreement and debt service schedule for Energy Savings Obligation on 5/25/2010? A3) Please refer to response to question number one above. Q4) Since the 2015 CAFR was published, other than as disclosed in subsequent events section, has there been any significant financing or loan issued? If So, may we receive copies of the documents and terms? A4) There was no significant financing or loan issued since the 2015 CAFR. Any questions regarding this Addendum should be submitted in writing to the Procurement Management Department to the attention of the individual named below, with a copy to the City Clerk's Office at RafaelGranadoamiamibeachtdov. Procurement Contact: William Garviso Telephone: 305-673-7000, ext. 6650 Email: WihliamGarviso@miamibeachfl1 ov Proposers are reminded to acknowledge receipt of this addendum as part of your RFQ submission. Ale ID, is Prs. (rement Director EXHIBIT A REVISED APPENDIX A Response Certification, uestionnaire & Requirements Affidavit 2017 -025 -WG FINANCIAL ADVISORY SERVICES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 Solicitation No: 2017 -025 -WG Procurement Contact: WILLIAM GARVISO,CPPB Solicitation Title: FINANCIAL ADVISORY SERVICES Tel: 305-673-7490 ext. 6650 Email: williamgarviso@miamibeachfl,gov, STATEMENTS OF QUALIFICATIONS CERTIFICATION, QUESTIONNAIRE & REQUIREMENTS AFFIDAVIT Purpose: The purpose of this Response Certification, Questionnaire and Requirements Affidavit Form is to inform prospective Proposals of certain solicitation and contractual requirements, and to collect necessary information from Proposals in order that certain portions of responsiveness, responsibility and other determining factors and compliance with requirements may be evaluated, This Statement of Qualifications Certification, Questionnaire and Requirements Affidavit Form is a REQUIRED FORM that must be submitted fully completed and executed, 1, General Proposer Information. FIRM NAME: No of Years In Business: No of Years In Business Locally: No of Employees: OTHER NAME(S) PROPOSER HAS OPERATED UNDER IN THE LAST 10 YEARS: FIRM PRIMARY ADDRESS (HEADQUARTERS); CITY STATE ZIP CODE: TELEPHONE NO.: TOLL FREE NO,: FAX NO.: FIRM LOCAL ADDRESS: CITY: STATE: ZIP CODE: PRIMARY ACCOUNT REPRESENTATIVE FOR THIS ENGAGEMENT: ACCOUNT REP TELEPHONE NO,: ACCOUNT REP TOLL FREE NO,: ACCOUNT REP EMAIL: FEDERAL TAX IDENTIFICATION NO,: The City reserves the right to seek additional information from proposer or other source(s), Inoluding but not limited to: any firm or principal information, applicablellicensure, resumes of relevant individuals, client information, financial information, or any information the City deems necessary to evaluate the capacity of the proposer to perform in accordance with contract requirements, 1, Veteran Owned Business, Is Proposer claiming a veteran owned business status? YES NO SUBMITTAL REQUIREMENT: Proposers claiming veteran owned business status shall submit a documentation proving that firm is certified as a veteran -owned business or a service -disabled veteran owned business by the State of Florida or United States federal government, esrequired pursuant to ordinance 2011-3748. 2, Conflict Of Interest. All Proposers must disclose, In their Proposal, the name(s) of any officer, director, agent, or immediate family member (spouse, parent, sibling, and child) who is also an employee of the City of Miami Beach. Further, all Proposers must disclose the name of any City employee who owns, either directly or indirectly, an interest of ten (10%) percent or more in the Proposer entity or any of its affiliates, SUBMITTAL REQUIREMENT: Proposers must disclose the name(s) of any officer, director, agent, or immediate family member (spouse, parent, sibling, and child) who is also an employee of the City of Miami Beach, Proposers must also disclose the name of any City employee who owns, either directly or Indirectly, an interest of ten (10%) percent or more in the Proposer entity or any of its affiliates 3. References & Past Performance. Proposer shall submit at least three (3) references for whom the Proposer has completed work similar In size and nature as the work referenced in solicitation. SUBMITTAL REQUIREMENT: For each reference submitted, the following information Is required: 1) Firm Name, 2) Contact Individual Name & Title, 3) Address, 4) Telephone, 5) Contact's Email and 6) Narrative on Scope of Services Provided, 4, Suspension, Debarment or Contract Cancellation. Has Proposer ever been debarred, suspended or other legal violation, or had a contract cancelled due to non-performance by an ublic sector agency? YES NO SUBMITTAL REQUIREMENT: If answer to above Is "YES," Proposer shall submit a statement detailing the reasons that led to action(s), 5. Vendor Campaign Contributions. Proposers are expected to be or become familiar with, the City's Campaign Finance Reform laws, as codified in Sections 2-487 through 2-490 of the City Code, Proposers shall be solely responsible for ensuring that all applicable provisions of the City's Campaign Finance Reform laws are complied with, and shall be subject to any and all sanctions, as prescribed therein, including disqualification of their Proposals, in the event of such non-compliance. SUBMITTAL REQUIREMENT: Submit the names of all individuals or entities (including your sub -consultants) with a controlling financial interest as defined in solicitation. For each individual or entity with a controlling financial interest indicate whether or not each individual or entity has contributed to the campaign either directly or indirectly, of a candidate who has been elected to the office of Mayor or City Commissioner for the City of Miami Beach. 6. Code of Business Ethics. Pursuant to City Resolution No.2000.23879, each person or entity that seeks to do business with the City shall adopt a Code of Business Ethics ("Code") and submit that Code to the Department of Procurement Management with its proposal/response or within five (5) days upon receipt of request. The Code shall, at a minimum, require the Proposer, to comply with all applicable governmental rules and regulations including, among others, the conflict of interest, lobbying and ethics provision of the City of Miami Beach and Miami Dade County. SUBMITTAL REQUIREMENT: Proposer shall submit firm's Code of Business Ethics. In lieu of submitting Code of Business Ethics, Proposer may submit a statement indicating that it will adopt, as required In the ordinance, the City of Miami Beach Code of Ethics, available at www.miamlbeachfl.gov/procurement/. 6 7, Luing Wage,-Pur-suar t-to-Section-2-403-af-the-Miarni-teach City Sodo, as samo may -be -amended -fro+ -time-te-time, P-roposei& snail-be-requfred-to-pay-all-employees who -provide -86016C8 pursuant to th-is-Agreement, the-hourly-living-wage-rates-listed-belem • Commeneir}gg-with-Sfty-fiscal-year 201 1--{8etaber 1, 2012), the hourly-I;vtng-rate will -be -$411; 1#r--wi h -health benefits, . • e , e • ithedbenefits1 The -living -wage -rate• -and -health ear benefits -rate -may by -Resolution -of -the -city -Commission -be -indexed -annually -for -inflation using-the-Gonsumor-Price-index-for-2l-Urban Consumers-PW)—Miami/Ft, Lauderdale; issued -by -the J;S-Department-of-L-abor'-s Bureau -of -Caber tatistios:-Notwithetanding-tlwreeeding ae-annual-index-shell exceed three-percent-Ps/0), The City -may -also by resolution, elect-not-totndex-the4iving-wage rate in -any -particular -year, if-it-determines-it-would-not-be-fisc-aliy-sound-te-implement same -(in -a -particular -year), Proposers' faflure-te-comply-with this -prevision shall be -deemed -a -material -breach -under this-propeeal under whish -the -City -may; at-its--sole-eptien, immediately -deem -said -Proposer as noa-responsive rid -may -further subject-Rrepaser--to--additional-penalties and -fines, as-provided-in-the-Gity's--Living-Wage-Ordinaneo-as—amended—Further-infarmatien on -the Living-Wage-reqs-rirement-is available -at www,mlamibeac141,govlpreaurement4 SUBMIT-'SAL-R€QU1R€MENT: Na-additional-submittalas-required, By-virtue-cf-exeeut` t document, -Proposer -agrees te-the-l+vin wage -requirement: 3, Equal Benefits for Employees with Spouses and Employees with Domestic Partners. When awarding competitively solicited contracts valued at over $100,000 whose contractors maintain 51 or more full time employees on their payrolls during 20 or more calendar work weeks, the Equal Benefits for Domestic Partners Ordinance 2005.3494 requires certain contractors doing business with the City of Miami Beach, who are awarded a contract pursuant to competitive proposals, to provide "Equal Benefits" to their employees with domestic partners, as they provide to employees with spouses, The Ordinance applies to all employees of a Contractor who work within the. City limits of the City of Miami Beach, Florida; and the Contractor's employees located in the United States, but outside of the City of Miami Beach limits, who are directly performing work on the contract within the City of Miami Beach. A. Does your company provide or offer access to any benefits to employees with spouses or to spouses of employees? YES I I NO 5, Does your company provide or offer access to any benefits to employees with (same or opposite sex) domestic partners* or to domestic partners of employees? YES NO c, Please check all benefits that apply to your answers above and list in the "other" section any additional benefits not already specified, Note: some benefits are provided to employees because they have a spouse or domestic partner, such as bereavement leave; other benefits are provided directly to the spouse or domestic partner, such as medical insurance, BENEFIT Firm Provides for Employees with Spouses Firm Provides for Employees with Domestic Partners Firm does not Provide Benefit Health Sick Leave Family Medical Leave Bereavement Le8ve If Proposer cannot offer a benefit to domestic partners because of reasons outside your control, (e,g,, there are no Insurance providers in your area willing to offer domestic partner coverage) you may be eligible for Reasonable Measures compliance, To comply on this basis, you must agree to pay a cash equivalent and submit a completed Reasonable Measures Application (attached) with all necessary documentation. Your Reasonable Measures Application will be reviewed for consideration by the City Manager, or his designee. Approval is not guaranteed and the City Manager's decision is final. Further Information on the Equal Benefits requirement is available at www,miamibeachfl,gov/procurementl, 7 9, Public Entity Crimes. Section 287.133(2)(a), Florida Statutes, as currently enacted or as amended from time to time, states that a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a proposal, proposal, or reply on a contract to provide any goods or servioes to a public entity; may not submit a proposal, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit proposals; proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity In excess of the threshold amount provided in s,. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list, SUBMITTAL REQUIREMENT, No additional submittal is required. By virtue of executing this affidavit document, Proposer agrees with the requirements of Section 287,133, Florida Statutes, and certifies it has not been placed on convicted vendor list, 10, Non Discrimination. Pursuant to City Ordinance No.2016-3990, the City shall not enter into a contract with a business unless the business represents that it does not and will not engage in a boycott as defined In Section 2.375(a) of the City Code, including the blacklisting, divesting from, or otherwise refusing to deal with a person or entity when such action is based on race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital or familial status, age or disability. SUBMITTAL REQUIREMENT: No additional submittal is required. By virtue of executing this affidavit document, Proposeragrees it is and shall remain in full compliance with Section 2-375 of the City of Miami Beach City Code, 11, Moratorium on Travel to and the Purchase of Goods or Services from North Carolina and Mississippi. Pursuant to Resolution 2016-29375, the City of Miami Beach, Florida, prohibits official City travel to the states of North Carolina and Mississippi, as well as the purchase of goods or services sourced in North Carolina and Mississippi. Proposer shall agree that no travel shall occur on behalf of the City to North Carolina or Mississippi, nor shall any product or services it provides to the City be sourced from these states SUBMITTAL REQUIREMENT: No additional submittal is required. By virtue of executing this affidavit document, Proposer agrees it is and shall remain in full compliance with Resolution 2016.29375, 12. Financial Capacity. Dun & Bradstreet Supplier Qualifier Report: At the request of the City the proposing firm shall pay D&B to send the Supplier Qualifier Report (SQR) to the City through electronic means williamgarviso@miamibeachfl,gov, The cost of the preparation of the D&B report shall be the responsibility of the Proposer. The proposer can request the report from D&B at; https;Ilsuppllerportal.dnb.comlwebapplwcslstoreslservietlSuppfierPortal?storeld=11696 13. Acknowledgement of Addendum. After issuance of solicitation, the City may release one or more addendum to the solioitation which may provide additional information to Proposers or alter solicitation requirements, The City will strive to reach every Proposer having received solicitation through the City's e -procurement system, PublicPurchase.com. However, Proposers are solely responsible for assuring they have received any and all addendum issued pursuant to solicitation. This Acknowledgement of Addendum section certifies that the Proposer has received all addendum released by the City pursuant to this solicitation. Failure to obtain and acknowledge receipt of all addendum may result in proposal disqualification. Initial to Confirm Receipt Initial to Confirm Receipt Addendum 6 Initial to Confirm Receipt Addendum 11 Addendum 1 Addendum 2 Addendum 7 Addendum 12 Addendum 3 Addendum 8 Addendum 13 Addendum 4 Addendum 9 Addendum 14 Addendum 5 Addendum 10 Addendum 15 If additional confirmation of addendum is required, submit under separate cover, 14, Fair Chance Requirement, Pursuant to Section 2-376 of the City Code, the City shall not enter into any contract resulting from a competitive solicitation, unless the proposer certifies in writing that the business has adopted and employs written policies, practices, and standards that are consistent with the City's Fair Chance Ordinance, set forth in Article V of Chapter 62 of the City Code (Fair Chance Ordinance"), and which, among other things, (i) prohibits City contractors, as an employer, from inquiring about an applicant's criminal history until the applicant is given a conditional offer of employment; (11) prohibits advertising of employment positions with a statement that an Individual with a criminal record may not apply for the position, and (iii) prohibits placing a statement on an employment application that a person with a criminal record may not apply for the position,. SUBMITTAL REQUIREMENT: No additional submittal is required at this time By virtue of executing this affidavit, Proposer certifies that it has adopted policies, practices and standards consistent with the City s Fair Chance Ordinance, Proposer agrees to 8 provide the City with supporting documentation evidencing its compliance upon reqest, Proposer further agrees that any breach of the representations made herein shall constitute a material breach of contract, and shall entitle the City to the Immediate termination for cause of the agreement, in addition to any damages that may be available at law and in equity, 9 DISCLOSURE AND„DISCLAIMER SECTION The solicitation referenced hereln is being furnished to the recipient by the City of Miami Beach (the "City") for the recipient's convenience, Any action taken by the City In response to Statement of Qualifications made pursuant to this solicitation, or in making any award, or in failing or refusing to make any award pursuant to such Statement of Qualifications, or in cancelling awards, or in withdrawing or cancelling this solicitation, either before or after issuance of an award, shall be without any liability or.obligation on the part of the City, In Its sole discretion, the City may withdraw the solicitation either before or after receiving Statement of Qualifioations, may accept or reject Statement of Qualifications, and may accept Statement of Qualifications which deviate from the solicitation, as it deems appropriate and in its best interest, In its sole discretion, the City may determine the qualifications and acceptability of any party or parties submitting Statement of Qualifications In response to this solicitation, Following submission of Statement of Qualifications, the applicant agrees to deliver such further details, information and assurances, Including financial and disclosure data, relating to the Statement of Qualifications and the applicant Including, without limitation, the applicant's affiliates:officers, directors, shareholders, partners and employees, as requested by the City in its discretion, The Information contained herein is provided solely for the convenience of prospective Proposals, It is the responsibility of the recipient to assure itself that information contained herein is accurate and complete, The City does not provide any assurances as to the accuracy of any information in this solicitation, Any reliance on these contents, or on any permitted communications with City officials, shall be at the recipient's own risk. Proposals should rely exclusively on their own investigations, Interpretations, and analyses. The solicitation is being provided by the City without any warranty or representation, express or implied, as to Its content, its accuracy, or its completeness. No warranty or representation is made by the City or its agents that any Statement of Qualifications conforming to these requirements will be selected for consideration, negotiation, or approval The City shall have no obligation or liability with respect to this solicitation, the selection and the award process, or whether any award will be made, Any recipient of this solicitation who responds hereto fully acknowledges all the provisions of this Disclosure and Disclaimer, is totally relying on this Disclosure and Disclaimer, and agrees to be bound by the terms hereof. Any Statement of Qualifications submitted to the City pursuant to this solicitation are submitted at the sole risk and responsibility of the party submitting such Statement of Qualifications, This solicitation is made subject to correction of errors, omissions, or withdrawal from the market without notice, Information is for guidance only, and does not constitute all or any part of an agreement. The City and all Proposals will be bound only as, if and when a Statement of Qualifications, as same may be modified, and the applicable definitive agreements pertaining thereto, are approved and executed by the parties, and then only pursuant to the terms of the definitive agreements executed among the parties. Any response to this solicitation may be accepted or rejected by the City for any reason, or for no reason, without any resultant liability to the City. The City is governed by the Government -in -the -Sunshine Law, and all Statement of Qualifications and supporting documents shall be subject to disclosure as required by such law. All Statement of Qualifications shall be submitted in sealed proposal form and shall remain confidential to the extent permitted by Florida Statutes, until the date and time selected for opening the responses At that time, all documents received by the City shall become public records. Proposals are expected to make all disclosures and declarations as requested in thls solicitation, By submission of a, Statement of Qualifications, the Proposer acknowledges and agrees that the City has the right to make any inquiry or Investigation It deems appropriate to substantiate or supplement Information contained in the Statement of Qualifications, and authorizes the release to the City of any and all information sought in such inquiry or investigation. Each Proposer certifies that the information contained in the Statement of Qualifications is true, accurate and complete, to the best of its knowledge, information, and belief, Notwithstanding the foregoing or anything contained in the solicitation, all Proposals agree that in the event of a final unappealable Judgment by a court of competent jurisdiction which imposes on the City any liability arising out of this solicitation, or any response thereto, or any action or inaction by the City with respect thereto, such liability shall be limited to $10,000.00 as agreed-upon and liquidated damages, The previous sentence, however, shall not be construed to circumvent any of the other provisions of this Disclosure and Disclaimer which imposes no liability on the City. In the event of any differences In language between this Disclosure and Disclaimer and the balance of the solicitation, it is understood that the provisions of thls Disclosure and Disclaimer shall always govern, The solicitation and any disputes arising from the solicitation shall be governed by and construed in accordance with the laws of the State of Florida. 10 I hereby certify that, I, as an authorized agent of the. Proposer , am submitting the following information as my firm's proposal; Proposer agrees to complete and unconditional acceptance of the terms and conditions of this document, inclusive of this solicitation, all attachments, exhibits and appendices and the contents of any Addenda released hereto, and the Disclosure and Disclaimer Statement; proposer agrees to be bound to any and all specifications, terms and conditions contained in the solicitation, and any released Addenda and understand that the following are requirements of this solicitation and failure to comply will result in disqualification of proposal submitted; Proposer has not divulged, discussed, or compared the proposal with other Proposals and has not colluded with any other proposer or party to any other proposal; proposer acknowledges that all information contained herein is part of the public domain as defined by the State of Florida Sunshine and Public Records Laws; all responses, data and information contained in this proposal, inclusive of the Statement of Qualifications Certification, Questionnaire and Requirements Affidavit are true and accurate..®� Name of Proposer's Authorized Representative: Title of Proposer s Authorized Representative, Signature of Proposer 's Authorized Representative: Date: State of County of ) , a corporation, and that corporation by authority of its board of directors act and deed, Before me: On this _day of , 20 , personally appeared before me who stated that (s)he is the of the instrument was signed in behalf of the said and acknowledged said Instrument to be its voluntary 11 Notary Public for the State of My Commission Expires: EXHIBIT B Drialual Par 111104 lortipal Payment Intemst Peymonts Earliest CaII Irmo etiflatIng Underlyirto. Rafts Purpose Si& Iltettixt nu 18 SE 22, Orrizoo•1l Docembot 12.11 latitil 101 FOIC CualfCCOWCI Norio Fiti 'At fable 103 on Ta$4 Sunshine F/.,t.r1g.1,0,411 2017 1,010,000 2010 1.060,000 201S 1,110,000 nze 1,170,000 2021 2022 2023 2024 202. Total tit 4;3SO.,U0 "Ir ir und pamont T tiraq trialur I t9 of term bond Lew_ 5,000 S.000 '5.000 "5,000 DetIONtOr ft 121 i'9zsidle, ''l 0% MC Ca 1J C ' Norm New Mo11.# Off areike 0 4,706,0x1 f51HH 1,011,1crtfiF c iltigInal Pat Dated Principal :Payment latetalt Payments EMIlest telt lostamtilatftV Untifittl(yttfp flattops Putpose 2017 2010 2013 2020 2021 2022 2023 2024 2025 2020 Z027 ave 2023 2030 2031 2032 2033 2034 2030 2030 20:37 2030 2033 2040 2041 tzgrincling ity:f1 PA-tty, 140g V; vime5,ono 211112010 ileeembor 1 011,12f1 Non-Callabte Nono AVM, (underlytnp only) letundir tes,2000 SInkino lurid payment 11(10 Final of, • 4•Allak•A•41.,••••••{A,..4•44•••MYN.••• CITY OF MIAMI BEACH, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2015 (Continued) D. Loans On February 20, 2008, the City enterod into a new loan agreement which allows the City to be reimbursed for the purchase of machinery and equipment up to a maximum of $37,500,000, The Interest rates on this loan agreement range from 1.9% to 4,5%, At September 30, 2015, the City was indebted for $12,922,099. The aggregate maturities of loans at September 30, 2015 are as follows: Fiscal Year Ending .52219Lnber 30 2016 2017 2018 2019 2020 2021-2025 Loans The above debt has been Internal Service Stormwater Water & Sewer Parking Other Enterprise General Fund Princi al 3,868,619 3,180,148 2,490,486 1,862,716 802,569 717,561 12,922,099 Interest 203,069 178,339 112,349 60,620 26,914 20,516 $ 661,806 ecorded in the following funds: $ 11,778922 113,432 230,057 192,975 293,713 313,000 2,922,096 Total $ 4,131,688 3,358,487 2,602,835 1,923,336 829,483 738,075 13,5 ,904 E. Energy Savings Obligation On May 25, 2010, the City entered into en equipment lease purchase financing agreement with a financial institution for the construction/purchase of energy saving equipment, At September 30, 2015, the outstanding balance on this loan was $11,801348, The interest rate on this loan Is a fixed 4.18%, Principal and interest payment are made monthly, The first payment was made on May 25, 2012 end the last payment will be made on April 25, 2025, 74 - 404.1 (4 $ 1 1 1 1 I. 11* CITY OF MIAMI BEACH, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2015 (Continued) The aggregate maturities of other long-term obligations at September 30, 2015 are as follows: Fiscal Year Ending Longterm Interest September 30 Total 1,2777339 Obligation 1,324,733 1,373,887 1,424,864 1,489,400 7,631,920 2016 $ 796,998 478,341 2017 881,348 443,385 2018 968,999 404,888 2019 1,062,244 362,620 2020 1,173,139 316,281 2021-2025 6,91 , 20 715,300 11,601,348 2,720,795 14,522143. On May 21, 2T)44, the City of Miami Beach issued Resolution No. 2014-265,994hich authorized the issuance of o linRf credit not to exceed an aggregate principal amoynt"6f $60 million to pay the costs of capital projdt,ts. The line of credit was obtained from oneilryancial inStitution. Tax-exempt draws against the line d'odit will have a variable interest ratepf40% of Libor rote plus 0,50%, and the taxable draws will have a"Wil:lable rate equal to Libor rat9,pths 0,75%, There will be an annual fee of 0.20% on the unused portion Ifs,l,he line of credit papilfe on a quarterly basis. The City shall pay the financial institution the entire 611%princip91,,balance together with all accrued and unpaid Interest on May 30, 2016 (the "Maturity t'As of September 30, 2015, no amounts have been drawn down from this line of credit, On November 12, 2014, the CitymiMiami Beach Ontered into the Clean Water State Revolving Fund Loan Agreement with the %are" of Florida DepartrneaEnvironrnont Protection. The amount of the loan is $7,500,000 plt,,Isr$147,500 of capitalized Interest -00\d $150,000 In loan service fees which arnounts to $7,79:1500 to be repaid beck to the State. Loarts-pvments will commence on February 15, 2016 and2semiannually thereafter on August 15 and Februdry.45 of each year until all amounts due have,136en fully paid. The interest rate on this loan Is i,62%"pe.,z annum. The loan shall be repaid -Kt 40 semiannual loan paymentof $220,001. Loan disbursemat,fr,r the State to the City will be made for reimbursements of allowable invoiced costs. As of September 30, 2015, no loan disbursements have been received by the City. - 76 REQUEST FOR QUALIFICATIO\S (FQ) FINANCIAL ADVISORY SERVICES 2017 -025 -WG RFQ ISSUANCE DATE: DECEMBER 16, 2016 PROPOSALS DUE: JANUARY 20, 2017 @ 3:00 PM ISSUED BY: MLAMI BEACH WILLIAM GARVISO, PROCUREMENT CONTRACTING OFFICER II PROCUREMENT DEPARTMENT 1755 Meridian Ave, 3rd Floor, Miami Beach, FL 33139 305.673.7000 x 6650 www.miamibeachfl.gov AM BEACH TABLE OF CONTENTS SOLICITATION SECTIONS: PAGE 0100 NOT UTILIZED N/A 0200 INSTRUCTIONS TO RESPONDENTS & GENERAL CONDITIONS 3 0300 SUBMITTAL INSTRUCTIONS & FORMAT 12 0400 EVALUATION PROCESS 14 APPENDICES: PAGE APPENDIX A RESPONSE CERTIFICATON, QUESTIONNAIRE AND AFFIDAVITS 16 APPENDIX B "NO BID" FORM 23 APPENDIX C MINIMUM REQUIREMENTS & SPECIFICATIONS 25 APPENDIX D SPECIAL CONDITIONS 29 APPENDIX F INSURANCE REQUIREMENTS 31 RFQ 2017 -025 -WG MIAMI BEACH SECTION 0200 INSTRUCTIONS TO RESPONDENTS &GENERAL CONDITIONS 1. GENERAL. This Request for Qualifications (RFQ) is issued by the City of Miami Beach, Florida (the "City"), as the means for prospective Proposer to submit their qualifications, proposed scopes of work and cost Statement of Qualifications (the "proposal") to the City for the City's consideration as an option in achieving the required scope of services and requirements as noted herein. All documents released in connection with this solicitation, including all appendixes and addenda, whether included herein or released under separate cover, comprise the solicitation, and are complementary to one another and together establish the complete terms, conditions and obligations of the Proposer and, subsequently, the successful proposer(s) (the "contractor[s]") if this RFQ results in an award. The City utilizes PublicPurchase (www.publicburchase.com) for automatic notification of competitive solicitation opportunities and document fulfillment, including the issuance of any addendum to this RFQ. Any prospective proposer who has received this RFQ by any means other than through PublicPurchase must register immediately with PublicPurchase to assure it receives any addendum issued to this RFQ. Failure to receive an addendum may result in disqualification of proposal submitted. 2. PURPOSE. The City of Miami Beach seeks statements of qualifications from qualified firms for financial advisory services which includes financial planning, project financial analysis, investment management, debt issuance, reporting, evaluation of proposals, development of financial strategy for capital projects taking into consideration the City's short and long term financial needs, available financing options and alternative debt structures, and computer support and modeling for complex financial analysis. The selected firm will also assist in the selection of investment banking teams for the City. The tentative schedule for this solicitation is as follows: Solicitation Issued December 16, 2016 Pre -Submittal Meeting N/A Deadline for Receipt of Questions January 10, 2017 @ 3:00PM Responses Due January 20, 2017@ 3:OOPM Evaluation Committee Review TBD Proposer Presentations TBD Tentative Commission Approval Authorizing Negotiations TBD Contract Negotiations Following Commission Approval .._ , 1_ 11__ 4. PROCUREMENT CONTACT. Any questions or clarifications concerning this solicitation shall be su Procurement Contact noted below: Procurement Contact: Telephone: William Garviso, CPPB Email: 305-673-7000 ext. 6650 william•arviso • miamibeachfl.gov Additionally, the City Clerk is to be copied on all communications via e-mail at RafaelGranado • miamibeachfl.•ov; or via facsimile: 786-394-4188. The Bid title/number shall be referenced on all correspondence. All questions or requests for clarification must be received no later than ten (10) calendar days prior to the date proposals are due as scheduled in Section 0200-3. All responses to questions/clarifications will be sent to all prospective Proposers in the form of an addendum. RFQ 2017 -025 -WG M1AM BEACH 5. PRE -PROPOSAL MEETING OR SITE VISIT(S). Only if deemed necessary by the City, a pre -proposal meeting or site visit(s) may be scheduled. A Pre -PROPOSAL conference will be held as scheduled in Anticipated RFQ Timetable section above at the following address: City of Miami Beach Procurement Department- 3RD Floor Procurement Department's Conference Room 1755 Meridian Avenue Miami Beach, Florida 33139 Attendance (in person or via telephone) is encouraged and recommended as a source of information, but is not mandatory. Proposers interested in participating in the Pre -Proposal Submission Meeting via telephone must follow these steps: (1) Dial the TELEPHONE NUMBER: 1- 888-270-9936 (Toll-free North America) (2) Enter the MEETING NUMBER: 9415468 Proposers who are interested in participating via telephone should send an e-mail to the contact person listed in this RFQ expressing their intent to participate via telephone. 6. PRE -PROPOSAL INTERPRETATIONS. Oral information or responses to questions received by prospective Proposers are not binding on the City and will be without legal effect, including any information received at pre - submittal meeting or site visit(s). The City by means of Addenda will issue interpretations or written addenda clarifications considered necessary by the City in response to questions. Only questions answered by written addenda will be binding and may supersede terms noted in this solicitation. Addendum will be released through PublicPurchase. Any prospective proposer who has received this RFQ by any means other than through PublicPurchace must register immediately with PublicPurchase to assure it receives any addendum issued to this RFQ. Failure to receive an addendum may result in disqualification of proposal. Written questions should be received no later than the date outlined in the Anticipated RFQ Timetable section, 7. CONE OF SILENCE. This RFQ is subject to, and all proposers are expected to be or become familiar with, the City's Cone of Silence Requirements, as codified in Section 2-486 of the City Code. Proposers shall be solely responsible for ensuring that all applicable provisions of the City's Cone of Silence are complied with, and shall be subject to any and all sanctions, as prescribed therein, including rendering their response voidable, in the event of such non-compliance. Communications regarding this solicitation are to be submitted in writing to the Procurement Contact named herein with a copy to the City Clerk at rafaelgranado@miamibeachfl.gov 4 RFQ 2017 -025 -WG M!AM BEACH 8. SPECIAL NOTICES. You are hereby advised that this solicitation is ordinances/resolutions, which may be found on the City Of http://web,miamibeachfl,gov/procurement/scroll,aspx?id=23510 • CONE OF SILENCE • PROTEST PROCEDURES • DEBARMENT PROCEEDINGS • LOBBYIST REGISTRATION AND DISCLOSURE OF FEES • CAMPAIGN CONTRIBUTIONS BY VENDORS • CAMPAIGN CONTRIBUTIONS BY LOBBYISTS ON PROCUREMENT ISSUES • REQUIREMENT FOR CITY CONTRACTORS TO PROVIDE EQUAL BENEFITS FOR DOMESTIC PARTNERS • LIVING WAGE REQUIREMENT • PREFERENCE FOR FLORIDA SMALL BUSINESSES OWNED AND CONTROLLED BY VETERANS AND TO STATE -CERTIFIED SERVICE - DISABLED VETERAN BUSINESS ENTERPRISES CITY CODE SECTION 2-374 • FALSE CLAIMS ORDINANCE CITY CODE SECTION 70-300 • ACCEPTANCE OF GIFTS, FAVORS & SERVICES CITY CODE SECTION 2-449 subject to the following Miami Beach website: CITY CODE SECTION 2-486 CITY CODE SECTION 2-371 CITY CODE SECTIONS 2-397 THROUGH 2-485.3 CITY CODE SECTIONS 2-481 THROUGH 2-486 CITY CODE SECTION 2-487 CITY CODE SECTION 2-488 CITY CODE SECTION 2-373 CITY CODE SECTIONS 2 407 THROUGH 2 410 9. PUBLIC ENTITY CRIME. A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crimes may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, sub -contractor, or consultant under a contract with a public entity, and may not transact business with any public entity in excess of the threshold amount provided in Sec. 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 10. COMPLAINCE WITH THE CITY'S LOBBYIST LAWS. This RFQ is subject to, and all Proposers are expected to be or become familiar with, all City lobbyist laws. Proposers shall be solely responsible for ensuring that all City lobbyist laws are complied with, and shall be subject to any and all sanctions, as prescribed therein, including, without limitation, disqualification of their responses, in the event of such non-compliance. 11. DEBARMENT ORDINANCE: This RFQ is subject to, and all proposers are expected to be or become familiar with, the City's Debarment Ordinance as codified in Sections 2-397 through 2-406 of the City Code. 12. WITH THE CITY'S CAMPAIGN FINANCE REFORM LAWS. This RFQ is subject to, and all Proposers are expected to be or become familiar with, the City's Campaign Finance Reform laws, as codified in Sections 2-487 through 2-490 of the City Code. Proposers shall be solely responsible for ensuring that all applicable provisions of the City's Campaign Finance Reform laws are complied with, and shall be subject to any and all sanctions, as prescribed therein, including disqualification of their responses, in the event of such non-compliance. 13. CODE OF BUSINESS ETHICS. Pursuant to City Resolution No.2000-23879, the Proposer shall adopt a Code of Business Ethics ("Code") and submit that Code to the Procurement Division with its response or within five (5) days upon receipt of request. The Code shall, at a minimum, require the Proposer, to comply with all applicable governmental rules and regulations including, among others, the conflict of interest, lobbying and ethics provision of the City of Miami Beach and Miami Dade County. RFQ 2017 -025 -WG MI AP,A1EAC 14. AMERICAN WITH DISABILITIES ACT (ADA). Call 305-673-7490 to request material in accessible format; sign language interpreters (five (5) days in advance when possible), or information on access for persons with disabilities. For more information on ADA compliance, please call the Public Works Department, at 305-673- 7000, Extension 2984. 15, POSTPONEMENT OF DUE DATE FOR RECEIPT OF PROPOSALS. The City reserves the right to postpone the deadline for submittal of proposals and will make a reasonable effort to give at least three (3) calendar days written notice of any such postponement to all prospective Proposers through PublicPurchase. 16. PROTESTS. Proposers that are not selected may protest any recommendation for selection of award in accordance with eh proceedings established pursuant to the City's bid protest procedures, as codified in Sections 2- 370 and 2-371 of the City Code (the City's Bid Protest Ordinance). Protest not timely made pursuant to the requirements of the City's Bid Protest Ordinance shall be barred. 17. NOT USED. 18. VETERAN BUSINESS ENTERPRISES PREFERENCE. Pursuant to City Code Section 2-374, the City shall give a preference to a responsive and responsible Proposer which is a small business concern owned and controlled by a veteran(s) or which is a service -disabled veteran business enterprise, and which is within five percent (5%) of the lowest responsive, responsible proposer, by providing such proposer an opportunity of providing said goods or contractual services for the lowest responsive proposal amount (or in this RFQ, the highest proposal amount). Whenever, as a result of the foregoing preference, the adjusted prices of two (2) or more proposers which are a small business concern owned and controlled by a veteran(s) or a service -disabled veteran business enterprise constitute the lowest proposal pursuant to an RFQ or oral or written request for quotation, and such proposals are responsive, responsible and otherwise equal with respect to quality and service, then the award shall be made to the service -disabled veteran business enterprise. 19. DETERMINATION OF AWARD. The final ranking results of Step 1 & 2 outlined in Section 0400, Evaluation of Proposals, will be considered by the City Manager who may recommend to the City Commission the Proposer(s) s/he deems to be in the best interest of the City or may recommend rejection of all proposals. The City Manager's recommendation need not be consistent with the scoring results identified herein and takes into consideration Miami Beach City Code Section 2-369, including the following considerations: (1) The ability, capacity and skill of the Proposer to perform the contract. (2) Whether the Proposer can perform the contract within the time specified, without delay or interference. (3) The character, integrity, reputation, judgment, experience and efficiency of the Proposer. (4) The quality of performance of previous contracts. (5) The previous and existing compliance by the Proposer with laws and ordinances relating to the contract. The City Commission shall consider the City Manager's recommendation and may approve such recommendation. The City Commission may also, at its option, reject the City Manager's recommendation and select another Proposal or Proposals which it deems to be in the best interest of the City, or it may also reject all Proposals. 6 RFQ 2017 -025 -WG MIM BEACH 20. NEGOTIATIONS, Following selection, the City reserves the right to enter into further negotiations with the selected Proposer. Notwithstanding the preceding, the City is in no way obligated to enter into a contract with the selected Proposer in the event the parties are unable to negotiate a contract. It is also understood and acknowledged by Proposers that no property, contract or legal rights of any kind shall be created at any time until and unless an Agreement has been agreed to; approved by the City; and executed by the parties. 21. Postponement/Cancellation!Acceptance!Reiection. The City may, at its sole and absolute discretion, reject any and all, or parts of any and all, responses; re -advertise this RFQ; postpone or cancel, at any time, this RFQ process; or waive any irregularities in this RFQ, or in any responses received as a result of this RFQ. Reasonable efforts will be made to either award the proposer the contract or reject all proposals within one -hundred twenty (120) calendar days after proposal opening date. A proposer may withdraw its proposal after expiration of one hundred twenty (120) calendar days from the date of proposal opening by delivering written notice of withdrawal to the Department of Procurement Management prior to award of the contract by the City Commission. 22. PROPOSER'S RESPONSIBILITY. Before submitting a response, each Proposer shall be solely responsible for making any and all investigations, evaluations, and examinations, as it deems necessary, to ascertain all conditions and requirements affecting the full performance of the contract. Ignorance of such conditions and requirements, and/or failure to make such evaluations, investigations, and examinations, will not relieve the Proposer from any obligation to comply with every detail and with all provisions and requirements of the contract, and will not be accepted as a basis for any subsequent claim whatsoever for any monetary consideration on the part of the Proposer. 23. COSTS INCURRED BY PROPOSERS. All expenses involved with the preparation and submission of Proposals, or any work performed in, connection therewith, shall be the sole responsibility (and shall be at the sole cost and expense) of the Proposer, and shall not be reimbursed by the City. 24. RELATIONSHIP TO THE CITY. It is the intent of the City, and Proposers hereby acknowledge and agree, that the successful Proposer is considered to be an independent contractor, and that neither the Proposer, nor the Proposer's employees, agents, and/or contractors, shall, under any circumstances, be considered employees or agents of the City. 24. OCCUPATIONAL HEALTH AND SAFETY. In compliance with Chapter 442, Florida Statutes, any toxic substance listed in Section 38F-41.03 of the Florida Administrative Code delivered as a result of this proposal must be accompanied by a Material Safety Data Sheet (MSDS) which may be obtained from the manufacturer. 25. ENVIRONMENTAL REGULATIONS. The City reserves the right to consider a proposer's history of citations and/or violations of environmental regulations in investigating a proposer's responsibility, and further reserves the right to declare a proposer not responsible if the history of violations warrant such determination in the opinion of the City. Proposer shall submit with its proposal, a complete history of all citations and/or violations, notices and dispositions thereof. The non -submission of any such documentation shall be deemed to be an affirmation by the Proposer that there are no citations or violations. Proposer shall notify the City immediately of notice of any citation or violation which proposer may receive after the proposal opening date and during the time of performance of any contract awarded to it. 7 RFQ 2017 -025 -WG MIAM BEACH 26. TAXES. The City of Miami Beach is exempt from all Federal Excise and State taxes. 27. MISTAKES. Proposers are expected to examine the terms, conditions, specifications, delivery schedules, proposed pricing, and all instructions pertaining to the goods and services relative to this RFQ. Failure to do so will be at the Proposer's risk and may result in the Proposal being non-responsive. 28. PAYMENT. Payment will be made by the City after the goods or services have been received, inspected, and found to comply with contract, specifications, free of damage or defect, and are properly invoiced. Invoices must be consistent with Purchase Order format. 29. COPYRIGHT, PATENTS & ROYALTIES. Proposer shall indemnify and save harmless the City of Miami Beach, Florida, and its officers, employees, contractors, and/or agents, from liability of any nature or kind, including cost and expenses for, or on account of, any copyrighted, patented, or unpatented invention, process, or article manufactured or used in the performance of the contract, including its use by the City of Miami Beach, Florida. If the Proposer uses any design, device or materials covered by letters, patent, or copyright, it is mutually understood and agreed, without exception, that the proposal prices shall include all royalties or cost arising from the use of such design, device, or materials in any way involved in the work. 30. DEFAULT: Failure or refusal of the selected Proposer to execute a contract following approval of such contract by the City Commission, or untimely withdrawal of a response before such award is made and approved, may result in a claim for damages by the City and may be grounds for removing the Proposer from the City's vendor list. 31. MANNER OF PERFORMANCE. Proposer agrees to perform its duties and obligations in a professional manner and in accordance with all applicable Local, State, County, and Federal laws, rules, regulations and codes. Lack of knowledge or ignorance by the Proposer with/of applicable laws will in no way be a cause for relief from responsibility. Proposer agrees that the services provided shall be provided by employees that are educated, trained, experienced, certified, and licensed in all areas encompassed within their designated duties. Proposer agrees to furnish to the City any and all documentation, certification, authorization, license, permit, or registration currently required by applicable laws, rules, and regulations. Proposer further certifies that it and its employees will keep all licenses, permits, registrations, authorizations, or certifications required by applicable laws or regulations in full force and effect during the term of this contract. Failure of Proposer to comply with this paragraph shall constitute a material breach of this contract. Where contractor is required to enter or go on to City of Miami Beach property to deliver materials or perform work or services as a result of any contract resulting from this solicitation, the contractor will assume the full duty, obligation and expense of obtaining all necessary licenses, permits, and insurance, and assure all work complies with all applicable laws. The contractor shall be liable for any damages or loss to the City occasioned by negligence of the Proposer, or its officers, employees, contractors, and/or agents, for failure to comply with applicable laws. 32. SPECIAL CONDITIONS. Any and all Special Conditions that may vary from these General Terms and Conditions shall have precedence. 33. NON-DISCRIMINATION. The Proposer certifies that it is in compliance with the non-discrimination clause contained in Section 202, Executive Order 11246, as amended by Executive Order 11375, relative to equal employment opportunity for all persons without regard to race, color, religion, sex or national origin. In accordance with the City's Human Rights Ordinance, codified in Chapter 62 of the City Code, Proposer shall prohibit discrimination by reason of race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital and familial status, and age or disability. 8 RFQ 2017 -025 -WG MIAM BEACH 34. DEMONSTRATION OF COMPETENCY. The city may consider any evidence available regarding the financial, technical, and other qualifications and abilities of a Proposer, including past performance (experience) in making an award that is in the best interest of the City, including: A. Pre -award inspection of the Proposer's facility may be made prior to the award of contract. B. Proposals will only be considered from firms which are regularly engaged in the business of providing the goods and/or services as described in this solicitation. C. Proposers must be able to demonstrate a good record of performance for a reasonable period of time, and have sufficient financial capacity, equipment, and organization to ensure that they can satisfactorily perform the services if awarded a contract under the terms and conditions of this solicitation. D. The terms "equipment and organization", as used herein shall, be construed to mean a fully equipped and well established company in line with the best business practices in the industry, and as determined by the City of Miami Beach. E. The City may consider any evidence available regarding the financial, technical, and other qualifications and abilities of a Proposer, including past performance (experience), in making an award that is in the best interest of the City. F. The City may require Proposer s to show proof that they have been designated as authorized representatives of a manufacturer or supplier, which is the actual source of supply. In these instances, the City may also require material information from the source of supply regarding the quality, packaging, and characteristics of the products to be supply to the City. 35. ASSIGNMENT. The successful Proposer shall not assign, transfer, convey, sublet or otherwise dispose of the contract, including any or all of its right, title or interest therein, or his/her or its power to execute such contract, to any person, company or corporation, without the prior written consent of the City. 36. LAWS, PERMITS AND REGULATIONS. The Proposer shall obtain and pay for all licenses, permits, and inspection fees required to complete the work and shall comply with all applicable laws. 37. OPTIONAL CONTRACT USAGE. When the successful Proposer (s) is in agreement, other units of government or non-profit agencies may participate in purchases pursuant to the award of this contract at the option of the unit of government or non-profit agency, 38. VOLUME OF WORK TO BE RECEIVED BY CONTRACTOR. It is the intent of the City to purchase the goods and services specifically listed in this solicitation from the contractor. However, the City reserves the right to purchase any goods or services awarded from state or other governmental contract, or on an as -needed basis through the City's spot market purchase provisions. 39. DISPUTES. In the event of a conflict between the documents, the order of priority of the documents shall be as follows: A. Any contract or agreement resulting from the award of this solicitation; then B. Addendum issued for this solicitation, with the latest Addendum taking precedence; then C. The solicitation; then D. The Proposer's proposal in response to the solicitation. RFQ 2017 -025 -WG MAN\ BEACH 40. INDEMNIFICATION. The Proposer shall indemnify and hold harmless the City and its officers, employees, agents and instrumentalities from any and all liability, losses or damages, including attorney's fees and costs of defense, which the City or its officers, employees, agents or instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to or resulting from the performance of the agreement by the contractor or its employees, agents, servants, partners, principals or subcontractors. The contractor shall pay all claims and losses in connection therewith, and shall investigate and defend all claims, suits or actions of any kind or nature in the name of the City, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees which may be incurred thereon. The Proposer expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by the contractor shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers, employees, agents and instrumentalities as herein provided. The above indemnification provisions shall survive the expiration or termination of this Agreement. 41. CONTRACT EXTENSION. The City reserves the right to require the Contractor to extend contract past the stated termination date for a period of up to 120 days in the event that a subsequent contract has not yet been awarded. Additional extensions past the 120 days may occur as needed by the City and as mutually agreed upon by the City and the contractor. 42. FLORIDA PUBLIC RECORDS LAW. Proposers are hereby notified that all Bid including, without limitation, any and all information and documentation submitted therewith, are exempt from public records requirements under Section 119.07(1), Florida Statutes, and s. 24(a), Art. 1 of the State Constitution until such time as the City provides notice of an intended decision or until thirty (30) days after opening of the proposals, whichever is earlier. Additionally, Contractor agrees to be in full compliance with Florida Statute 119.0701 including, but not limited to, agreement to (a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the services; (b) provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law; (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law; (d) Meet all requirements for retaining public records and transfer, at no cost, to the public agency all public records in possession of the contractor upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the public agency in a format that is compatible with the information technology systems of the public agency. 43. OBSERVANCE OF LAWS, Proposers are expected to be familiar with, and comply with, all Federal, State, County, and City laws, ordinances, codes, rules and regulations, and all orders and decrees of bodies or tribunals having jurisdiction or authority which, in any manner, may affect the scope of services and/or project contemplated by this RFQ (including, without limitation, the Americans with Disabilities Act, Title VII of the Civil Rights Act, the EEOC Uniform Guidelines, and all EEO regulations and guidelines). Ignorance of the law(s) on the part of the Proposer will in no way relieve it from responsibility for compliance, 44. CONFLICT OF INTEREST. All Proposers must disclose, in their Proposal, the name(s) of any officer, director, agent, or immediate family member (spouse, parent, sibling, and child) who is also an employee of the City of Miami Beach. Further, all Proposers must disclose the name of any City employee who owns, either directly or indirectly, an interest of ten (10%) percent or more in the Proposer entity or any of its affiliates, 10 RFQ 2017 -025 -WG MIAM BEACH 45. MODIFICATION/WITHDRAWALS OF PROPOSALS. A Proposer may submit a modified Proposal to replace all or any portion of a previously submitted Proposal up until the Proposal due date and time. Modifications received after the Proposal due date and time will not be considered. Proposals shall be irrevocable until contract award unless withdrawn in writing prior to the Proposal due date, or after expiration of 120 calendar days from the opening of Proposals without a contract award. Letters of withdrawal received after the Proposal due date and before said expiration date, and letters of withdrawal received after contract award will not be considered. 47. EXCEPTIONS TO RFQ. Proposers must clearly indicate any exceptions they wish to take to any of the terms in this RFQ, and outline what, if any, alternative is being offered. All exceptions and alternatives shall be included and clearly delineated, in writing, in the Proposal. The City, at its sole and absolute discretion, may accept or reject any or all exceptions and alternatives. In cases in which exceptions and alternatives are rejected, the City shall require the Proposer to comply with the particular term andlor condition of the RFQ to which Proposer took exception to (as said term and/or condition was originally set forth on the RFQ). 48. ACCEPTANCE OF GIFTS, FAVORS, SERVICES. Proposers shall not offer any gratuities, favors, or anything of monetary value to any official, employee, or agent of the City, for the purpose of influencing consideration of this Proposal. Pursuant to Sec. 2-449 of the City Code, no officer or employee of the City shall accept any gift, favor or service that might reasonably tend improperly to influence him in the discharge of his official duties. 49. SUPPLEMENTAL INFORMATION. City reserves the right to request supplemental information from Proposers at any time during the RFQ solicitation process. 50. ADDITIONAL SERVICES. Although this solicitation and resultant contract identifies specific goods, services or facilities ("items"), it is hereby agreed and understood that the City, through the approval of the Department and Procurement Directors (for additional items up to $50,000) or the City Manager (for additional items greater than $50,000), may require additional items to be added to the Contract which are required to complete the work. When additional items are required to be added to the Contract, awarded vendor(s), as applicable to the item being requested, under this contract may be invited to submit price quote(s) for these additional requirements. If these quote(s) are determined to be fair and reasonable, then the additional work will be awarded to the current contract vendor(s) that offers the lowest acceptable pricing. The additional items shall be added to this contract by through a Purchase Order (or Change Order if Purchase Order already exists). In some cases, the City may deem it necessary to add additional items through a formal amendment to the Contract, to be approved by the City Manager. The City may determine to obtain price quotes for the additional items from other vendors in the event that fair and reasonable pricing is not obtained from the current contract vendors, or for other reasons at the City's discretion. Balance of Page Intentionally Left Blank 11 RFQ 2017 -025 -WG MI AM BEACH SECTION 0300 SUBMITTAL INSTRUCTIONS AND FORMAT 1. SEALED RESPONSES. One original Statement of Qualifications (preferably in 3 -ring binder) must be submitted in an opaque, sealed envelope or container on or before the due date established for the receipt of proposals. Additionally, ten (10) bound copies and one (1) electronic format (CD or USB format) are to be submitted. The following information should be clearly marked on the face of the envelope or container in which the proposal is submitted: solicitation number, solicitation title, proposer name, proposer return address, Statement of Qualifications received electronically, either through email or facsimile, are not acceptable and will be rejected. 2. LATE BIDS. Statement of Qualifications are to be received on or before the due date established herein for the receipt of Bids. Any Bid received after the deadline established for receipt of Statement of Qualifications will be considered late and not be accepted or will be returned to proposer unopened. The City does not accept responsibility for any delays, natural or otherwise. 3. STATEMENTS OF QUALIFICATIONS FORMAT. In order to maintain comparability, facilitate the review process and assist the Evaluation Committee in review of Statement of Qualifications, it is strongly recommended that Statement of Qualifications be organized and tabbed in accordance with the sections and manner specified below. Hard copy submittal should be tabbed as enumerated below and contain a table of contents with page references. Electronic copies should also be tabbed and contain a table of contents with page references. Statement of Qualifications that do not include the required information will be deemed non-responsive and will not be considered. Cover Letter & Minimum Qualifications Requirements 1.1 Cover Letter and Table of Contents. The cover letter must indicate Proposer and Proposer Primary Contact for the purposes of this solicitation. 1.2 Response Certification, Questionnaire & Requirements Affidavit (Appendix A). Attach Appendix A fully completed and executed. 1.3 Minimum Qualifications Requirements. Submit verifiable information documenting compliance with the minimum qualifications requirements established in Appendix C, Minimum Requirements and Specifications. TAB 2 Experience & Qualifications 2.1 Qualifications of Proposing Firm (Max 40pts). Submit detailed information regarding the firm's history and relevant experience and proven track record of providing the scope of services similar as identified in this solicitation, including experience in providing similar scope of services to public sector agencies. For each project that the Proposer submits as evidence of similar experience, the following is required: project description, agency name, agency contact, contact telephone & email, and year(s) and term of engagement. Additionally, list transactions in Florida for which firm provided Financial Advisory Services, as follows: a). Separately list any transactions outside Dade County, Florida. b). Separately list any transactions within. Florida. c), Include the following details for each refunding listed above: -Date of sale -Principal amount -Issuer d). Highlight Tax Increment financings on these lists. e). Describe any litigation or regulatory action filed against the firm in its role as financial advisor in the last three years, and the resolution thereof. f). Identify fully the extent to which your firm or individual partners or employees are the subject of any ongoing municipal securities investigation, are a party to any municipal securities litigations or arbitration, or are the subject of a subpoena in connection with a municipal securities investigation. Additionally, include any such RFQ 2017 -025 -WG 12 N IAM ,BEACH investigations which concluded in an enforcement or disciplinary action ordered or imposed in the last three years. g). If the firm's primary business is investment banking, please state if the financial advisory work requested through this RFQ will be performed by investment bankers or persons dedicated to financial advisory services. 2.2 Qualifications of Proposer Team (Max 6Opts). Provide an organizational chart of all personnel and consultants to be used for this project if awarded, the role that each team member will play in providing the services detailed herein and each team members' qualifications. A resume of each individual, including education, experience, and any other pertinent information, shall be included for each Proposal team member to be assigned to this contract. Note: After proposal submittal, the City reserves the right to require additional information from Proposer (or proposer team members or sub -consultants) to determine: qualifications (including, but not limited to, litigation history, regulatory action, or additional references); and financial capability (including, but not limited to, annual reviewed/audited financial statements with the auditors notes for each of their last two complete fiscal years). 13 RFQ 2017 -025 -WG MIAMI BEACH SECTION 0400 STATEMENTS OF QUALIFICATIONS EVALUATION 1. Evaluation Committee. An Evaluation Committee, appointed by the City Manager, shall meet to evaluate each Statement of Qualifications in accordance with the requirements set forth in the solicitation. If further information is desired, Proposals may be requested to make additional written submissions of a clarifying nature or oral presentations to the Evaluation Committee. The evaluation of Statement of Qualifications will proceed in a two-step process as noted below. It is important to note that the Evaluation Committee will score the qualitative portions of the Statement of Qualifications only. The Evaluation Committee does not make an award recommendation to the City Manager. The results of Step 1 & Step 2 Evaluations will be forwarded to the City Manager who will utilize the results to make a recommendation to the City Commission. In the event that only one responsive proposal is received, the City Manager, after determination that the sole responsive proposal materially meets the requirements of the RFQ, may, without an evaluation committee, recommend to the City Commission that the Administration enter into negotiations, The City, in its discretion, may utilize technical or other advisers to assist the evaluation committee in the evaluation of proposals. 2. Step 1 Evaluation. The first step will consist of the qualitative criteria listed below to be considered by the Evaluation Committee. The second step will consist of quantitative criteria established below to be added to the Evaluation Committee results by the Department of Procurement Management, An Evaluation Committee, appointed by the City Manager, shall meet to evaluate each Statement of Qualifications in accordance with the qualifications criteria established below for Step 1, Qualitative Criteria. In doing so, the Evaluation Committee may review and score all proposals received, with or without conducting interview sessions, Step 1- Qualitative Criteria Maximum Points Experience and Qualifications • Proposing Firm Experience and Qualifications • Experience and Qualifications of the Team assigned to work for the Cit 40 60 TOTAL AVAILABLE STEP 1 POINTS 100' 3. Step 2 Evaluation. Following the results of Step 1 Evaluation of qualitative criteria, the Proposer may receive additional quantitative criteria points to be added by the Department of Procurement Management to those points earned in Step 1, as follows. Step 2 - Quantitative Criteria Veterans Preference TOTAL AVAILABLE STEP 2 POINTS 5 RFQ 2017 -025 -WO 14 MIAMIBEACH 4. Determination of Final Ranking. At the conclusion of the Evaluation Committee Step 1 scoring, Step 2 Points will be added to each evaluation committee member's scores by the Department of Procurement Management. Step 1 and 2 scores will be converted to rankings in accordance with the example below: Step 1 Points Step 2 Points Total Step 1 Points Step 2 Points Total Proposer Proposer A B 82 Step 1 Points Step 2 Points Total 22 104 79 22 101 76 15 91 85 15 100 Proposer c 80 12 92 72 12 80 22 102 74 15 89 84 66 12 78 Low Aggregate Score Final Ranking* * Final Ranking is presented to the City Manager for further due diligence and recommendation to the City Commission. Final Ranking does not constitute an award recommendation until such time as the City Manager has made his recommendation to the City Commission, which may be different than final ranking results. 15 RFQ 2017 -025 -WG APPENDIX A BEACH Response Certification, Questionnaire & Requirements Affidavit 2017 -025 -WG FINANCIAL ADVISORY SERVICES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 16 RFQ 2017 -025 -WG Solicitation No: 2017 -025 -WG Solicitation Title: FINANCIAL ADVISORY SERVICES Procurement Contact: WILLIAM GARVISO, CPPB Tel: 305-673-7490 ext, 6650 Email. williamciarviso@miamibeachfl.gov STATEMENTS OF QUALIFICATIONS CERTIFICATION, QUESTIONNAIRE & REQUIREMENTS AFFIDAVIT Purpose: The purpose of this Response Certification, Questionnaire and Requirements Affidavit Form is to inform prospective Proposals of certain solicitation and contractual requirements, and to collect necessary information from Proposals in order that certain portions of responsiveness, responsibility and other determining factors and compliance with requirements may be evaluated. This Statement of Qualifications Certification, Questionnaire and Requirements Affidavit Form is a REQUIRED FORM that must be submitted fully completed and executed. 1. General Proposer Information. FIRM NAME: No of Years in Business: No of Years in Business Locally: No of Employees: OTHER NAME(S) PROPOSER HAS OPERATED UNDER IN THE LAST 10 YEARS: FIRM PRIMARY ADDRESS (HEADQUARTERS): CITY: STATE: ZIP CODE: TELEPHONE NO.: TOLL FREE NO.: FAX NO.: FIRM LOCAL ADDRESS: CITY: STATE: ZIP CODE: PRIMARY ACCOUNT REPRESENTATIVE FOR THIS ENGAGEMENT: ACCOUNT REP TELEPHONE NO.: ACCOUNT REP TOLL FREE NO.: ACCOUNT REP EMAIL: FEDERAL TAX IDENTIFICATION NO.: The City reserves the right to seek additional information from proposer or other source(s), including but not limited to: any firm or principal information, applicable licensure, resumes of relevant individuals, client information, financial information, or any information the City deems necessary to evaluate the capacity of the proposer to perform in accordance with contract requirements. 17 RFQ 2017 -025 -WG Veteran Owned Business. Is Pro oser claiming a veteran owned business status? YES NO SUBMITTAL REQUIREMENT: Proposers claiming veteran owned business status shall submit a documentation proving that firm is certified as a veteran -owned business or a service -disabled veteran owned business by the State of Florida or United States federal government, as required pursuant to ordinance 2011-3748. Conflict Of Interest. All Proposers must disclose, in their Proposal, the name(s) of any officer, director, agent, or immediate family member (spouse, parent, sibling, and child) who is also an employee of the City of Miami Beach, Further, all Proposers must disclose the name of any City employee who owns, either directly or indirectly, an interest of ten (10%) percent or more in the Proposer entity or any of its affiliates. SUBMITTAL REQUIREMENT: Proposers must disclose the name(s) of any officer, director, agent, or immediate family member (spouse, parent, sibling, and child) who is also an employee of the City of Miami Beach. Proposers must also disclose the name of any City employee who owns, either directly or indirectly, an interest of ten (10%) percent or more in the Proposer entity or any of its affiliates 3. References & Past Performance. Proposer shall submit at least three (3) references for whom the Proposer has completed work similar in size and nature as the work referenced in solicitation. SUBMITTAL REQUIREMENT: For each reference submitted, the following information is required: 1) Firm Name, 2) Contact Individual Name & Title, 3) Address, 4) Telephone, 5) Contact's Email and 6) Narrative on Scope of Services Provided. 4. Suspension, Debarment or Contract Cancellation. Has Proposer ever been debarred, suspended or other legal violation, or had a contract cancelled due tonon erformance by an ublic sector agency? YES NO SUBMITTAL REQUIREMENT: If answer to above is "YES," Proposer shall submit a statement detailing the reasons that led to action (s). 5. Vendor Campaign Contributions. Proposers are expected to be or become familiar with, the City's Campaign Finance Reform laws, as codified in Sections 2-487 through 2-490 of the City Code. Proposers shall be solely responsible for ensuring that all applicable provisions of the City's Campaign Finance Reform laws are complied with, and shall be subject to any and all sanctions, as prescribed therein, including disqualification of their Proposals, in the event of such non-compliance. SUBMITTAL REQUIREMENT: Submit the names of all individuals or entities (including your sub -consultants) with a controlling financial interest as defined in solicitation. For each individual or entity with a controlling financial interest indicate whether or not each individual or entity has contributed to the campaign either directly or indirectly, of a candidate who has been elected to the office of Mayor or City Commissioner for the City of Miami Beach. 6. Code of Business Ethics. Pursuant to City Resolution No.2000-23879, each person or entity that seeks to do business with the City shall adopt a Code of Business Ethics ("Code") and submit that Code to the Department of Procurement Management with its proposal/response or within five (5) days upon receipt of request. The Code shall, at a minimum, require the Proposer, to comply with all applicable governmental rules and regulations including, among others, the conflict of interest, lobbying and ethics provision of the City of Miami Beach and Miami Dade County. SUBMITTAL REQUIREMENT: Proposer shall submit firm's Code of Business Ethics. In lieu of submitting Code of Business Ethics, Proposer may submit a statement indicating that it will adopt, as required in the ordinance, the City of Miami Beach Code of Ethics, available at www.mianiibeachfl.govlprocurementl. 18 RFQ 2017 -025 -WG 7. Living Wage. Pursuant to Section 2 408 of thc Miami Bcach City Co benefits, and $12.921hr without benefits. samo (in a particular yclar), and fines, as provided in thc City's Living Wagc Ordinance, as amended, Further information on thc Living Wagc requirement lo available at www.miamib achfl•gov/procurementl. . _ _ 11 to the living wage requirement. 8. Equal Benefits for Employees with Spouses and Employees with Domestic Partners. When awarding competitively solicited contracts valued at over $100,000 whose contractors maintain 51 or more full time employees on their payrolls during 20 or more calendar work weeks, the Equal Benefits for Domestic Partners Ordinance 2005-3494 requires certain contractors doing business with the City of Miami Beach, who are awarded a contract pursuant to competitive proposals, to provide "Equal Benefits" to their employees with domestic partners, as they provide to employees with spouses. The Ordinance applies to all employees of a Contractor who work within the City limits of the City of Miami Beach, Florida; and the Contractor's employees located in the United States, but outside of the City of Miami Beach limits, who are directly performing work on the contract within the City of Miami Beach. A. Does your company provide or offer access to any benefits to employees with spouses or to spouses of employees? YES NO B. Does your company provide or offer access to any benefits to employees with (same or opposite sex) domestic partners* or to domestic partners of employees? YES NO C. Please check all benefits that apply to your answers above and list in the "other" section any additional benefits not already specified. Note: some benefits are provided to employees because they have a spouse or domestic partner, such as bereavement leave; other benefits are provided directly to the spouse or domestic partner, such as medical insurance. BENEFIT Firm Provides for Employees with Spouses Firm Provides for Employees with Domestic Partners Firm does not Provide Benefit Health Sick Leave Family Medical Leave Bereavement Leave If Proposer cannot offer a benefit to domestic partners because of reasons outside your control, (e.g., there are no insurance providers in your area willing to offer domestic partner coverage) you may be eligible for Reasonable Measures compliance. To comply on this basis, you must agree to pay a cash equivalent and submit a completed Reasonable Measures Application (attached) with all necessary documentation. Your Reasonable Measures Application will be reviewed for consideration by the City Manager, or his designee. Approval is not guaranteed and the City Manager's decision is final. Further information on the Equal Benefits requirement is available at www.miamibeachfl.gov/procurementl• 19 RFQ 2017 -025 -WG 9. Public Entity Crimes. Section 287,133(2)(a), Florida Statutes, as currently enacted or as amended from time to time, states that a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a proposal, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a proposal, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit proposals, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287:017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. SUBMITTAL REQUIREMENT: No additional submittal is required. By virtue of executing this affidavit document, Proposer agrees with the requirements of Section 287.133, Florida Statutes, and certifies it has not been placed on convicted vendor list. 10. Non -Discrimination. Pursuant to City Ordinance No.2016-3990, the City shall not enter into a contract with a business unless the business represents that it does not and will not engage in a boycott as defined in Section 2-375(a) of the City Code, including the blacklisting, divesting from, or otherwise refusing to deal with a person or entity when such action is based on race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital or familial status, age or disability. SUBMITTAL REQUIREMENT: No additional submittal is required. By virtue of executing this affidavit document, Proposer agrees it is and shall remain in full compliance with Section 2-375 of the City of Miami Beach City Code. 11. Moratorium on Travel to and the Purchase of Goods or Services from North Carolina and Mississippi. Pursuant to Resolution 2016-29375, the City of Miami Beach, Florida, prohibits official City travel to the states of North Carolina and Mississippi, as well as the purchase of goods or services sourced in North Carolina and Mississippi. Proposer shall agree that no travel shall occur on behalf of the City to North Carolina or Mississippi, nor shall any product or services it provides to the City be sourced from these states. SUBMITTAL REQUIREMENT: No additional submittal is required. By virtue of executing this affidavit document, Proposer agrees it is and shall remain in full compliance with Resolution 2016-29375. 12. Financial Capacity. Dun & Bradstreet Supplier Qualifier Report: At the request of the City the proposing firm shall pay D&B to send the Supplier Qualifier Report (SQR) to the City through electronic means williamgarviso@miamibeachfl.gov. The cost of the preparation of the D&B report shall be the responsibility of the Proposer. The proposer can request the report from D&B at: https:llsupplierportal.dnb.comlwebapplwcslstoreslservtet/SupplierPortal?storeld=11696 13. Acknowledgement of Addendum. After issuance of solicitation, the City may release one or more addendum to the solicitation which may provide additional information to Proposers or alter solicitation requirements. The City will strive to reach every Proposer having received solicitation through the City's e -procurement system, PublicPurchase.com. However, Proposers are solely responsible for assuring they have received any and all addendum issued pursuant to solicitation. This Acknowledgement of Addendum section certifies that the Proposer has received all addendum released by the City pursuant to this solicitation. Failure to obtain and acknowledge receipt of all addendum may result in proposal disqualification. Initial to Confirm Receipt Initial to Confirm Receipt Initial to Confirm Receipt Addendum 1 Addendum 6 Addendum 11 Addendum 2 Addendum 7 Addendum 12 Addendum 3 Addendum 8 Addendum 13 Addendum 4 Addendum 9 Addendum 14 Addendum 5 Addendum 10 Addendum 15 If additional confirmation of addendum is required, submit under separate cover. 20 RFQ 2017 -025 -WG DISCLOSURE AND DISCLAIMER SECTION The solicitation referenced herein is being furnished to the recipient by the City of Miami Beach (the "City") for the recipient's convenience. Any action taken by the City in response to Statement of Qualifications made pursuant to this solicitation, or in making any award, or in failing or refusing to make any award pursuant to such Statement of Qualifications, or in cancelling awards, or in withdrawing or cancelling this solicitation, either before or after issuance of an award, shall be without any liability or obligation on the part of the City, In its sole discretion, the City may withdraw the solicitation either before or after receiving Statement of Qualifications, may accept or reject Statement of Qualifications, and may accept Statement of Qualifications which deviate from the solicitation, as it deems appropriate and in its best interest. In its sole discretion, the City may determine the qualifications and acceptability of any party or parties submitting Statement of Qualifications in response to this solicitation. Following submission of Statement of Qualifications, the applicant agrees to deliver such further details, information and assurances, including financial and disclosure data, relating to the Statement of Qualifications and the applicant including, without limitation, the applicant's affiliates, officers, directors, shareholders, partners and employees, as requested by the City in its discretion. The information contained herein is provided solely for the convenience of prospective Proposals. It is the responsibility of the recipient to assure itself that information contained herein is accurate and complete. The City does not provide any assurances as to the accuracy of any information in this solicitation. Any reliance on these contents, or on any permitted communications with City officials, shall be at the recipient's own risk. Proposals should rely exclusively on their own investigations, interpretations, and analyses. The solicitation is being provided by the City without any warranty or representation, express or implied, as to its content, its accuracy, or its completeness. No warranty or representation is made by the City or its agents that any Statement of Qualifications conforming to these requirements will be selected for consideration, negotiation, or approval. The City shall have no obligation or liability with respect to this solicitation, the selection and the award process, or whether any award will be made, Any recipient of this solicitation who responds hereto fully acknowledges all the provisions of this Disclosure and Disclaimer, is totally relying on this Disclosure and Disclaimer, and agrees to be bound by the terms hereof. Any Statement of Qualifications submitted to the City pursuant to this solicitation are submitted at the sole risk and responsibility of the party submitting such Statement of Qualifications. This solicitation is made subject to correction of errors, omissions, or withdrawal from the market without notice, Information is for guidance only, and does not constitute all or any part of an agreement. The City and all Proposals will be bound only as, if and when a Statement of Qualifications, as same may be modified, and the applicable definitive agreements pertaining thereto, are approved and executed by the parties, and then only pursuant to the terms of the definitive agreements executed among the parties. Any response to this solicitation may be accepted or rejected by the City for any reason, or for no reason, without any resultant liability to the City. The City is governed by the Government -in -the -Sunshine Law, and all Statement of Qualifications and supporting documents shall be subject to disclosure as required by such law. All Statement of Qualifications shall be submitted in sealed proposal form and shall remain confidential to the extent permitted by Florida Statutes, until the date and time selected for opening the responses. At that time, all documents received by the City shall become public records. Proposals are expected to make all disclosures and declarations as requested in this solicitation. By submission of a Statement of Qualifications, the Proposer acknowledges and agrees that the City has the right to make any inquiry or investigation it deems appropriate to substantiate or supplement information contained in the Statement of Qualifications, and authorizes the release to the City of any and all information sought in such inquiry or investigation. Each Proposer certifies that the information contained in the Statement of Qualifications is true, accurate and complete, to the best of its knowledge, information, and belief. Notwithstanding the foregoing or anything contained in the solicitation, all Proposals agree that in the event of a final unappealable judgment by a court of competent jurisdiction which imposes on the City any liability arising out of this solicitation, or any response thereto, or any action or inaction by the City with respect thereto, such liability shall be limited to $10,000.00 as agreed-upon and liquidated damages. The previous sentence, however, shall not be construed to circumvent any of the other provisions of this Disclosure and Disclaimer which imposes no liability on the City. In the event of any differences in language between this Disclosure and Disclaimer and the balance of the solicitation, it is understood that the provisions of this Disclosure and Disclaimer shall always govern. The solicitation and any disputes arising from the solicitation shall be governed by and construed in accordance with the laws of the State of Florida. 21 RFQ 2017 -025 -WG PROPOSER CERTIFICATION I hereby certify that: I, as an authorized agent of the Proposer , am submitting the following information as my firm's proposal; Proposer agrees to complete and unconditional acceptance of the terms and conditions of this document, inclusive of this solicitation, all attachments, exhibits and appendices and the contents of any Addenda released hereto, and the Disclosure and Disclaimer Statement; proposer agrees to be bound to any and all specifications, terms and conditions contained in the solicitation, and any released Addenda and understand that the following are requirements of this solicitation and failure to comply will result in disqualification of proposal submitted; Proposer has not divulged, discussed, or compared the proposal with other Proposals and has not colluded with any other proposer or party to any other proposal; proposer acknowledges that all information contained herein is part of the public domain as defined by the State of Florida Sunshine and Public Records Laws; all responses, data and information contained in this proposal, inclusive of the Statement of Qualifications Certification, Questionnaire and Requirements Affidavit are true and accurate. Name of Proposer 's Authorized Representative: Title of Proposer 's Authorized Representative: Signature of Proposer 's Authorized Representative: Date: State of On this _day of , 20 , personally appeared before me who County of ) stated that (s)he is the of , a corporation, and that the instrument was signed in behalf of the said corporation by authority of its board of directors and acknowledged said instrument to be its voluntary act and deed. Before me: Notary Public for the State of My Commission Expires: 22 RFQ 2017 -025 -WG APPENDIX B IAMI BEACH: "No Bid" Form 2017 -025 -WG FINANCIAL ADVISORY SERVICES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 t e n fion t n uhve eddnore ed tc pi n L bi ate . �. a...€ t en N ent ons they 23 RFQ 2017 -025 -WG Statement of No Bid WE HAVE ELECTED NOT TO SUBMIT A STATEMENTS OF QUALIFICATIONS AT THIS TIME FOR REASON(S) CHECKED AND/OR INDICATED BELOW: Workload does not allow us to proposal _Insufficient time to respond _ Specifications unclear or too restrictive Unable to meet specifications Unable to meet service requirements Unable to meet insurance requirements Do not offer this product/service OTHER. (Please specify) We do do not _ want to be retained on your mailing list for future proposals of this type product and/or service. Signature: Title: Legal Company Name: Note: Failure to respond, either by submitting a proposal or this completed form, may result in your company being removed from our vendors list. PLEASE RETURN TO: CITY OF MIAMI BEACH PROCUREMENT DEPARTMENT ATTN: William Garviso STATEMENT OF QUALIFICATIONS #2017 -025 -WG 1755 Meridian Avenue, 3rd Floor MIAMI BEACH, FL 33139 24 RFQ 2017 -025 -WG APPENDIX C iEACF Minimum Requirements & Specifications 2017 -025 -WG FINANCIAL ADVISORY SERVICES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 25 RFQ 2017 -025 -WG C1. Minimum Eligibility Requirements. The Minimum Eligibility Requirements for this solicitation are listed below. Proposers that fail to comply with minimum requirements shall be deemed non- responsive and shall not have its proposal considered. 1. Proposing firm must be a Municipal Advisor registered with the U.S. Security & Exchange Commission (SEC). And 2. Proposing firm must be a Municipal Advisor registered with the Municipal Securities Rulemaking Board (MSRB). C2. Statement of Work Required. This Request for Qualifications (RFQ) seeks statements of qualifications for financial advisory services which includes financial planning, project financial analysis, investment management, debt issuance, reporting, evaluation of proposals, development of financial strategy for capital projects taking into consideration the City's short and long term financial needs, available financing options and alternative debt structures, and computer support and modeling for complex financial analysis. The selected firm will also assist in the selection of investment banking teams for the City. The firm selected will participate in future bond issues by assisting the City with development of timetables, preparation of preliminary and final official statements, bond resolution, and other documentations as may be required. Further, the selected firm will make recommendations of appropriate credit structures, evaluate the use of various credit enhancements, participate in presentations to the rating agencies and review the marketing and sale of any debt prior to, during and after the pricing of bonds. The firm selected will also assist the City in the development and implementation of various financing strategies, including research and evaluation of the structuring, timing, and procurement of financial instruments to implement a specific strategy. C3. Specifications The services to be provided shall require but not limit the firm or individual to: I. Financing Involving A Public Offering of Debt Securities • Review existing debt structure and financial resources to determine available borrowing capacity. • Evaluate financing mechanisms and assist in the financing component of any such mechanisms chosen by the City. • To be available, upon proper notification, to participate in conference calls, conferences, with the personnel of the City and other consultants to the City regarding financing matters. • Provide information concerning the structure of financing programs used by other issuers. 26 RFQ 2017 -025 -WG • Recommend in conjunction with bond counsel, provisions and covenants to be contained in bond issues, including, but not limited to bond amounts, maturities, interest rates, redemption provisions, flow of funds, debt service coverage requirements, reserve funds, security pledges and conditions relating to the issuance of additional bonds. • Assist with the preparation of debt service requirements for proposed issues. • Advise on the use of a negotiated or competitive bid sale for each issue. • Coordinate bond closing and transfer of funds. • Advise as to the advantages and disadvantages of municipal bond insurance or other credit enhancements. • Coordinate with and provide the municipal bond rating agencies (and credit enhancers, if applicable) with information necessary to obtain an appropriate rating on the bonds. • Advise as to market conditions and recommend the timing of the sale of the bonds. • Assist where needed at the time of a competitive sale in checking all bids for compliance with bid specifications, and make a recommendation as to award of the bonds in the best interest of the City. • Assist, upon request, in selection of the book -running managing underwriter and co - managing underwriters for negotiated sale of bonds. • Assist in negotiating the interest rates proposed by the underwriters for the bonds as well as the underwriters compensation and expenses on the issue expressed in terms. of the gross underwriters discount. • Review the bond purchase agreement and advise as to its acceptance or rejection in light of market conditions. • Assist legal counsel in the preparation and distribution of the Official Statement. • Arrange for distribution of the Official Statement to bond underwriters and investors in accordance with the objectives communicated to the Consultant by the City or its agents or representatives. • Assist, at bond closing, and coordinate printing, signing and delivery of bonds, including receipt of transcript, bond printing, CUSIP numbers and delivery of bonds. II. Financings Not Involving a Public Offering of Debt Securities • Assist in the selection of a financing vehicle, including but not limited to, private 27 RFQ 2017 -025 -WG placement of debt, participation in pooled loan programs, short term borrowing programs, bank loans, tax anticipation notes, certificates of participation, and revenue anticipation notes or other alternative financial products, including but not limited to interest rate swaps, caps or collars and investment of bond proceeds. • In conjunction with City's legal counsel, assist in the preparation of private placement memorandums, loan applications, or other information related to the financing, III. Services Not Involving Specific Financings • Attend meetings related to the City's business as requested. • Prepare debt capacity reports and other requested services, such as periodic rating agency updates and other special studies as directed by the City. 28 RFQ 2017 -025 -WG APPENDIX D BEACH Special Conditions 2017 -025 -WG FINANCIAL ADVISORY SERVICES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 29 RFQ 2017 -025 -WG 1. TERM OF CONTRACT. The contract shall commence upon the completion of a fully executed agreement, and shall be effective for three (3) years. 2. OPTIONS TO RENEW. The City, through its City Manager, will have the option to extend for three (3) additional one (1) year periods subject to the availability of funds for succeeding fiscal years. Continuation of the contract beyond the initial period is a City prerogative; not a right of the bidder, This prerogative will be exercised only when such continuation is clearly in the best interest of the City. Balance of Page Intentionally Left Blank 30 RFQ 2017 -025 -WG APPENDIX E Insurance Requirements 2017 -025 -WG FINANCIAL ADVISORY SERVICES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 31 RFQ 2017 -025 -WG AMBEACH INSURANCE REQUIREMENTS This document sets forth the minimum levels of insurance that the contractor is required to maintain throughout the term of the contract and any renewal periods. The provider shall furnish to Department of Procurement, City of Miami Beach, 1755 Meridian Avenue, 3rd Floor, Miami Beach, Florida 33139, Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the requirements as outlined below: A. Worker's Compensation Insurance for all employees of the vendor as required by Florida Statute 440. B. Commercial General Liability on a comprehensive basis in an amount not less than $1,000,000 combined single limit per occurrence for bodily injury and property damage. City of Miami Beach must be shown as an additional insured with respect to this coverage. . C. Automobile Liability Insurance covering all owned, non -owned and hired vehicles used in connection with the work, in an amount not less than $1,000,000 combined single limit per occurrence for bodily injury and property damage. D. Professional Liability Insurance in an amount not less than $1,000,000 with the deductible per claim, if any, not to exceed 10% of the limit of liability. A waiver of subrogation in favor of the City must be included for the policies required above. The insurance coverage required shall include those classifications, as listed in standard liability insurance manuals, which most nearly reflect the operations of the vendor. All insurance policies required above shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications: The company must be rated no less than "B+" as to management, and no less than "Class V" as to financial strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent, subject to the approval of the City Risk Management Division. or The company must hold a valid Florida Certificate of Authority as shown in the latest "List of All Insurance Companies Authorized or Approved to Do Business in Florida" issued by the State of Florida Department of Insurance and are members of the Florida Guaranty Fund. Certificates will indicate no modification or change in insurance shall be made without thirty (30) days in advance notice to the certificate holder. CERTIFICATE HOLDER MUST READ: CITY OF MIAMI BEACH 1700 CONVENTION CENTER DRIVE 3rd FLOOR MIAMI BEACH, FL 33139 Compliance with the foregoing requirements shall not relieve the vendor of his liability and obligation under this section or under any other section of this agreement. The City of Miami Beach is self-insured. Any and all claim payments made from self-insurance are subject to the limits and provisions of Florida Statute 768.28, the Florida Constitution, and any other applicable Statutes. 32 RFQ 2017 -025 -WG ATTACHMENT C CONSULTANTS RESPONSE TO THE (RFQ) City of Miami Beach, Florida Response to RFQ for Financial Advisory Services RFQ 2017 -025 -WG JANUARY 24, 2017 MIAMBEACH RBC Capital Markets® Table of Contents TAB 1. Cover Letter & Minimum Qualifications Requirements 1.1 Cover Letter and Table of Contents 1.2 Response Certification, Questionnaire & Requirements Affidavit (Appendix A) 1.3 Minimum Requirements (Appendix C) TAB 2. Experience & Qualifications 2.1 Qualifications of Proposing Firm 2.2 Qualifications of Proposer Team Appendix A. RBCCM's Florida Financial Advisory transactions outside of Miami -Dade County Since 2010 Appendix B. RBCCM's Florida Financial Advisory transactions Since 2010 Appendix C. Debt Summary for City of Miami Beach Appendix D. Detailed Water and Sewer and General Obligation Refunding Numbers Appendix E. Insurance Information RBC Capital Markets January 24, 2017 Mr. William Garviso Procurement Contracting Officer II City of Miami Beach Procurement Department 1755 Meridian Avenue Miami Beach, Florida 33139 Dear Mr. Garviso, 100 2nd Avenue South, Suite 800 St. Petersburg, Florida 33701 727-895-8871 RBC Capital Markets (RBCCM) is extremely pleased to respond to Miami Beach's Request for Proposals to serve as Financial Advisor (FA). With over 105 years in structuring innovative and cost-effective financing programs throughout the nation and direct experience as the City's financial advisor since 2002, our firm continues to provide the optimum blend of experience, commitment and technical expertise for the City's financial needs. Financial Strength & Stability. Operating since 1869, our parent company RBC has one of the highest credit ratings of any financial institution (Aa3/AA-/AA). RBC is among the top 15 largest banks by market capitalization globally and the fifth largest in North America in municipal finance. RBCCM is a full-service investment bank with over 7,300 professionals and staff operating from 70 offices in 15 countries. RBCCM offers the City the advantages of a global financial institution with 63 years of Florida Financial Advisory and public finance expertise. A Leading National and Florida FA. RBCCM is a leading FA in the state of Florida and nationally. RBCCM's public finance team, one of the largest in the country with over 345 banking professionals, brings more issues to market more transactions as FA or senior managing underwriter than any other firm. The firm has a proven expertise in all aspects of governmental finance, including capital improvement planning, utility rate studies, public/private partnerships, CRA/tax increment financings, and special assessments. RBCCM is the only investment bank in the country that consistently ranks as both a top 10 FA and a top 10 senior managing underwriter. Our experience as both FA and Senior Manager benefits the City by providing unsurpassed market knowledge with issuers, rating agencies, and investors. Over the last three years, RBCCM ranked 6th nationally by number of issues for financial advisory transactions with 681 issues totaling over $21.2. billion. RBCCM is a leading Florida FA based on the number of transactions over the past 5 years, and we offer the City over 63 years of experience in structuring innovative and cost-effective financings for Florida issuers. Our Florida resources represent one of the largest public finance departments in the State, with 11 employees located in St. Petersburg, Jacksonville and Palm Beach Gardens dedicated to Florida public finance. Since 2000, RBCCM has served Florida clients as either FA or underwriter on over 1,700 financings totaling over $90 billion. Commitment to Miami Beach. As the City of Miami Beach's Financial Advisor since 2002, RBCCM offers the City unparalleled institutional knowledge of its financings, credit strengths and challenges. RBCCM served as Financial Advisor to the City with the largest plan of finance it has ever undertaken, the $600 million convention center renovation and expansion project. With our unparalleled institutional knowledge, particularly given the changes over the past several years, RBCCM is best suited to continue to serve as the City's financial advisor. In addition to providing advice on bond issuances, refundings and bank loans, Ms. Santamaria has assisted the City by serving on its selection committees for Investment Advisor and Public/Private Partnerships for Parking Facilities. Ms. Santamaria has been pleased to work with the City on these additional projects as it broadens our understanding of the City's overall financial position and needs. Experienced Professional Team. The City will continue to be served by an experienced advisory team representing some of Florida's most senior professionals. Julie Santamaria, Director with 23 years of public finance experience, will serve as the lead advisor. Candy Mortenson, Director with 33 years of experience, will provide analytical and technical expertise. Jaime Durando, Director/Co-Head of Municipal Underwriting, with 32 years of underwriting experience, and Peter Druhot, Senior Underwriter with 20 years of Florida underwriting experience, will advise on the pricing, marketing and underwriting of the City's tax-exempt bonds. Glenn McGowan, with 11 years of underwriting experience, will provide underwriting and pricing advice on any taxable bond issues. Karl Hummel, Head of Municipal Institutional Sales, with 21 years of experience, will advise on the marketing of the City's bonds. Miami Beach will continue to be a top priority for this experienced team of professionals. Thank you for the opportunity to submit our qualifications to serve as FA to Miami Beach. The City is an extremely important client to our firm and we would very much like to continue to serve as its Financial Advisor. Please contact me if you have any questions or need any clarifications. Sincerely, RBC CAPITAL MARKETS, LLC Julie Santamaria, Director 1. Cover Letter & Minimum Qualifications Requirements 1.1. Cover Letter RBC Capital Markets' cover letter is provided on the previous page 1.2. Response Certification, Questionnaire & Requirements Affidavit (Appendix A) Appendix A is included on the following pages. 1.3. Minimum Requirements (Appendix C) RBC Capital Markets is a registered Municipal Advisor with the U.S. Security & Exchange Commission (SEC) and the Municipal Securities Rulemaking Board (MSRB). The firm's SEC reporting file number is 867-01264 and our Central Index Key (CIK) number is 000050916. The firm's MSRB identification number is A4258. RBC Capital Markets fully understands and meets the qualifications requirements set out in Appendix C, as demonstrated throughout this proposal. REVISED APPENDIX .A. Response Certification, Questionnaire & Requirements Affidavit 2017. -Q25 -WG FINANCIAL ADVISORY SERVICES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 31'd Floor Mlarni Beach, Florida 331.39 Solicitation No: 2017.025 -WO Solicitation Title: FINANCIAL ADVISORY SERVICES Procurement Contact WILLIAM GARVISO, CPPB Tel: 305-673.7490 ext, 6650 Email: Wiliam iso • n amIbeachfl ov STATEMENTS OF QUALIFICATIONS CERTIFICATION, QUESTIONNAIRE & REQUIREMENTS AFFIDAVIT Purpose: The purpose of this Response Certification, Questionnaire and Requirements Affidavit Form Is to Inform prospective Proposals of certain solicitation and contractual requirements, and to collect necessary information from Proposals in order that certain portions of responsiveness, responsibility and other determining factors and compliance with requirements may be evaluated. This Statement of Qualifications Certification, Questionnaire and Requirements Affidavit Form Is a REQUIRED FORM that must be submitted fully completed and executed, 1. General Proposer Information, FIRM NAME: .BC Pti caA 73 LLC. No of Years In BusIness: ' No of Yearejn justness Locally: ` No o� 3 yeas. Wu OTHER NAME( PROP SER HAS OPERATED UNDER IN THE LAST t0 YEARS; 'Kao- t)A 1\1 Sit` E -1", -- -t` FIRM FIRM PRIMARYADO ESS (HEADQUARTERS): �t,QR,Lb FipJn401111.- CEr�rtIL 200 ties a CITY: 1\JOn1 y4RK, STATE; ZIP CODE: Ma*/ TELEPHONE NO,: la- u 8 f o -1 �J TOLL FREE NO,; N IAj FAXNO,: tJ 1 FIRM LOCAL ADDRESS: 100 Ari f�� fy )j QU CITY: ' re rsV u STATE: FL ZIP CODE: PRIMARY ACCOUNT REPRESENTATIVE FOR THIS ENGAGEMENT: �1C 4\1 frV IJ ACCOUNT REP TELEPHONE NO:: F� ! i F ACCOUNT REP TOLL FREE NO.: jj NI Pr ACCOUNT REP EMAIL: r- UtLt 4,� r �a�t M. COM FEDERAL TAX IDENTIFICATION NO,: til IqI (330 The City reserves the right to seek additional Information from proposer or other source(s), including but not limited to: any firm or principal Information, applicable licensure, resumes of relevant Individuals, client Information, financial Information, or any information the City deems . necessary to evaluate the capacity of the proposer to perform in accordance with contract requirements, 5 Detail by Entity Name Page 1 of 3 Florida gpoitmient of State Department of State / Division of Corporations / Search Records / Detail By Document Number / DIVISION OF CORPORATIONS Detail by Entity Name Foreign Limited Liability Company RBC CAPITAL MARKETS, LLC Filing Information Document Number M10000004906 FEI/EIN Number 41-1416330 Date Filed 11/04/2010 State MN Status ACTIVE Principal Address THREE WORLD FINANCIAL CENTER 200 VESEY STREET, 5TH FLOOR NEW YORK, NY 10281 Changed: 03/31/2011 Mailing Address THREE WORLD FINANCIAL CENTER 200 VESEY STREET, 5TH FLOOR NEW YORK, NY 10281 Changed: 03/31/2011 Registered Agent Name & Address CORPORATION SERVICE COMPANY 1201 HAYS STREET TALLAHASSEE, FL 32301-2525 Authorized Person(s) Detail Name & Address Title MANAGER JOHN, TAFT 60 SOUTH SIXTH STREET MINNEAPOLIS, MN 55402 Title MANAGER MAXWELL, TROY V 200 BAY STREET TORONTO, ONTARIO M5J 2J5 CA http: //search. sunbiz. org/Inquiry/CorporationSearch/S earchResultDetail?inquirytype=Entity... 3/28/2017 Detail by Entity Name Page 2 of 3 Title MANAGER MCGREGOR, DOUGLAS A 200 BAY STREET TORONTO, ONTARIO M5J 2J5 CA Title MANAGER LIVELY, CLINTON 200 VESEY STREET NEW YORK, NY 10281 Title MANAGER SAGISSOR, THOMAS 60 SOUTH SIXTH STREET MINNEAPOLIS, MN 55402 Title MANAGER TOBIN, CATHLEEN 60 SOUTH SIXTH STREET MINNEAPOLIS, MN 55402 Title MANAGER FLEMING, BLAIR 200 VESEY STREET 11TH FLOOR NEW YORK, NY 10281 Title AUTHORIZED PERSON LOUIS, ESTHER THREE WORLD FINANCIAL CENTER 200 VESEY STREET, 5TH FLOOR NEW YORK, NY 10281 Annual Reports Report Year Filed Date 2014 05/01/2014 2015 04/29/2015 2016 04/29/2016 Document Images 04/29/2016 -- ANNUAL REPORT 04/29/2015 :,. ANNUAL REPORT 05/01/2014 --ANNUAL REPORT 06/12/2013 --AMENDED ANNUAL REPORT 04/24/2013 --ANNUAL REPORT 04/13/2012 - ANNUAL REPORT View image in PDF format Viow image in PDF format View image in PDF format View image in F'DFforrnat View image in PDF format http://search. sunbiz. org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=Entity... 3/28/2017 Detail by Entity Name Page 3 of 3 03/31/2011 —ANNUAL REPORT 11/g4/2010 Foreign Limited View image in PDF format View image in PDF format View image in PDF format Flonua Dopartinent of stats, Division of Corporations http://search. sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=Entity... 3/28/2017 1. Veteran. Owned Business, IsPro oser claiming a veteran owned business status? YES >C NO SUBMITTAL REQUIREMENT: Proposers claiming veteran owned business status shall submit a documentation proving that firm is certified as a veteran -owned business or a service -disabled veteran owned business by the State of Florida or United States federal government, as required pursuant to ordinance 201.1-3748, 2. Conflict Of Interest, All Proposers must disclose, In their Proposal, the name(s) of any officer, director, agent, or immediate family member (spouse, parent, sibling, and child) who Is also an employee of the City of Miami Beach. Further, all Proposers must disclose the name of any City employee who owns, either directly or indirectly, an interest of ten (10%) percent or more in the Proposer entity or any of its affiliates, ) A SUBMITTAL REQUIREMENT: Proposers must disclose the name(s) of any officer, director, agent, or Immediate family member (spouse, parent, sibling, and child) who is also an employee of the City of Mfanii Beach. Proposers must also disclose the name of any city employee who owns, either directly or indirectly, an interest of ten (10%) percent or more in the Proposer entity or any of its affiliates 3. References & Past Performance. Proposer shall submit at least three (3) references for whom the Proposer has completed work similar in size and nature as the work referenced In solicitation. jNipt-e l , f oSa L SUBMITTAL REQUIREMENT: For each reference submitted, the following information Is requirod: 1) Firm Name, 2) Contact individual Name '& Title, 3) Address, 4) Telephone, 5) Contact's Email and 6) Narrative on Scope of Services Provided, 4, Suspension, Debarment or Contract Cancellation. Has Proposer ever been debarred, suspended or other legal violation, or had a contract cancelled due to nom erformance by any public sector agency? YES L i NO SUBMITTAL REQUIREMENT: If answer to above Is 'YES," Proposer shall submit a statement detailing the reasons that led to action(s). 5. Vendor Campaign Contributions. Proposers are expected to be or become familiar with, the City's Campaign Finance Reform laws, as codified in Sections 2-487 through 2.490 of the City Code. Proposers shall be solely responsible for ensuring that all applicable provisions of the City's Campaign Finance Reform laws are complied with, and shall be subject to any and all sanctions, as prescribed therein, including disqualification of their Proposals, in the event of such non-compliance. SUBMITTAL REQUIREMENT: Submit the names of all Individuals or entities (Including your sub -consultants) with a controlling financial Interest as defined in solicitation. For each individual or entity with a controlling financial Interest indicate whether or not each Individual or entity has contributed to the campaign either directly or indirectly, of a candidate who has been elected to the office of Mayor or City Commissioner for the City of Nltami Beach, 6. Code of Business Ethics. Pursuant to City Resolution No.2000-23879, each person or entity that seeks to do business with the City shall adopt a Code of Business Ethics ("Code") and submit that Code to the Department of Procurement Management with its proposal/response or within five (5) days upon receipt of request. The Code shall, at a minimum, require the Proposer, to comply with all applicable governmental rules and regulations including, among others, the conflict of Interest, lobbying and ethics provialon of the City of Miami Beach and Miami Dade County. A c D SUBMITTAL REQUIREMENT: Proposer shall submit firm's Code of Business Ethics. In lieu of submitting Code of Business Ethics, Proposer may submit a statement indicating that it will adopt, as required in the ordinance, the City of Miami Beach Code of Ethics, available at www.mlamtbeachfi,gov/procurement/. 6 HR - Doing What's Right - Code of Conduct RBCnet P&CB Insurance I&TS I Capital Markets 's °WhRight atr alar cultu' English i Francais Deutsch Italiano Nedertands Page 1 of 1 Employee Directory I Site Mao 1 Search I Contact Us I fancais Wealth Mgmt i T&O I Functions you of service, teamwork, responsibility, diversity and integrity. Code of Conduct Respect for our colleagues, our clients and our commitments to all our stakeholders are rooted in our Value Accessible versien of the CQig Read the Code of Conduct The Code of Conduct guides our day -today actions and decisions so we always do the right thing, RBC Connect People Managers Promoting and Maintaining Our Culture of integrity The Code of Conduct sets out RBC's specific expectations of people managers. The expectations. along with tips on how people managers can help their teams meet the Code's standards are outlined in this document Code of Conduct Training Program Meet your training requirement We acknowledge our obligation to comply with and show our understanding of the Code by completing the Code training every year. Successful completion of the Code training Is a condition of our work at RBC, Let's talk about integrity at. RBC You've read the Code of Conduct and completed the training, but you're still wondering how it fits into your daily life at RBC? Case Studies (formerly RBC Stories) Sometimes, the best way to understand something is to see how it works in action. RBC's Code Case Studies (formerly RBC Stories) illustrate how the Code of Conduct relates to our jobs, providing guidance to help us make the right decision. Code of Conduct Case Stud! Doing What's Right on RSC Connect In some situations, It's easy to understand how to do what's right, and in other situations It not that easy. Let's talk about itt - Join the conversation on RBC Connect, where colleagues discuss topics such as: ethical challenges at work and the best ways to resolve them; what integrity and doing what's right really mean to us; and how we use our Values and Code of Conduct to guide our decisions at work. For RBC Internal Use Only Royal Bank of Canada 2017 Join the conversation on RBC Connect Privacy & Securil 1 Code of Conducj t f3a!sing Concems/Reportlno Misconduct http://rbcnet.fg,rbc.com/doingwhatsright/ci.d-350921.html 01/23/2017 7, L-tuing--Wage,Purat+an te--Bastion-;z-488-of-the IWiami-1 eash-Gity-Eede,--as-same-n}ayke-amended-from-tlrne-te-iime;-Praposers shalt -be required-to-pay-sil-empieyeea-who-prcivide-services purouant-to-this-Agreement; the -hourly living -wage -rates -listed -below Commencing-with-Qty-tlseal-year-20-1213 (Gotober-11-20- , • : • Ing rate will be•$1-1;2810-with-health benefits-,and$4242,41r-without benefits: The-iiv4eg-wage-rata-and-health dare -benefits -rate-+ aye by--Resolution-of-the-City-Gemmission-be-indexed-annually-feNnflatiaa using-the-Gensumer-Brise-index-fsr-all-Urban-Consumers-(BPI-U)-MlarniEFt, Lauderdaierlssued-by-the--©eparimont o# -Labor's Bureau of Labor -Statistics -Notwithstanding -the -preceding; +ae ual indeYrshalleKeeed-three-percent{3-0,b}.--The City Wray-alserby resolution, olestnot-ta-Index the4iving-wage ate-ln-any particular yearn l€-itdetermines-It-would not be fseally-sound-to-lmplemer+t same-On—a--particular-year Propener$-fakure-to-semply-with-this-pravisian shall be -deemed -a -material -breach -under -this -proposals under -whish -the -city -may? at Its sole option; immediately-deem--said-Proposer-a&- en esponsive-and may further-subJect-Prapeser-te-add1tleael-persaltles and -linea; as -provided -in the-6ity ving-Wage-Qrdinanseras-a Bended-€urther-Infer ashen -on -the Living -Wage -requirement -le avalleble-at-www xrle lbeachtiTgoviprecurementh BUBIVII L QUIREMENT4-Ne-additional-submittalts--required: By vin us-of-executing-this-affida+ €rdocumentrizroposer-agneas to-thetiving-wage-requirement, 8, Equal Benefits for Employees with Spouses and Employees with Domestic Partners. When awarding competitively solicited contracts valued at over $100,000 whose contractors maintain 51 or more full time employees on their payrolls during 20 or more calendar work weeks, the Equal Benefits for Domestic Partners Ordinance 2005.3494 requires certain contractors doing business with the City of Miami Beach, who are awarded a contract pursuant to competitive proposals, to provide "Equal Benefits" to their employees with domestic partners, as they provide to employees with spouses, The Ordinance applies to all employees of a Contractor who work within the City limits of the City of Miami Beach, Florida; and the Contractor's employees located In the United States, but outside of the City of Miami Beach limits, who are directly performing work on the contract within the City of Miami Beach. A. Does your company provide or offer access to any benefits to employees with spouses or to spouses of employees? YES ET NO B. Does your company provide or offer access to any benefits to employees with (same or opposite sex) domestic partners* or to domestic partners of employees? rgi YES ET NO c. Please check all benefits that apply to your answers above and list in the "other" section any additional benefits not already specified. Note: some benefits are provided to employees because they have a spouse or domestic partner, such as bereavement leave; other benefits are provided directly to the spouse or domestic partner, such as medical insurance. BENEFIT Firm Provides for Employees with Spouses % Firm Provides for Employees with DomesticPartners x Firm does Provide f MpLO(, not Benefit gru1 Health Sick Leave Family Medical Leave Bereavement Leave If Proposer cannot offer a benefit to domestic partners because of reasons outside your control, (e.g., there are no Insurance providers In your area willing to offer domestic partner coverage) you may be eligible for Reasonable Measures compliance. To comply on this basis, you must agree to pay a cash equivalent and submit a completed Reasonable Measures Application (attached) with all necessary documentation. Your Reasonable Measures Application will be reviewed for consideration by the City Manager, or his designee. Approval is not guaranteed and the City Manager's decision Is final. Further information on the Equal Benefits requirement Is available at www.miamibeachfl.govlprocurement/, 9, Public Erit;ity Crimes, Section'287,133(2)(a), Florida: Statutes, aspurrently•ehacted or as.amended frorn tirne`to time; states that 'a‘ person or.affillate Whia has been:placed oil the convicted vendor list following a conviction: for a public entity crime May net submit a proposal, proposal,, or reply on a contract to provide any goods or 'services. to a public entity; may not submit.e proposal, Proposal,. or reply on. a contract with a. public entity for the conetruCtiort or repair of 'a 'public budding or public work; may not subrri[t proposals, proposais, or replies on leases of real property to a pubilo.entlty; May not be awarded or perform work.as a..00ntractor; supplier, subcontractor, or consultantunder a contracts with any.ptiblic' entity; and May not transact buskhese with any public entity excess .of the: threshold amount provided in .s.. 287.017 for CATEGORY NVQ for a period of 36 months, following the• date of being placed on tlie. corn/feted vendor list, 5.U8MITTAL REQUIREMENT: No. additional submittal.is .required.. By virtue of eX•ecuttng.this:affidavit doournohk Proposer•agrees With the requireipents of Section. 287,133, Florida Statutes, and certifiesit hes,not been piaced ori convicted vendor Itst, 10. Non»olscrinnihatIon. Pursuant toCity Ordinance No;2016.3990, the City shall riot enter'ihto a contract with a business.untess the busitiesarepresents that it (foes not Witt not engage in a boycott.as defined in Section; •375(a) of. the City Code;lriotuding,the blacklisting, divesting from, or otherwise refusing. to deal with a person or entity When such action is based'en race;.color;'riational religion, sex; intersexuality, gender identity, sexual orientation, marital or fariiiliel statue, age.or disability. SUBMITTAL REQUIREMENT; No:additionef submittal is required. By virtue of executing this affidavit document, Proposer:agrees itis and, shall. remain in.fpII.cpmpliance with Section 2-375. of the City of Miami Beach. City Code, 11, Moratorium on Travel to and the Purchase .of Goods or Services from North Carolina arid Mfssissippl. Pursuant to Resolution' 2016-29375, to. City of Miami Beach;. Florida, prohibits. official City .travel to the states of North Carolina and Mississippi; as well es the`purchase of goods Or services sourced in North Carolina and Mississippi, Proposer shall agree that no travel shall occur an: behalf of the City'to North Carolina or Mississippi, nor shalt an y,product orserviees.it provides to the `City. be sourced from These states. SUBMITTAL REQUtREMLNT.; No additional submittal.is required. By virtue of'executing .this affidavit document, Proposer agrees it is,and shall remain. in full corhpi[ance with Resolution 2016.429375, 12, Financial Capacity,.Dun & Bradatreet Supplier Qualifier Report; Atte request of the City the.praposing firm shall pay IMP: to send the Supplier Qualifier Report (SQR) tothe. City through electronic Means wllilemgarviso@miamlbeaohti:gov. Tho 'cost .of the preparation of the D&B' report shall be. the: responsibility.of the Proposer, The proposer can' request the report from. D&B at htlps;llsupolierportal,dnb.comiwebapplwcslstoresfservletlSupplierPortal?storeid-11698 13. Acknowledgement of•Addendum. After issuance;of'solicitatipn, the City may release one pr more addendum to the solicitation which may provide additional information to. Proposers or alter solicitation ,requlrerrients, The city' Will :strivs to reach every Proposer'having received solicitation through the City's e•procurement system,. PublioPurchese;com..Wowever, Proposers. are solely responsible for assuring they have received any and all addendum issued pursuant to.sollcitatian. This Acknowledgement of Addendum section certifies 'that the Proposer has received all addendum released by the. City`pursuant to'.this 'solicitation. Failure to obtain and.•acknowledge receipt of alt addendum may result in proposal 'disqualification, • int@al to Confirm _ Recslpt .Initial. to Confim Receipt' Initial to,Gonfirm • . Receipt 'IS Addendum'1 Addendum 6 Addendum 11. .Addendum 2 Addendum.7 Addendum 12 Addendum 3 Addendum 8 Addendum 13 Addendum 4 Addendum' 9. Addendum 14 . Addendum's Addendum 10 Addendum 16 , :If additional canf3rmelon of'addendum is required, submit under separate,caver.. 14. Fair Chance Re'►uirement. Pursuant kr-Section 2-376 of.the it Cade the C. shall not enter into ancontra'ot•resultln'from a competitive solicitation, unless the .Proposer certifies ih *writing that the business has ocopted'and employs Written poiicies,. •ractices rd standrdthat re consistent'with. the Olt s.Fair'Orlando. Ordinance set forth in Article Vof Chapter 62 of the Oily' Code{°Fair Chance..Ordinance").,and whit, among other things, (1) prohlbits:Clty contractors as an embloyer,'from- ingalrEng about an applicant's sorirnitial history until lie applicant' is given a conditional offer of em Itivmeni; it prohibits advertising of ern to ment ositions with a statement that an individual with. a criMinal record ma .nota for the •ositlon and di .rohiblts placing a statement on.an employment aoolioa0on that a.person with a criminal record maynotepply for the•position, SUBMITTAL REQUIREMENT: No additional submittal is requ[rod at this time, By virtue of executing. fhis.,affidavit, Proposer certifies theta has adopted policies, practices aril stendards.cdnsistent withthe.Cit 's.Fair Chance Ordinance.. Proposer sprees to 8 provide the City With supporting documentation evidencing its compliance upon totuts#: Prodseriurther a tees that an breach of the. r-.resen .l o :made herein shall constitute a Material breach of aontraat and shall entitle the Cii to. the' Immediate terinination:for cause of the a•reenient Eri addition to any damages that may be a /ailable at law and. In eaulty, i1SCLOSURE AND DISCLAIMER;SECTIQN. The solicitation referencedherein. is being furnished .to the recipient by the City of Miami ;Beach (the !!City') for the.redipienfs convenience. Any action taken' by the City in`respQnse to Statement of Qualifications, made pursuant to this solicitation, or in makingany award, orin faiiing ars refusing to make any award pursuant to such Statement of Qualifications, or in cancelling awards, or in withdrawing or cancelling this soitbttation., either before or after issuance of'an award, shali:be W1theut any liability or obligationon the part dine City. In its sole discretion, the City may withdraw the solicitation either before.ar after receiving Statement of Qualifications, may'accept or reject Statement of Qualifications, and may accept:Statamentof:Qualifications which deviate from the solicitation, asit deems appropriate and.in its best interest, in its sole, discretion, the City may determine the quelfficetions and' acceptability of any party orparties submitting Statemant.of Qualifications. in response to this solicitation. Following submission of Statement of Qualifications, the applicant agrees to deliver such further details, .information and .assurancss,. 'including financial and, disclosure data,relating to the Statement of Qualifications and the applicant including, without limitation, the 'applicant's affiliates, officers,:directors, sh'areholders,,partners and employees, es requested by the City:in,lts.:discretion. The'iriformatien .contained herein la proVided.solely for the convenienba..ef prospective Proposals. It is the responsibil ty.of the recipient to .assure itself tiiatinform.ation contained herein is accurate.and complete. The Citydoes not provide.any assurances.as to the accuracy of any information fn this.sollcifatlan. Any reliance. on,.these contents, or on any permitted cominunicatlons with City officials; shall be at the recipient's own risk. ProposaIs: should rely' exclusively on their own investigations, :interpretations; and analyses: The.solicitation is being provided by the City wlthout:any'warrant'y arrepresentation, express arimplied,.:es to its content,.tts accuracy, or its completeness. No Warranty or representation is made by the City .or ite, ..agents. that any Statement:of 'Qualifcations,.conforming to. these requirements will be selected far.constderation, negotiation, or approval: The City shall have ne obligation or, liabtlitywith respect to.this solicitation; the:setection and the award prccess,.ar whetherany award, Wiil be Made; Any recipienl.of this solicitation who responds hereto fully acknowledges all theprovissicns,of this Disctasure.and Dlscialmer, is totally relying. on this Disclosure and Disclaimer,. and; agrees to' be bound by the.terms hereof. Any Statement of Qnaiifications submitted tothe City pursuant tasolicitation are.submitted at the sole risk and responsitiilityof the party submittingsuch Statement of.Quaiifioations, This solicitation is made.subjeet to correction of errors, emissions, or withdrawal from the,market without 'notice, information is for guidance ably, and does not constitute ail or anypart:of an agreement. The City and ail Proposals:will be bound enly'as, if and when ,a Statement of Qualifications, as same may be modified, and the applicable definitive 'agreements. pertaining thereto, are approved and executed. by'the parties; and then only pursuant td the terms of the definitive agreements executed among; the parties. Any response to this solicitation maybe accepted Cr rejected by the Cityfor any reason,.or for no reason, without any:resultant liability to the:Ciiy. The.City f's. govsrnod by the .Government -in -the -Sunshine Law,'and all Statement of Qualifications and.strppoifing documents shall be subject to disclosure es required by:such law, Ali: Statement: of Qualifications shall be submitted :in sealed. proposal forth and shall remain confidential to the extent permitted. 'by Florida Statutes, until the. date :and time selected for opening, the. responses. At that time; all documents received by the City shall became rublio records: Proposals are expected: to make. all: disclosures and deolaratlons: as requested in this solicitation: By submission of a Statement of Qualifications, the Proposer acknowledges and agrees' that the City has the right to make any inquiry .or Investigation :lt deems appropriate to substantiate or supplement Information contained in the, Statement of Quaiiflcations, and authorises the release to the City. of any and all infor inattori sought In such inquiryor investigation. Bach Proposer .certlfles. that the:information: contained. in the Statement of Qualifications is true, 'accurate and complete, to the best of its.knowledge, information, and belief: Notwithstanding:the foregoing or anything contained In the solicitation, alt Proposals agree that in the:event of a final unappealable judgment by a court of competent; jurisdiction. which imposes on the. City any liability arisingout of this solicitation, or any response thereto, or any action or inaction by the City with respect thereto, such liability' shall 'be limited to $10,00000as agreed-upon and liquidated damages; The previous sentonne,,however, shall not be construed to circumvent any ,of the ether provisions of this Disclosure and Disclaimer which Imposes no liebllitycn the City. In the event of any differences in language between this. Disclosure.: and Disclaihierand thebalance of the soliclfadon, it is understood that the provisions: of this Disclosure and Disolaiiner shall always govern, The solicitation and.any disputes arising from the solicitation shall be governed byand construed in.accordance With the laws of the:State of 1 lorida. 10 PROPOSER CERTIFICATION I hereby certify that: I, as an authorized agent of the Proposer , am submitting the following Information as my firm's proposal; Proposer agrees to complete and unconditional acceptance of the terms and conditions of this document, Inclusive of this solicitation, all attachments, exhibits and appendices and the contents of any Addenda released hereto, and the Disclosure and Disclaimer Statement; proposer agrees to be bound to any and all specifications, terms and conditions contained in the solicitation, and any released Addenda and understand that the following are requirements of this solicitation and failure to comply will result in disqualification of proposal submitted; Proposer has not divulged, discussed, or compared the proposal with other Proposals and has not colluded with any other proposer or party to any other proposal; proposer acknowledges that all information contained herein Is part of the public domain as defined by the State of Florida Sunshine and Public Records Laws; all responses, data and information contained In this proposal, inclusive of the Statement of Qualifications Certification, Questionnaire and Requirements Affidavit are true and accurate,. Name o Propose r's Authorized Represenkative: A gip eu w" TItle of Propos er's Authorized Representative: iftCI' c Signature of Pro 'e Auih rlzed Re i esen d : Date: State of fL. rl) On this z3 day of 1-0n , 2p ! , personally, Count of f r r\LI 4S Rc it tart<it5 , a corporation, and that cor oration by authority of Its board of directors act and deed. Before me: appeared before mets/ I. p who stated that (s)he Is the t c'i 1 of the instrument was signed in behalf of the said and acknowledged said Instrument to be its voluntary 11 otaryTPublic for the State of ;c� My Commission Expires: 5'/ u 7U ebra A, Reber RARY PUBUO STATE OF FLORIDA FF990475 2. Experience & Qualifications 2.1. Qualifications of Proposing Firm RBC — A Global AA Rated Financial Institution. The Royal Bank of Canada is a full-service global financial institution with a long history of financial health, strong capitalization and high ratings. Established in 1869, RBC is a publicly traded corporation (RY on NYSE and TSX) that serves over 16 million corporate, governmental and individual clients through the effort of nearly 80,000 employees in 39 countries. RBC's market capitalization of $87 billion (Bloomberg 05/2016) ranks as the fifth largest financial institution in North America. RBC is ranked as the 2nd strongest bank in the world by Bloomberg. In addition to investment banking, we provide personal and commercial banking, wealth management, individual and institutional asset management services, insurance, corporate banking and transaction processing services on a global basis. Royal Bank of Canada For the Period ended July 31,2016 W. Total Revenue- Net Income Market Cap Total Assets Tier 1 Capital Ratio Credit Ratings (Moody's/S&P/Fitch), Clients Worldwide Assets under administration (AUA) Assets under management (AUM)', $7.8 billion $2.2 billion $93.0 billion1 $911.5 billion 10.5% Aa3 / AA- / AA 2 Over 16 million $3,663.8 billion $434.3 billion Royal Bank of Canada 'ersanal Commercial: nankinl NVealtli Management Capital Markets RBC Capital Markets Investment Banking ;. Convertible & Equity - ked Originatian Corporate tianklng • Equity Capital Markets 1 financial; Sponsors HighYield Capital Market • Invusttnent Services'. Leveraged Ixlnaue ■' Loan Capital Nlarkats Nlorgors& Acquisitions • ■ Muriicipai Finance', w Private l'iacernetts a Restr uciuring cMed 1 i ance'. RBC Capital Markets. RBC Capital Markets (RBCCM) is the investment banking division of the Royal Bank of Canada Financial Group. RBCCM provides a full range of corporate and investment banking, sales and trading, research and related products and services to corporations, public sector and institutional clients in North America and specialized products and services globally. RBCCM operates in the United States as a national firm with both retail and institutional distribution of municipal bonds. We provide our clients with a full spectrum of products and services across a range of industries, including investment banking, commodities, currencies, fixed income, equities and research. RBC Capital Markets For the Period ended July 31, 2016 Total Revenue $1.6 billion Netincome$486.4 million Employees Globally' 7,473 Offices Globally: 71 Firm History The public finance practice that is now a part of RBCCM has evolved since at least 1929, when J.M. Dain began underwriting municipal bonds in Minnesota, and 1933, when Rauscher Pierce began doing the same in Texas. The businesses of these and other regional firms combined to form Minneapolis-based Dain Bosworth Incorporated and Dallas -based Rauscher Pierce Refsnes, Inc. The' 1998 merger of these two municipal finance firms created Dain Rauscher Incorporated, a full-service financial advisor, broker- dealer and investment banking firm with one of the deepest commitments to the public finance industry on or off Wall Street. RBC acquired Dain Rauscher in 2001 and continued to expand its distribution capabilities and investment banking resources, by acquiring U.S. firms with significant municipal finance presence. In 2004, RBCCM acquired William R. Hough &Co., a leading Financial Advisor and Underwriter of Florida municipal bonds. In 2008, the two broker-dealers of RBC Dain Rauscher and RBC Capital Markets merged to create one broker- HuC i RBC Capital Markets dealer, aligning the public finance advisory, banking, �, ROSGIN �► thin Waft i»e""'t sales, trading, and research activities of RBC Dain Rauscher under the RBCCM global umbrella. In 2010, the company converted from a corporation to a limited liability company and changed its name to RBC Capital Markets, LLC. RBC Capital Markets Overview RBC Capital Markets (RBCCM) is a full- service investment bank and broker-dealer with over 7,400 professionals operating from 71 offices in 15 countries. We provide our clients with a full spectrum of products and services across a range of industries, including investment banking, commodities, currencies, fixed income, equities and research. Although RBCCM is a worldwide investment banking, sales and trading group that includes one of the leading municipal finance organizations in the RBCCM U.S. Office Locations ••:,• �;` ., . 0,„ ° • U.S., we are still a local investment bank • Private Client Group Branch _ ° with deepFlorida roots that has been ° as Fixed Income and Trading providing municipal finance services to ® Fixed Income Investment Banking issuers in the State since 1962. We provide a full range of balance sheet solutions including derivatives and various credit products through RBC and are part of a global governmental and infrastructure finance network. ° Municipal Finance Overview RBCCM operates one of the largest municipal finance departments in the country. Headquartered in New York City and employing 337 banking, sales, trading, and underwriting professionals, the size and breadth of our municipal group is unmatched amongst our peers. Our municipal finance department provides financial advisory and underwriting services for the public/private sale of virtually all types of general obligation and revenue bonds, taxable and tax-exempt, long-term and short-term. Our ability to maintain our competitive advantage and provide unmatched service and expertise is based on our ability to anticipate and adapt to changing market conditions. RBCCM's 700 -Person Trading Floor at 3 World Financial RBCCM's Municipal Finance group is comprised of 337 professionals, consisting of 185 municipal banking staff, 88 Tax Credit Equity Group and 64 municipal salespeople, traders, and underwriters in 27 offices in the U.S. RBCCM has the largest commitment to municipal banking, sales, trading, and underwriting in the nation. Our public finance team brings more issues to market more transactions as FA or senior manager than any other firm. RBCCM is the only investment bank in the country that consistently ranks as both a top 10 FA and a top 10 senior manager. Our sector expertise provides our bankers with access to experience leaders in all types of specialty financings, such as public/private partnerships. The growth of our municipal finance practice has been built upon maintaining significant banking offices in select, major population centers across the country. The municipal markets group presently operates 27 offices across the country, with three in the State of Florida. Our core municipal market offices are staffed with municipal finance bankers that have significant municipal finance expertise coupled with considerable knowledge of their specific market's economy, demographics and public finance laws. Through organizing our banking network in this regional fashion, we find that our core market bankers are more attuned to our clients' needs and issues and are more accessible to our clients. Additionally, RBCCM's sales and trading hubs in Boston, Chicago, Dallas, Houston, Nashville, New York City, Parsippany, Philadelphia and San Francisco are strategically located to ensure our sales force has direct access to the major institutional buyers of municipal securities. Comprehensive National Coverage -27 Offices West Coast • Albuquerque, NM • Denver, CO • Los Angeles, CA • Phoenix, AZ • Salt Lake City, UT • Sacramento, CA (TCEG only) • San Francisco, CA • Seattle, WA Abatty ;Boston Soranton Cie eland �ars-. sipannjl� e p ®. INewYork -Fi LanrasEer Philadelphia Omura Central & Midwest • Dallas, TX • Chicago, IL • Cincinnati, OH • Cleveland, OH (TCEG only) • New Albany, OH (TCEG only) • Houston, TX • Minneapolis, MN • San Antonio, TX Sacramento 'ian_F snolsco. Los Ange�es ; r Salt La p_City , �2 Denvei P. hoenix.;.' 4 Albuquorc ckonville SeTLAfrttaTr J 1 \ St Peter bltTdp® palm Beach Gardens East Coast • Palm Beach Gardens, FL • St. Petersburg, FL • Jacksonville, FL • Albany, NY • Baltimore, MD • Boston, MA • Charlotte, NC (TCEG only) • Parsippany, NJ • Lancaster, PA • New York, NY • Philadelphia, PA • Scranton, PA In addition to our regional banking focus, RBCCM's municipal finance banking practice is organized into core specialty sectors. These specialty areas generally require a more specific level of banking knowledge and experience than a generalist investment banker can provide to truly meet clients' unique needs in these areas. Our specialty sectors are among the best in the country in their respective fields. RBCCM's specialty banking teams work in conjunction with our locally based bankers to ensure that we provide the highest level of expertise and service in the industry. Municipal Finance Group Education Health Care • Higher Education • K-12 Education • Student Loans • Student Housing • Hospitals. • Clinics • Retirement & Elder Care Facilities • Assisted Living Tr'ansportatifiri • Highways • -railroads • Streets • Mass Transit • Airports [lousing_ utilities • Single Family • Multi -Family • Water & Sewer • Gas Facilities • Flood Control • Public Power • Prepaid Gas Public] Irnpr Ve'mentl ll{IunicipaI Products: • General Purpose • Caps & Collars • Public Improvement • Swaps • Forward Purchase Contracts • Arbitrage Rebate Special districts • CFDs • MUDs • Mello Roos • Metro Districts • Urban Renewal Our commitment to the municipal marketplace is perhaps best illustrated by our continued expansion— even during the recent financial crisis. During the past six years RBCCM has hired more than 130 municipal finance bankers and advisors throughout the country. This commitment to growth is unique amongst Wall Street firms. The growth of our public finance practice has been built upon maintaining banking offices in select, major population centers across the country. These core market offices are staffed with public finance bankers that have significant municipal finance expertise coupled with considerable knowledge of their specific market's economy, demographics and public finance laws. Through organizing our banking network in this fashion, we find that our core market bankers are more attuned to our clients' needs. Financial Advisory Practice Since our inception, RBCCM and our predecessor firms have always maintained a very prominent and extensive financial advisory practice. In 2015, RBCCM ranked #9 nationally as Financial Advisor based on the par amount of issues, completing 170 issues totaling $6.8 billion as Financial Advisor. The firm has a proven expertise in all aspects of governmental finance, including capital improvement planning, utility rate studies, public/private partnerships, CRA/tax increment financings, and special assessments. Unlike many of our large Wall Street competitors who generally do not provide financial advisory services, RBCCM has historically provided this service due to our far more decentralized approach to servicing the needs of municipal issuers. Our approach, which involves locating investment banking offices in 27 locations across the United States, including three offices in Florida, is focused on embedding our investment bankers in local communities where they are much more available to the clients they serve, as well as a part of the same community. Financial Actvtsor Lea ue Talale otiated Compe ifive Full credit to Em Advisor„ ,, __.�,,�:,,�,., 0114'112015 -1213166i Par Amount mkt. _.. #_.of Manager (1.15$ mil_ Rank Share lssue.5 Public icFinancial Management Inc LL 73.134-1 1 10.4 1,021 Public ResourcesµAcIvisor Grow 313.1&2. t 2 10.1 155 hilltop securities . ��TM �,„„,.„„„n9.11.3.,„„„, 3 TpL,...,_882 Acacia Financial Group Inc 14,100.8 4 ...37 172_, Piper Jaffray& Co 10,738.4 5 2.8 233 Estrada Hino osa & Com y lnc 8,020.5 8 ay 3 92 A8Nystr,,i inc7811.7 , 7 .1 50 _ Montague DeRose & Associates LLC 5,047.5 8 1=8 38 *i$4lL1; 1113C Ca .1 Lamont Financial Services Cors _ 13,300.0 1 1.7 35 NN Public Finance 5377.0 11 1.7 72M Kaufman Hail & AssociatesInc 0,063.7 12 .6 40,. Fiieldm an Rolapp & Associates 5,024.2 13 1.3 115 [Maven ort & CompaannLLC Ponder & Co 254. q�114,7 15� 1.1,,m ColumbiaCapital Management _._ _. 3 83� 7 �' � g Frasca & Associates 3.817,0 1T 1. 1 15 rtobertw Baird & Cry 4nc'�._ . . � 3 J 12,.7 18, , 1 ” 18 Swart Financial Gr,oupJ,J;q .�,.m ..� .»w . ,., , 3 � 18 1.0 5 pringsted lnoorparated _ 3441..5 2. 2 4 dans Bank _ '32731716-2_,7_77 21 ..9 54 bless isociates .-----3,273:176 8 4 X77 Tlf & sss9ci*,„.tes LLP «, �, ,,„8 A 23 .7 CSG AIsors Incorporated 2 888 5 24 7 77 Samoa Capital fuiarlcels 21529.8 25 >„, ;7__ 12 3. T 25 288 X83; 1 71;2 4 -3. µ 1ndustyTotal- .. W. rvs y 3� 544 8 1iN .t9 2 575 Source: Thomson Reuters As a result of our geographic and organizational structure, RBCCM is well positioned to provide the strong banking relationship and interaction that a successful and valuable financial advisory relationship requires. This strategic focus, coupled with the top expertise and experience of our financial advisory bankers and the national capabilities and resources of a leading Wall Street firm, has continued to keep RBCCM among the top financial advisory firms in the country. Over the last three years, RBCCM ranked 8th in par amount and 6th in number of issues for financial advisory transactions with 681 issues totaling over $21.2 billion in par amount. RBCCM's Financial Advisory practice is significant to our Municipal Markets Group, contributing 16% - 26% of the Group's revenues over the past few years. A Leading Florida Financial Advisor. With Florida operations managed out of St. Petersburg, RBCCM brings over 63 years of experience in structuring innovative and cost-effective financing programs for Florida governments. RBCCM has 9 senior staff and 2 professional assistants dedicated to Florida public finance. We have full banking and quantitative expertise in our St. Petersburg office, in addition to resources in New York and throughout the nation. Our Florida resources represent one of the largest public finance departments in the State. A list of our current Florida financial advisory clients is as follows: • Bonita Springs • Bradenton • Cape Coral • Emerald Coast Utilities Authority • Fort Myers • Fort Myers CRA • Fort Myers Beach • Fort Pierce • Fort Pierce CRA • Fort Pierce Utility Authority • Hernando County • Homestead • Islamorada • Lakeland • Miami Beach • Nassau County • Pensacola • Polk County • Taylor County • Brevard County School Board • University of Florida Athletic Association As financial advisor to these diverse Florida issuers and as underwriter to many more, our firm has an in-depth understanding of Florida debt management practices. In 2015, RBCCM ranked as the #5 Financial Advisor in Florida by par amount. RBC Capital Markets has been assisting Florida issuers to structure the most cost-effective debt management plans for over 63 years. RBCCM, with our national headquarters in New York City and three Florida public finance offices in Palm Beach Gardens, St. Petersburg and Jacksonville, is well positioned to continue to serve the City as a full-service, national financial advisor. 201. nkings • RBCCM Public Finance • RBC Wealth Management • RBC Tax Credit Equity Group Investment Florida flnaricial dvstorRankin Negotiated & Campetfttve: Fuel Credit to atoll 4civlaor �w � 10112015 -12/3112015 Par Amount M.kt #...__.._.. of Financial AhuleorRfa?tr snare Publl Finan9. 1 Mama pinent Inc 5.322.8 �IItQp ourirte�ti is Raymond ,lames Public Resources AdvlsarrGroup Ford & VFrasca:: & AS Goofwa Gwnl3 PsSgcfates --Ponder.. Coco Fidelity Financial ollfel NICs Mpec1ruttd4irllclrral �emr?+te Inc_....„_. ._.____ Malloag,Mlnari CConsuifant one HFA Partners LLC Calpe Mltter & Assa elates Ika Hamlin Capttail Ad1 Kau$na Hal As MBs CapItal market M2 Manailmentlnc Brr?rrn co'-Ltre �,. l t4dvla_� sKttntot kwithout Finenclaor a IIT2 9 22.2, I7>d;t try TutT�..��.....��.r...,,.,�.....,�..,�....,a..a Source: Thomson Reuters S Stt.e1 0 3 0 10 415.3 0. 2.4-” 13 MOM P. M4 "4t2 2 3 2 A- L, 5*A 10 1.9 0 22' 5 B 11 11.5 .:,.� 2 12 1.1 8 13 .97 2 Florida Financial Advisory Clients — Similar Scope of Services Reference City of Cape Coral Victoria L. Bateman, CPA, CGFM Director of Financial Services 1015 Cultural Park Blvd. Cape Coral, FL 33990 (239) 574-0491 Voateman@capecoral.net Experience • Served as FA to the City of Cape Coral since 2001 on 36 transactions totaling $1.8 billion • Created $250 million Commercial Paper program • Advised on $185 million Series 2006 Water and Sewer Bonds and its refinancing in 2015, which produced net present value savings of $13.8 million. Innovative bond issue/bank loan refunding structure increased the City's savings by $2.3 million compared to an all bond financing, and to our knowledge, this is the only combined refinancing priced simultaneously in the State. • Ms. Santamaria has worked on Cape Coral's Utility Expansion Projects for the past 8 years, completing 9 special assessment financings totaling over $259 million • Currently working on $107 million special assessment refunding • SRF loan application and documentation assistance • Rating presentations • Preparing written presentations for City staff of the advantages/disadvantages and requirements of various financing techniques and actions which may impact the City's ratings • Bidding Agent on escrow securities • City internal loan with CRA Florida Financial Advisory Clients — Similar Scope of Services Reference City of Fort Myers Maria Joyner Financial Services Director 2200 Second Street Fort Myers, Florida 33901-3026 (239) 332-6753 mjoyner@cityftmyers.com City of Lakeland Michael Brossart Finance Director 228 S. Massachusetts Avenue Lakeland, FL 33801 (863) 834-6224 michael.brossart@lakelandgov.net City of Pensacola Richard Barker Chief Financial Officer City Hall 222 West Main Street Pensacola, FL 32502 (850) 435-1830 rbarker@citypensacola.com Polk County, Florida DeeDee Beaver, CPA, CGFO Director, Comptroller Division 255 N. Broadway Avenue Bartow, Florida 33831 (863) 534-6508 DeeDeeBeaver@polk-county.net Hernando County, Florida Amy Gillis, Finance Director 20 N. Main Street, Room 230 Brooksville, Florida 34601 (352) 754-4201 agillis@hernandocounty.us Emerald Coast Utilities Authority Patricia Sheldon Finance Director 9255 Sturdevant Street Pensacola, FL 32514 (850) 969-5818 patricia.sheldon@ecua,fl.gov Ft. Pierce Utilities Authority Nina B. Penick, CPA Director of Financial Services 206 South 6th Street Fort Pierce, FL 34950 (772) 466-1600x3298 npenick@fpua.com Experience • 21 financings as financial advisor totaling $486 million since 1998 • Rating presentations in New York and Fort Myers for utility and general fund revenue financings • Financial analysis for potential P3 for parking garage • Forward refunding • CRA financing, several bank loans and lines of credit • Bidding Agent on escrow securities and Guaranteed Investment Contracts • Preparing written presentations for City staff of the advantages/disadvantages and requirements of various financing techniques and actions which may impact the City's ratings • 23 financings as financial advisor totaling $1.6 billion since 2006 • Public and private fixed and floating rate notes • Swap transactions • 10 financings as financial advisor totaling $167.4 million since 2004 • Public market offerings and bank private placements • Tax increment financing for CRA which also utilized tax credits • Build America Bonds • Rating upgrade to AA category • 19 financings totaling $660 million since 2006 • 2 put bond refundings (convert to variable rate at call date on refunded bonds) • Comprehensive debt and capacity analysis • Capital improvement planning, debt capacity and revenue modeling for several CRAs • Bidding Agent for Guaranteed Investment Contract • Prepare RFPs for underwriter, bank loans and credit enhancement • 17 financings as financial advisor totaling $256.8 million since 1998 • Served on selection committee and provided financial analysis for potential P3 for new courthouse • Comprehensive debt and capacity analysis • Prepare RFPs for bank loans and credit enhancement • Serve on selection committee for Investment Advisor • Extensive capital improvement planning, revenue modeling, debt capacity calculation and participation in public workshops for new courthouse complex, roads and parks • 11 financings as financial advisor totaling $504 million since 2006 • Public market offerings and bank private placements • Achieved first rating and first A category rating since 2006 • 3 financings as financial advisor totaling $65.25 million since 2009 • Tax exempt and taxable bonds • Restructured debt and revised bond resolution Florida Financial Advisory Transactions (a. — d.) RBC Capital Markets has long been among the top firms in providing financial advisory services, as well as underwriting services, to governmental issuers across the United States. Given our long-standing history and track record of successfully working with local municipalities, we can provide hundreds of examples from the past several years of our demonstrated expertise in this area. Since 2010, we have served as Financial Advisor on 161 transactions for Florida issuers totaling $5.7 billion. Below is a summary of our Florida Financial Advisory transactions since 2010. Florida Financial Advisory Transactions Since 2010 Florida (Outside Miami -Dade Co.) Amount (ITN_ # Transactions $4,596 146 All Florida $ Amount ($mils $5,796 # Transactions 161 RBCCM is the only investment bank in the country that consistently ranks as both a top 10 FA and a top 10 senior manager. Since 2013, RBCCM has served as senior manager on 2,559 transactions nationally totaling $114 billion, 109 of which were for Florida issuers totaling $5 billion. We are the most active underwriter in the municipal market, consistently underwriting more transactions annually than any other firm in the Nation, which benefits our Financial Advisory clients through our in-depth market knowledge. All of this experience and expertise will be of additional value in RBCCM's providing services to the City as its Financial Advisor. National Negotiated Senior Manger Rankings by # Issues 2015 — Senior Manager Stifel Nicolaus & Co RBC Capital Markets Piper Jaffray & Co Raymond James Citi D A Davidson & Co Robert W Baird & Co Bank of America ML J P Morgan Securities Morgan Stanley Top 10 Total Industry Total Source: Thomson Reuters # of Mkt. Issues Rank Share 811 1 11 669 2 497 3 479 4 337 5 314 6 308 7 305 8 275 9 4 257 10 4,252 - 7,635 - 100 Date: 01/19/2016 Amount ($ m il) $16,718.3 23,432.61 7 11,965.0 6 13,549.4 4 32,917.2 4 2,996.8 4 2,866.3 4 32,747.3 32,115.8 3 23,483.00 56 $192,791.7 $290,332.5 Florida Negotiated Senior Manger Rankings by # Issues 2015 # of Senior ManagerIssues FMSbonds Inc 34 rn RBC Capital Markets 31 Citi 31 MBS Capital Market 28 Bank of America ML 25 J P Morgan Securities 22 Raymond James 15 Stifel Nicolaus & Co 10 Morgan Stanley 10 Wells Fargo & Co 8_ Total M._.._..�....-,._.— 214 Industry Total 246 Mkt. Amount Rank Share ($ mil) 14 $315.5 1,553.3.; 2* 13 2,649.3 4 11 294.8 5 10 1,872.8 6 9 1,685.7 7 6 898.3 8* 4 349.7 8* 4 679.2 10 m......3 n,. 5207 - 87 $10,819.3 100 $14,126.0 Source: Thomson Reuters Date: 01/11/2016 *Tie A list of our Florida Financial Advisory transactions outside of Miami -Dade County since 2010 is included as Appendix A and a list of all of our Florida Financial Advisory transactions since 2010 is included as Appendix B. Tax Increment Expertise RBCCM has one of the largest and most active special district and tax increment financing (TIF) banking practices in the country. RBCCM is a leading underwriter of tax increment bonds and various other forms of limited revenue based tax-exempt and taxable development financings. RBCCM has considerable expertise structuring, rating and marketing assessment secured transactions for districts, cities and counties. Over the past 5 years, RBCCM has served as senior and co -senior manager on 819 special district and 501(c)3 transactions totaling over $19 billion. RBCCM has completed numerous tax increment financings for Florida issuers, including Miami Beach, Hollywood, Orlando, Altamonte Springs, Boynton Beach, Cape Coral, Fort Myers and Naples. Julie Santamaria with RBCCM served as financial advisor on the $600 million convention center redevelopment project for Miami Beach, which included a $261 million tax increment financing for the City's Redevelopment Agency. The professional team serving Miami Beach has an in-depth understanding of the rating agencies, bond insurers and investor's views on Florida CRA credits. Additionally, RBCCM serves as underwriter to several large Urban Renewal Authorities in Colorado, including Denver Urban Renewal Authority and Broomfield Urban Renewal Authority. Our Florida tax increment financings are highlighted in the transaction lists as requested, and following are case studies on tax increment financings. Case Study: $286,245,000 Miami Beach Redevelopment Agency Tax Increment Revenue and Revenue Refunding Bonds, Series 2015A (City Center/Historic Convention Village) $35,850,000 Miami Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds, Taxable Series 2015B (City Center/Historic Convention Village) 400001,11,.. 4416111006., WNW $41110111111~011100 MINN During the week of November 16, 2015, RBC Capital Markets served as Financial Advisor on three transactions totaling $575,840,000 for the City of Miami Beach (the "City") and its Redevelopment Agency (the "RDA") to finance the renovation and expansion of its Convention Center and refund debt. The Convention Center expansion and related capital improvements were funded by three revenue streams consisting of tax increment, resort tax, and parking system revenues. Redevelopment Agency Tax Increment Revenue and Revenue Refunding Bonds Size and Offering: $286,245,000 Series 2015A $35,850,000 Taxable Series 2015B Security: Tax Increment Revenues in RDA Ratings: Underlying: Al (Moody's) / A (S&P) AGM Insured: AA Insurance: Assured Guaranty Municipal Debt Service Reserve: AGM Surety Pricing Date: November 18, 2015 Structure: Series 2015A: Fixed rate serial bonds in 2017 - 2035 with 2031 maturity insured; Insured term bonds in 2040 and 2044 Series 2015B: Taxable fixed rate serial bonds in 2017 through 2023 Optional Redemption: 2/1/2024 at par The City Center/Historic Convention Village Redevelopment and Revitalization Area (the "Redevelopment Area") was established in 1993 and is located partly within and partly adjacent to the City's Art Deco District. The Redevelopment Area covers 50 city blocks containing 332 acres. The base year taxable assessed value of the Redevelopment Area was $292 million in 1993, and has increased to $4.2 billion in FY 2015. The RDA revenues are projected to be $45 million in FY 2016. Spanning 4 city blocks and located in the heart of the South Beach area of the City, the Convention Center was built in 1957 and expanded to over 1 million square feet in 1989. The Convention Center renovation and expansion will transform the building to "Class A" standards, with design, technology and facade improvements. The newly renovated Convention Center will be a 1.4 million square foot, state-of-the-art event facility, including versatile indoor/outdoor public spaces and a 6 acre public park. Two levels of parking with 806 spaces will be on the roof and a covered parking lot will accommodate 72 spaces. In addition to the approximately $616 million of renovations to the Convention Center, the project includes $36 million in other Redevelopment Area improvements such as upgrades to the Lincoln Road pedestrian mall. RBCCM and the City made on-site presentations to rating and bond insurance representatives to demonstrate the City's and area's dynamic international economic strength. The City's presentation emphasized the unified commitment of the City and County to investing in the Convention Center and the area's economic generators which have made possible globally recognized cultural events such as Art Basel. The City received strong insurance and surety bids for all three transactions. The City planned on marketing the $195 million in Resort Tax Bonds on Tuesday, November 17 and $322 million in RDA Bonds on Wednesday, November 18, following with the $59 million in Parking Bonds on November 24. The timing of the bond sales prior to upcoming heavy issuance and a potential rate increase by the Federal Reserve in December positioned the City to take advantage of declines in tax-exempt yields in the second week of November. Strong investor demand for the Resort Tax Bonds resulted in orders of over $500 million for $195 million in bonds. The solid demand combined with high ratings on the Resort Tax Bonds resulted in an all-inclusive cost of 3.98% for 30 year debt without requiring a debt service reserve fund. The pricing established a robust tone for the sale of the RDA Bonds the following day. The pricing of the RDA Bonds on Wednesday, November 18 again generated tremendous investor interest, with $1.4 billion in orders for $295 million in tax-exempt bonds. Yields were reduced by 3-10 basis points, and the refunding portion of the bonds provided $2.6 million in net present value savings. Portions of the RDA Bonds were insured by Assured Guaranty, and a surety was purchased for the debt service reserve fund, saving the RDA millions compared to a cash funded debt service reserve. Case Sty: Denver Urban Renewal Authority Jt\ Vii! RBCCM has been the only investment bank to serve DURA since its inception. We have served as senior and sole underwriter, swap counterparty, and remarketing agent on bond issues dating back to 1992. Most recently, we served as underwriter and placement agent to the Authority on two of their Stapleton TIF transactions. ,; ,. $67,700,000 Stapleton Senior Subordinate Tax Increment Revenue Bonds, Series 2015. RBCCM rl A a served as senior manager to DURA on $68 million of Stapleton Senior Subordinate Tax Increment ""`" " Revenue Bonds, Series 2010B-1. Proceeds of the bonds were used to remarket all of the remaining f�4Y Bit talTY Series 2010B-1 bonds and defease a portion of the outstanding bonds. The refunded bonds were originally issued to finance construction of trunk infrastructure improvements to support mixed-use redevelopment of a major portion of the site of the former Stapleton International Airport. Forest City Enterprises is the developer of the Stapleton Urban Redevelopment Area (URA). The Series 2010B-1 bonds are secured by a second lien pledge of incremental property and sales tax revenues and backed by a moral obligation bf the City and County of Denver. The Authority remarketed the original 2010 bonds for savings in 2015 which will allow for additional infrastructure improvements in the future. As senior manager, RBCCM was heavily involved in engineering a financing and cash flow model that addressed several constraints including property and sales tax revenue as well as Denver Public Schools funds collected prior to debt service payments, maintaining adequate debt service coverage for outstanding senior bonds and senior subordinate lien bonds, and returning funds to the City and County of Denver for providing services in the URA. This financing also allowed DURA, Forest City and Denver Public Schools to pursue additional Stapleton schools for DPS. Ultimately the Authority achieved net present value savings of $10.52 million or 13.73%. $60,000,000 Stapleton Junior Junior Subordinate Tax Increment Drawdown Loan, Series 2014. In 2014, RBCCM acted as placement agent for DURA's tax increment loan with two local Colorado banks. The placement was done to refund outstanding obligations in addition to funding other infrastructure within the Stapleton Urban Redevelopment Area. To accommodate the Authority's need for additional capital, RBCCM assisted in creating a new junior junior subordinate lien structure which allowed for a direct placement without interfering with the legal structure established on the senior lien. The current indenture has a flow of funds with several tiers, including senior, senior subordinate and junior subordinate. With the 2014 transaction a new 4th tier was created to accommodate the issuance of additional bonds. The only way to allow for a direct placement in the cash flows and under the existing legal documents was to create a new lien. It was impossible to create a lien that would be superior to the existing liens as the holders of the current debt have the consent rights for any senior lien given that we would be unable to comply with the additional bonds test. Through two years of negotiations we were able to structure a junior junior subordinate structure under the existing legal documents which allowed for a direct placement. Of particular importance was the ability to subordinate and pledge the City Services payments under the original cash flows. RBCCM worked diligently to identify local Colorado banks that could understand this flow of funds and get comfortable with the covenants allowable under this lien. Ultimately, the two years of negotiation were primarily related to the covenants and security package available to the banks under this structure. The final direct placement term sheet provided the Authority significant flexibility with the ability to drawdown funds as necessary during the project construction. Public/Private Partnership and Transportation Expertise RBCCM is a market leader in the global infrastructure/Public-Private Partnership (P3) market. RBCCM's infrastructure finance platform includes over 60 professionals globally covering the US, Canada, UK, Europe, Asia and Australia. The US infrastructure finance team is based in New York and is one of the leading advisors, underwriters, and senior debt lenders in the US P3 market. Of the approximately 40 P3 transactions in the transportation sector that have come to market in the US over the past 5 years, RBCCM has lent to or advised on more than 15 of them. RBCCM is serving as Active Bookrunner and Lead Arranger for the Indiana Toll Road brownfield project. RBCCM is solicited by private sector toll road investors and operators to advise on and lend to P3 opportunities because the infrastructure finance team has an unrivalled breadth and depth of understanding of the P3 financing market and provides certainty of execution to its clients. RBCCM served as Financial Advisor and Mandated Lead Arranger to the winning bidder for the $12.8 billion Pennsylvania Turnpike, and Financial Advisor to a shortlisted bidder for the Denver RTD FasTracks light rail. The RBCCM banking team that is dedicated to Miami Beach has significant transportation P3 financial structuring experience. Andrew Mendelson, RBCCM's Public/Private Partnership Specialist, will advise on Miami Beach's Light Rail project as requested by the City. Mr. Mendelson's transportation experience includes transactions for the Purple Line Light Rail Project, New Jersey Turnpike Authority and Pennsylvania Turnpike Commission. A case study for the Purple Line Light Rail Project for which Mr. Mendelson served as Joint Senior Manager is included at the end of his resume in Section 2.2. As Project FA to the North Texas Tollway Authority (NTTA), Andrew Mendelson has structured over $14.1 billion of debt between 2007 and 2011. Debt structured by RBCCM for the NTTA includes "A" rated NTTA System senior debt, "Baa3" rated NTTA System subordinated debt, "AA" rated NTTA SPS senior debt and a TIFIA Loan, Bond Anticipation Notes ("BANs") in advance of long term bonds, and BANs in advance of the TIFIA Loan. In 2015, RBCCM's transportation team structured and senior managed $333 million for the Illinois State Tollway Authority, $304 million for the Pennsylvania Turnpike Commission, $627 million for the New Jersey Transportation Trust Fund, $840 million for the State of Connecticut transportation bonds, $100 million for Harris County Toil Road Authority, $534 million for Miami -Dade County, $250 million for the Port Authority of New York & New Jersey, and $246 million for the Puerto Rico Infrastructure Financing Authority. Since January 1, 2010, RBCCM has structured over $28 billion in transportation debt in 238 transactions as either financial advisor or senior manager. RBCCM serves, or has served, as financial advisor or underwriter for numerous transportation, toll road and highway bond issuers. Leading U.S. P3 Bond Experience $313,035,000 Purple Line Transit Project Joint -Lead PAB Underwriter for Winning Concessionaire June 2016 Confidential 1-4 Ultimate Project Financial Advisor and Lead PAB IJndenvriterfor an Underbidder March 2011 $241,950,084 1.95 HOT Lanes Virginia Small Business Financing Authority Financial Advisorand Joint - Lead PAB Underwriter for Winning Concessionaire July 2012 �}IIpAtFrt #t1YNiAW.. $2,850,000,000 $975,000,000 Chicago Skyway Sole Financial Advisor, Sole Placement Agent. and. Lead Swap Manager February 2016 Tn PURTJWTHORITY OF NY&NJ $400,915,000 Goethals Bridge Project Financial Advisor and Lead PAB Underwriter for an Underbidder November 2013 rwwwlranwx $1,136,160,000 PuertoRica Tall Road System (PR -22 &( PR -5) aberti[ f�'q�llttkt Financial Advisor andMLAto Winning Bidder .June 241'1 0t. I i na r't R.4, eAr;'Y %11 $2,850,000,000 Indiana Tog Road Acquisition Financing Mandated Lead Arranger, Active Joint Bookrunner and Lead Swap Manager May 2015 maropist.as $435,000,000 Metropistas 144A Private Placement Placement Agent August 2013 Fiil'6eeme $676,805,000 San Francisco Presidio Parkway Project PAB Underwriter for an Underbidder Jane 2011 IIpennsylvania Confidential Pennsylvania Rapid Bridge Replacement Project Financial Adviser and Lead PAB Underwater for an Underbidder September 2014 $676,805,000 Ohio River Bridges East End Crossing Project Joint Lead PAB Undenvrder for are Underbidder and Co- Manager to Concessionaire March 20/3 3397,035,000 Denver RTD FasTracks Project PAS linden v4er for Underbidder ecertiber2010 �1tIIIi 11 kik nd�t i i RANS!°t'aIHA r or ON Confidential Portsmouth Bypass Project Lead P.AB Underonler for an Underbidder September 2014 AER0STAR AIItIOAr tI $615,000,0110 AJ,on�irrn�rtt--'V/e�nture Formed By 4 en.w,reo c.#pITAM Co-Flnanclal Advisor, Joint Lead Arranger, and Joint Lead Placement Agent eery 2013 Confidential Frorida 4.595 Corridor Roadway Project PAB Urccknnaiterfor Winning Concessionaire 1forc42002 On the sell -side, RBCCM advised the Northwest Parkway Public Highway Authority on its highly successful concession of the Northwest Parkway, a transaction which achieved a concession fee for the authority of almost 90 times historical revenue which remains a record valuation in the US P3 toll road market. In 2009 the team was engaged by the Port of Oakland to analyze its options for replacing the tenant at its Outer Harbor Terminal who had elected not to renew its lease. Based on RBCCM recommendations, the port initiated a procurement process to select a private sector partner to enter into a long term P3 lease for the harbor. Within 10 months of going out to market with its procurement, the Port had selected a preferred bidder for the first P3 transaction in the US port sector. RBCCM advised the port to an on-time procurement that met all of the port's objectives. The Port of Oakland project was the first P3 transaction in the US where an existing infrastructure asset wasn't leased for an upfront payment only, but rather a combination of upfront payment, guaranteed payments and revenue share over time. The Port received a $60 million upfront payment, over $2.5 billion of guaranteed payments over the term of the lease and an agreed revenue share. So far in 2015, RBCCM has acted as FA to the seller for Billy Bishop Airport, a brownfield transaction that has reached a successful financial close. From 2011 through 2012, RBCCM was Financial Advisor to the Georgia DOT in relations to its statewide P3 Program. In 2008, RBCCM advised the City of Harrisburg and Harrisburg Parking Authority in leasing the city's car parking assets to a private operator. In 2007, RBCCM advised the Tampa -Hillsborough County Expressway Authority on the sale of the East-West Road. U.S. P3 Infrastructure Experience Selected Advisory and Debt Structuring Mandates Rail Transaction Purple Line Light Rail Denver FesTracks Eagle North Metro Rail Line Roads, Tunnels & Bridges Fin. Close Status Jun. 2018 Financial Close Aug. 2010 Financial Close Light Rail Greenfield nla Cancelled Light Rail Greenfield Sector Type Lead Sponsor Role Light Rail Greenfield Meridiem Underwriter InfraRed Kiewit Transaction Fin. Close Status Sector Type Lead Sponsor Sole FA, Sole PA, Feb. 2018 Financial Close Toll Road Brownfield Borealis 1 CPPIB 1 OTPP Mandated Lead Arranger, Bank / Bonds FA to under bidder FA to under bidder Role Funding Structure PABs / TIFIA PABs / Bank Tax Exempt Funding Structure Chicago Skyway Indiana Toll Road Pennsylvania Bridges 14 Goethals Bridge East End Crossing 1-55 PR -22 & PR -5 oil Roads Northwest Parkway Indiana Toll Road orgia DOT Pennsylvania Turnpike Alligator Alley Mississippl Airport Connector nla SGC' al infrastractu re Transaction May 2015 Financial Close Toll Road Brownfield Mar. 2014 Financial Close Sept. 2014 Financial Close Bridges Greenfield Toll Road Greenfield IFM John Laing 1 Fluor InfraRed / Fluor f Kiewit Nov. 2013 Finanoial Close Bridge Greenfield SKANSK'A 1 Meridiam Mar. 2013 Financial Close Bridge Greenfield Biliinger/ Wolf Walsh Underwriter PABs Transurban 1 Fluor FA & Underwriter PABs I TIFIA Toll Road Brownfield GSIP /Abertis FA & Lead Arranger Bank Toll Road Brownfield n/a FA to procuring Authority Bank and Lead Swap Manager Mandated Lead Arranger, Active Joint Bookrunner FA & UW to under bidder FA & UW to under bklder FA & UW to under bidder Bank / Bonds PABs Bank/ TIFIA PABs/ TIFIA IFIA Jul. 2012 Financial Close Sep. 2011 Financial Close Nov. 2007 Financial Close Toll Road Greenfield Jun. 2008 Financial Close Toll Road Brownfield nla Cancelled Toll Road Greenfield Cancelled Toll Road Brownfield nla Bermuda Hospital Long Beach Courthouse Cancelled Toll Road Brownfield Cancelled Toll Road Greenfield Fin. Close Status Sector Type Sacyr Vellehennoso FA to under bidder Bank FA to procuring Authority na_...,.. Financial Advisor nia CRI / Aberlis 1 VINCI Financial Advisor n/a ACS Financial Advisor Lead Sponsor Role Funding Structure Dec. 2010 Financial Close Social Greenfield InfraRed, Bouygues FA to under bidder Bank Dec. 2010 Financial Close Social Greenfield Meridiem Lead Arranger ._____.__..._ .,__ Barak...._._._.___ RBCCM's success in transportation finance to our ability to bring public finance, federal programs, and public- private partnership (P3) expertise to develop the best financing alternatives for our clients. RBCCM takes an active role in building new credits and leading the rating agency process for our transportation FA clients. RBCCM has developed innovative and cutting edge structures that use taxes, fees, tolls, tax back -stops, TIFIA Loans, equity, and design -build contracts, all of which can be applied to the City. As a leading transportation financial advisory and underwriting firm, RBCCM is well positioned to serve the City on its Light Rail Project. Our record as financial advisor and senior manager for large transportation issuers will enable RBCCM to provide the City with valuable insight into the macro issues facing large transportation issuers as well as the meticulous attention to all the details of the City's project. U.S. P3 Infrastructure Experience Selected Credentials ''. `. "° Imeanapolenarkmp Syaiem Conoeaalon fin...ev.eYi .,: Rf Ent EndCroocing-Ohio River Blldoea MOM ....... - _ ... AoquiciNon of Chime Skyway .... I4 y'ai, Indiana Ton Road AoqulWtion Plnanning M.....r4 porter Bala of Bila Sleben Tommie City Almon Terminal .wraYWld P JNFLY, Amu 'Dillon cif Park 'N Fly a*1f1S60 aarr�n6lwrAa; PeencyManla Rapid Bridge Replacement ?Mere MviiiNHa -rwmrumuro Cognate Beene Replaeamont Fannin VAMP *2,806,000,000 t020Auo , to/7,000,000 tf.b0000C010 }2,S60.doo,000 Confidential CE001000,060 tnce,000A00 W......................... vwnuwvaar PvmvkWX^4aY#gn1#lirwtYstw Pl.A{1AN.Mh1 .........604....1 ma rwwwnw wrua x4.avreorc r.....navx f ........vmmwxw sk,«w.+4..MM..... WrAesk Ar4ux Debi faaf,SdidaYao svawa'stira --, m '" . `r.„� 1"'+, # '"*,,, '"w+. `w +,.. w,yv 'w• A ""^+,, w.,, - ^*-° .-.,, .,,„-_,,,,,�„ ' � '"'-"..w ,•-.� `-�^n.....,-. •, w -�-,r-'^'1^"�- 01 eon Feiner urate dkafa debt Ra...... nn Xwrrnaw.wna t2,4d0.0000.000 aMru......'+A. Mr................. ko.•4 Aa.x,.var,i. r. Danner NM Mailmen no.leet BayonneWafer S. Waatawaler Cum:im lm tA.SNFW00„SOa *11071:0010 .............. l r-v�..../.......... miti SttlS4tit R.wlt Welt Harbor Tranv'na6 NVDCyT F44N MI NOT WHIN Frateci AV:00 1112,m,,DOp ani tRT2,eame rYN0.ttia�hH.Nl C. Oteh8.10aftaaIlit 11). ire'z!.i 141-22 a Pfd4Sid161Roaq Conereelon Senneraln0l 0ta,000/000 gendigq tawlant M+MYt iYwamwabursu% X4vwwmlwvm hemM vMM"M'a MW Y.wR.eY.Mveyar, WauwwY4sHVWW�eav�r ,,'Al i(t ItilI.A 1'aV III 'I Ira.......40.11.F. db'.a.184 Lame Bemei 00 elbowed MOM O.. X. 14110,.. JYaquielttcaa ofneek tot to .WYK Terminate N. Aman7oa 44% toes. dxmnwxmalrw au..wwr an Rayburn Tenney (811-121 Projeal AbwauorOM l AIIMIown W inaniawat,'Coneerekra MW.•r a 14 UItlmxllm Puc * a H'M+K';al% IA rro, ,"C i;1*'rara Puentinv PR,220elit4 Tell Raid Cr4iacelon CdpPM. 61,11 "49§ ere*" I5ras PR -T2 Si PITO TM Roan nonorcalon Re financing ....we WI* Lula MuOr:¢,tfarlItJllrp Pan Aktwykrit 0442,gfo✓±m0 eonnderkl8 10,600,000,000 1220000,a00 MAO trlgd' dame telsoorurge 40.4106,1100000 dxYNYU[Y'd 1. NVMyro-dgk4b'K.*.,..WI..... MRN1.0. 14.4,1 K4 1Ma%MA.fiMx ........ RMttmq A14.11.f.1AikW1' iWwmv.awarnatuatwtir Yk4* 44au'.f1tl.a ,kwd Yva1Warmn4.gwv CALIFORNIA COURTS [ne MOM.. }wa l(:H OVCAI.tlPONSIIA Long Beach. Courthouse Project $450,000,000 Lead Debt Arranger December 2010 maintenance). Case Study: Long Beach Courthouse P3 Project RBC Capital Markets acted as joint lead arranger and interest rate hedge provider to the Long Beach Judicial Partners LLC (LBJP). In 2010, LBJP closed on the $494 million concession for the new court building in Long Beach, California which will replace the current Long Beach courthouse and house 31 courtrooms. The Project also includes renovation of the nearby existing parking structure, expanding its capacity to more than 900 spaces. The concessionaire was selected to design, build, finance, operate, and maintain the new building. The Project was procured by the California Administrative Office of Courts and is for a 35 -year term. Led by Meridiam Infrastructure, the consortium includes AECOM (architect/engineer), Clark Construction Group (construction management), Edgemoor Real Estate Services (commercial real estate services), and Johnson Controls (facilities management, operation, and Technical Expertise - Municipal Quantitative Group RBCCM's Debt Solutions Group provides technical expertise for municipal finance. Arthur Chan, Managing Director and Head of the Debt Solution Group, coordinates the firm's analytical resources. Mr. Chan and our Debt Solutions Group are among the best technical teams in the country, combining years of industry experience with complex financial analyses. RBCCM's extensive technical resources enable us to provide the most accurate, thorough, relevant and timely quantitative analysis possible to the City. We consistently update our technology with state-of-the-art hardware components and customized financial analysis software. As a result, RBCCM is able to deliver the most sophisticated municipal bond analyses possible. Specific resources available to the City, which will be utilized by and are proprietary to the Firm, include: ■ Candy Mortenson, Senior Analyst is located in our St. Petersburg office and is dedicated to Miami Beach and our Florida issuers. ■ Muni DSS: RBCCM proprietary software that allows the tracking of secondary market trading and analysis of existing bondholders, including those in the City's debt portfolio ■ Optimization Models: RBCCM proprietary spreadsheet models designed to supplement DBC in sensitivity scenarios such as for refundings or bond sizing ■ Thomson EMAXX: industry software that provides for the analysis of institutional holding funds ■ Capital Planning Model / Asset Liability Matching: RBCCM has developed a proprietary Capital Planning Model. This model utilizes Monte Carlo simulation to evaluate the potential performance of cash and investments relative to the interest cost associated with debt. The model evaluates various debt and investment alternatives on the basis of the present value Net Interest Margin. The Net Interest Margin is the difference between the investment income and interest cost in each period. ■ Debt Capacity Analysis and Rating Agency Models: RBCCM has developed a variety of analytics to assess and monitor the impact of debt issuance on an issuer's financial profile and correlates the output of this analysis with rating agency metrics. ■ Other Resources: include DBC Finance, Moody's MFRA, Bloomberg, TM3, Bond Logic and Municipal Software Municipal Fixed Income Research. RBC has an extensive economic and fixed income research capability reflecting our status as one of the largest fixed income units in the world. Our research includes extensive discussions of current economic conditions and opportunities in the fixed income market to capitalize on trading opportunities. We offer on-line access to our various research products to our institutional fixed income clients. RBCCM's Municipal Strategy department is led by Chris Mauro, CFA. Chris and his team have secured their position as an industry leader within the municipal space through a large institutional investor following as well as a significant media presence. Most recently featured on CNBC's closing bell, Chris is also frequently quoted by the Wall Street Journal, Barron's, Bloomberg, and many other financial publications. Chris joined RBC in 2009, bringing with him over 25 years of experience in the municipal market, and was ranked by Institutional Investor. In our capacity as a leading Financial Advisor and Underwriter, RBC acts as a thought leader on many subjects concerning the municipal market including regulatory and structural challenges. By investing in our research teams, along with initiatives such as the RBC Consumer Outlook Index, RBC has positioned itself at the forefront of national, regional, and state level economic analysis. Litigation and Investigations (e. and f.) RBC Capital Markets, LLC ("RBCCM") is an indirect, wholly-owned subsidiary of Royal Bank of Canada, a large global institution subject to many different legal and regulatory requirements in the United States, Canada and other jurisdictions. Our response to this question is limited to matters involving the Municipal Markets business of RBC Capital Markets, LLC, the broker-dealer through which we conduct our municipal underwriting and financial advisory activities. From time to time, certain of RBCCM's regulators may conduct investigations, initiate enforcement proceedings and/or enter into settlements with RBCCM with respect to issues raised in various investigations. Similarly, RBCCM is a defendant or respondent in various litigations and arbitrations that arise in the ordinary course of business. RBCCM complies fully with its regulators in all investigations and in all settlements RBCCM reaches. The Financial Industry Regulatory Authority ("FINRA"), in furtherance of its responsibilities as the securities industry's self-regulatory organization pursuant to Section 15A(i) of the Securities Exchange Act of 1934, maintains a public database on registered broker-dealers and their associated persons known as: BrokerCheck (http://www.finra.org/Investors/ToolsCalculators/BrokerCheck/). The information made available through BrokerCheck is derived from the Central Registration Depository (CRD®), the securities industry online registration and licensing database. Information in CRD is obtained through forms that broker-dealers, their associated persons and regulators complete as part of the securities industry registration and licensing process, and to comply with comprehensive disclosure obligations imposed by FINRA and other regulators. RBCCM generally does not disclose investigations, proceedings, litigations, arbitrations, or settlements except as required through CRD, and RBCCM makes no representations as to the existence or non- existence of any such investigations, proceedings, litigations, arbitrations, or settlements beyond what is available through CRD. To the extent material to the financial results of Royal Bank of Canada, any investigation, proceeding, litigation, arbitration, or settlement involving RBCCM also is disclosed in Royal Bank of Canada's financial statements, which may be obtained by visiting www.rbc.com/investorrelations/. Commitment to Financial Advisory Clients As a full service investment banking firm, our FA practice is complemented by our role as underwriter RBCCM has Largest Municipal Markets Operation in U.S. or placement agent to other municipal clients where • Headquartered in NYC at 3 World Financial Center we actively market, sell and distribute the full range of public debt obligations. This unparalleled market • Over 330 municipal finance professionals in 27 cities knowledge provides expert pricing and structuring capabilities to assist our FA clients in obtaining the lowest possible financing costs. As the City's FA, our extensive market activity and resources will ensure that the City's bonds are priced as aggressively as possible and structured to maximize investor demand. Since RBC CM is an active underwriter, we have a first-hand understanding of the national and Florida markets and are able to provide services superior to firms who only provide financial advisory services. When our firm serves as Financial Advisor, the Fixed Income Banking professionals rely extensively on the advice and experience of our underwriting professionals. These professionals assist us in determining structure, market interest rates, call provisions, the use of original issue discount/premium, and appropriate spread components. Our underwriting and trading professionals have the benefit of knowing how bonds are trading in both the primary and secondary markets. We know if investors are favoring insured or uninsured transactions; we know if certain investor segments are looking for bonds in certain maturity ranges. We utilize this information to structure the most cost effective financings for our Financial Advisory clients. As the City of Miami Beach's Financial Advisor since 2002, RBCCM offers the City unparalleled institutional knowledge of its financings, credit strengths and challenges. RBCCM served as Financial Advisor to the City with the largest plan of finance it has ever undertaken, the $600 million convention center renovation and expansion project. With our unparalleled institutional knowledge, particularly given the changes over the past several years, RBCCM is best suited to continue to serve as the City's financial advisor. The resources which RBCCM commit to the City include one of the most experienced and respected teams of professionals in the municipal investment banking industry. Julie Santamaria, Director with 23 years of experience, will serve as lead banker and project manager. In addition to providing advice on bond issuances, public/private partnerships, rating agencies, refundings and bank loans, Ms. Santamaria has assisted the City by serving on its selection committees for Investment Advisor and Public/Private Partnerships for Parking Facilities. Ms. Santamaria has been pleased to work with the City on these additional projects as it broadens our understanding of the City's overall financial position and needs. Candy Mortenson, Director and Senior Analyst with 33 years of analytical experience, will provide all quantitative analysis. RBCCM's Municipal Finance group is the largest commitment to municipal banking, sales, trading, and underwriting in the nation. RBCCM has dedicated 330 professionals to municipal finance, consisting of 202 investment banking staff plus 59 municipal salespeople, traders, and underwriters in 27 offices in the U.S. To maximize our ability to provide timely services to our clients we maintain a complete debt profile on our clients' outstanding debt. A summary of the City of Miami Beach's outstanding debt is included as Appendix C. We commit the full resources of our firm in our role as financial advisor to the City of Miami Beach. 2.2 Qualifications of Proposer Team Headquartered in New York and employing over 330 banking, sales, trading and underwriting professionals in 27 cities, RBCCM offers Miami Beach one of the largest U.S, Municipal Finance practices in the Country and one of the largest public finance offices in Florida. Julie Santamaria, located in St. Petersburg, Florida, will be the primary person responsible for managing the relationship and coordinating RBCCM's resources to serve the City. In addition to working with Ms. Santamaria, the City will be served by an experienced advisory team representing some of Florida's and the Nation's most senior professionals. Candy Mortenson, Director with 33 years of experience located in St. Petersburg, Florida, will provide analytical and technical expertise. Jaime Durando, Managing Director and Co -Head of Municipal Underwriting, with 33 years of underwriting experience, and Peter Druhot, Senior Underwriter with 20 years of Florida underwriting experience, will continue to advise on the pricing, marketing and underwriting of the City's bond issues. Glenn McGowan, Director and Lead Taxable Underwriter, will provide pricing advice on any taxable financings for the City. Karl Hummel, Head of Municipal Institutional Sales, will provide advice on investor preferences market demand to assist in the optimal structuring and marketing plan for the City's bonds. Miami Beach will be a top priority for this Florida and New York based team of professionals. As the City's FA, RBCCM has a fiduciary responsibility to the City and we will continue to commit our firm's full resources to Miami Beach. In addition to the individuals listed above, RBCCM's specialty sector bankers in areas such as transportation, public/private partnerships, utilities, and additional quantitative expertise can be available. For example, Andrew Mendelson, RBCCM's Public/Private Partnership Specialist, can advise on the City's Light Rail project as requested. Ms. Santamaria and Ms. Mortenson will be available to the City on a daily basis and the project support/specialty finance team will be available as needed. We continue to commit the full resources of our firm in our role as FA to Miami Beach. Financial Advistlr Prima Covera ,e Julie Santamaria Director Lead Financial Advisor St, Petersburg, FL Michael Lexton Managing Director Transportation Specialist New York, NY Jaime Durando Managing Director Co -Head, Municipal Underwrititng New York, NY Candy Mortenson Director Senior Quantitative Analysis St. Petersburg, FL Project Support/Specialty Finance Team Andrew Mendelson Director Public/Private Partnership Specialist New York, NY Underwriting, Sales and Tradin Peter Druhot Glenn McGowan Director Lead Taxable Underwriter New York, NY Director Senior Underwriter & Trader New York, NY Julie Santamaria, Director, St. Petersburg, Florida Phone: (727) 895-8871, julie.santamaria@rbccm.com Arthur Chan Managing Director Head of Debt Solutions Group New York, NY Karl Hummel Managing Director Head of Municipal Institutional Sales New York, NY Julie Santamaria has 23 years of Florida public finance experience and has been involved as financial advisor or underwriter for many cities, counties and other governmental entities throughout Florida. She has served as financial advisor to Miami Beach, Homestead, Boynton Beach, Boynton Beach CRA, Cape Coral, Fort Myers, Miami Beach, Bonita Springs, Clearwater, Dunedin, Islamorada, Jupiter Island, Key Largo Wastewater Treatment District, Lake Wales, Altamonte Springs, Orlando, North Port, St. Petersburg, Pinellas Park, Orange County, Volusia County, Brevard County, Pinellas County, Hernando County, Polk County and Tampa Bay Water. Ms. Santamaria has extensive experience in all types of financings for Florida cities and other municipalities, including bank loans, lines of credit, commercial paper, pooled financing programs, variable rate debt, private placements and public bond offerings. She has participated in numerous capital improvement planning analyses for general fund revenues, special assessment revenues, tax increment revenues and enterprise funds such as utility systems and convention centers. Ms. Santamaria recently served as financial advisor to the City of Miami Beach on three financings totaling $600 million secured by tax increment revenues, resort tax revenues, and parking system revenues. She has also completed tax increment financings for Hollywood, Orlando, Altamonte Springs, Boynton Beach, Cape Coral, Fort Myers and Naples. Julie Santamaria has extensive utility experience, having worked with clients on 5 -year utility capital improvement plans, rate study design, special assessment methodology, water and sewer revenue bonds, utility assessment revenue bonds, SRF loans, bank loans, and swaps. Over the past 10 years, Ms. Santamaria has completed 70 utility financings totaling over $3.6 billion. Ms. Santamaria has served as financial advisor on interim financings coordinated with the Florida Rural Water Association and the DEP to be taken out by the State Revolving Fund (SRF). Ms. Santamaria has worked on Cape Coral's Utility Expansion Projects for the past 8 years, completing 9 special assessment financings totaling over $259 million. Following is a select list of Ms. Santamaria's recent municipal transactions. Sale Date Amount ($mils) In Process 22.0 In Process 36.0 In Process 64.8 In Process 107.0 In Process 16.0 In Process 14.0 12/22/2016 19.6 11/16/2016 21.8 11/03/2016 38.6 10/19/2016 21.0 09/26/2016 16.7 08/24/2016 66.1 08/23/2016 52.1 07/28/2016 60.0 06/14/2016 14.2 06/02/2016 60.7 05/19/2016 19.3 05/17/2016 18.2 03/01/2016 94.9 11/17/2015 58.8 11/17/2015 194.9 11/17/2015 322.1 08/18/2015 53.4 07/28/2015 99.6 06/17/2015 23.3 06/10/2015 13.0 05/28/2015 48.6 04/09/2015 67.8 04/14/2015 33.8 02/24/2015 33.5 02/19/2015 15.4 01/15/2015 50.3 10/28/2014 86.6 10/17/2014 106.6 09/19/2014 37.4 08/14/2014 24.3 05/22/2014 37.1 04/10/2014 71.5 Issuer Homestead Fort Myers Cape Coral Cape Coral Venice Venice Miami Beach Ocoee Marco Island Tamarac Univ of Florida Athletic Assn Lee County Fort Myers Miami Beach City of Bradenton Sarasota County City of Leesburg City of Leesburg Miami -Dade Schools City of Miami Beach City of Miami Beach City of Miami Beach City of Riviera Beach City of Miami Beach City of Lauderhill St. Pete Beach Lee County Hillsborough County City of Sarasota Sarasota County Venice Palm Beach Co Solid Waste Auth East Ctrl Reg Wstwtr Treatment Lee County Sarasota County Homestead Fort Myers Polk Co. Issue Description Transportation Improvement Bonds Utility System Refunding Special Obligation Ref Special Assessment Ref General Obligation General Obligation Special Obligation Refunding Water'and Sewer Refunding Utility Refunding Utility Refunding Revenue Remarketing of Series 2007, 2011 Solid Waste System Ref Capital Improvement Rev Promissory Note Special Obligation Rev Ref Bonds Utility System Ref and Rev Bonds Electric System Ref Bonds Utility System Ref Bonds Certificates of Participation Parking Revenue Resort Tax Rev Bonds Redevelop Agency Tax Incr Ref Taxable Pub Improv Rev Bonds Stormwater Rev Bonds General Obligation Ref Rev Bonds Capital Improvement Bonds Non Ad -valorem Ref Rev Bonds Communiations Service Tax General Obligation Ref Bonds Infrastructure Sales Surtax Utility Revenue Bonds Utility Revenue Bonds Wstwtr Treatment Facs Rev Bonds Transportation Facs Ref Rev Bonds Infras Sales Surtax Rev Ref Bonds General Obligation Bonds Capital Imp & Ref Rev Bonds Public Facilities Rev Ref Bonds Series Series 2017 Series 2017 Series 2017 Series 2017 Series 2017 Series 2017 Series 2016 Series 2016 Series 2016 Series 2016 Ser 2007, 2011 Series 2016 Series 2016 Series 2016 Series 2016 Ser 2016A&B Series 2016 Series 2016 Series 2016 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2014 Series 2014 Series 2014 Series 2014 Series 2014 Series 2014 Ms. Santamaria earned a BS from the University of Florida and an MBA from Stetson University. Her education includes study at Harvard University and Oxford University (England). Ms. Santamaria is a Municipal Advisor Representative (Series 50), NASD Registered General Securities Representative (Series 7) and a Municipal Securities Principal (Series 53). She is a member of the Municipal Securities Rulemaking Board's Professional Qualifications Committee, which develops the tests for the licensing of municipal professionals. She is a member of the Florida Government Finance Officers Association (FGFOA), and is a frequent speaker at educational sessions for the FGFOA and other local government continuing education programs. Candace Mortenson, Director, St. Petersburg, Florida. Candy Mortenson has been with RBCCM for 32 years and has structured and modeled over $15 billion in new money and refunding bond issues. Ms. Mortenson's experience includes escrow restructurings, structuring refundings of invested sinking fund bond issues, net defeasance of open market escrows, combination SLGS and open market escrows, fixed rate conversions of variable rate issues, and traditional bond transactions. Ms, Mortenson has extensive Florida special assessment experience in her 30 year career in Florida public finance. She is active in the National Association of Bond Lawyers to remain proficient in all areas of bond tax law, including the investment of bond proceeds, treatment of discounts and insurance premiums, and guaranteed investment contracts. Ms. Mortenson's recent Florida Financial Advisory transactions include the following: Amount Dated Date ($ mils) In Process 22.00 In Process 36.00 02/16/2017 62.60 02/16/2017 107.00 12/22/2016 19.68 11/30/2016 15.00 11/15/2016 27.15 11/15/2016 37.45 11/01/2016 33.12 10/05/2016 50.00 09/23/2016 6.30 09/22/2016 52.13 08/25/2016 38.00 07/29/2016 60.00 07/28/2016 60.00 07/25/2016 14.31 07/14/2016 14.28 05/26/2016 24.07 02/05/2016 138.65 12/15/2015 58.83 12/15/2015 194.92 12/15/2015 35.85 12/15/2015 286.25 11/16/2015 18.16 11/12/2015 10.60 10/16/2015 12.47 10/05/2015 52.29 09/29/2015 5.00 09/25/2015 8.80 09/23/2015 1.50 08/27/2015 13.68 08/05/2015 99.59 07/30/2015 94.74 07/16/2015 72.42 06/30/2015 41.49 06/30/2015 53.25 05/20/2015 51.47 05/14/2015 51.79 03/12/2015 100.70 03/03/2015 11.08 02/17/2015 0.93 Issuer Homestead Fort Myers Cape Coral City -Florida Cape Coral City -Florida Miami Beach, Florida (City of) Pensacola City -Florida Canaveral Port Authority Canaveral Port Authority Emerald Coast UtilityAuth Miami Beach (City of) -Florida Pensacola City -Florida Fort Myers City -Florida Canaveral Port Authority Miami Beach, Florida (City of) Miami Beach, Florida (City of) Pensacola City -Florida Bradenton City -Florida Canaveral Port Authority Lakeland City -Florida Miami Beach City -Florida Miami Beach City -Florida Miami Beach Redevelopment Agcy Miami Beach Redevelopment Agcy Polk Co -Florida Lakeland City -Florida Pensacola City -Florida Emerald Coast UtilityAuth Lakeland City -Florida Pensacola City -Florida Cape Coral City -Florida Cape Coral City -Florida Miami Beach City -Florida Cape Coral City -Florida Cape Coral City -Florida Cape Coral City -Florida Cape Coral City -Florida Lakeland City -Florida Cape Coral City -Florida Brevard Co School Board Canaveral Port Authority City ofDeLand Florida Issue Description Transportation Improvement Bonds Utility System Refunding Special Obligation Ref Bonds Utility Improvement Ref Assessment Special Obligation Ref Note Gas System Revenue Note Port Improvement Revenue Bonds Port Improvement & Ref Rev Bonds Utility Sys Rev Ref Notes Parking Revenue Bonds Taxable Airport Facilities GANs Capital Imp & Ref Rev Bonds Port Improvement Revenue Bonds Amended and Restated Loan Agmt Promissory Note Local Option Gas Tax Rev Bonds Special Oblig Rev Ref Bonds Port Improvement Revenue Bonds Energy System Rev& Ref Bonds Parking Revenue Bonds Resort Tax Revenue Bonds Tax Increment Revenue & Ref Bonds Tax Increment Revenue & Ref Bonds Public Facs Revenue Ref Note Water and Wastewater Revenue Note Airport Refunding Bonds Utility System Rev Ref Bonds Capital Improvement Ref Rev Notes Airport CFC Revenue Note Fire Protection Assessment Rev Note Speical Obligation Rev Ref Bonds Stormwater Revenue Bonds Water & Sewer Ref Rev Bonds Water & Sewer Ref Rev Bonds Water & Sewer Refunding Rev Bonds Water & Sewer Refunding Rev Bonds Capital Improvement Bonds Special Oblig Refunding Rev Bonds Ref Certificates of Participation Forward Refunding Bank Loan General Obligation Ref Note Series Series 2017 Series 2017 Series 2017 Series 2017 Series 2016 Series 2016 Series 2016 D Series 2016 C Series 2016 Series 2016 Series 2016 Series 2016 Series 2016B Series 2016 Series 2016 Series 2016 Series 2016 Series 2016A Series 2016 Series 2015 Series 2015 Series 2015 B Series 2015 A Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015A Series 2015 Series 2015 A Series 2015 A Series 2015 Series 2015 Series 2015 B & C Series 2015 Series 2015A Ms. Mortenson has a B.S. from the University of Minnesota and has completed courses at the University of South Florida in Business and Finance. She is a NASD Registered Municipal Securities Representative (Series 52), a General Securities Representative (Series 7) and a Municipal Securities Principal (Series 53). Jaime Durando, Director, Co -Head of Municipal Underwriting, NY, NY. Jaime Durando is a Managing Director and Co -Head of Municipal Underwriting for RBCCM and his primary responsibilities include underwriting engagements for major transactions nationally. Mr. Durando has 32 years of experience in municipal underwriting and trading, and has served as senior manager on over $70 billion in municipal transactions. Mr. Durando oversees all of our financings in the State of Florida, and is actively engaged in the Florida market with our activity as underwriter. Prior to joining RBCCM in 2006, Mr. Durando worked at Wachovia where he was a Managing Director and Manager of Municipal Trading and Underwriting. Mr. Durando graduated from the University of Delaware in 1980 with a B.S. degree in Finance and Seton Hall University in 1984 with an M.B.A. in Finance. Peter Druhot, Senior Underwriter, New York, New York. Peter Druhot is a Senior Underwriter of Municipal Underwriting for RBCCM, and has 17 years of experience in underwriting, institutional sales and trading. Mr. Druhot is an experienced underwriter in all state and local government credits, including transportation, utility, and special assessment bonds. Mr. Druhot is the lead underwriter on nearly all of our financings in the State of Florida. Prior to joining RBCCM in 2010, Mr. Druhot worked at UBS PaineWebber as an underwriter. Mr. Druhot has a BSBA from Villanova University with a Finance Major. Glenn McGowan, Director, Taxable Municipal Underwriting, New York, New York. Mr. McGowan is member of RBC's national municipal underwriting practice, and he leads RBCCM's taxable underwriting desk. Mr. McGowan has led taxable and/or tax-exempt offerings in the general government, K-12 education, higher education, transportation, airport, infrastructure, public power, corporate related and housing sectors of the municipal market. Mr. McGowan's experience as a lead manager includes large issuers as well as middle -market clients. Prior to joining RBC, Mr. McGowan served as the senior municipal bond underwriter at TD Securities. Prior to TD, Mr. McGowan was a taxable and tax-exempt municipal underwriter at Goldman Sachs, where he played a key role in leading many of the largest Build America Bond and Qualified School Construction Bond offerings that came to market. Mr. McGowan holds FINRA Series 7, 63, and 79 licenses. Mr. McGowan graduated magna cum laude from the College of the Holy Cross in Worcester, MA, with a B.A. in economics -accounting. Karl Hummel, Managing Director, Head of Municipal Institutional Sales, New York, New York . Prior to joining RBC in September of 2008, Mr. Hummel was an Executive Vice President at UBS and Senior Institutional Salesperson at UBS and Goldman Sachs. Mr. Hummel has primary coverage responsibility for some of the firm's key institutional account relationships on the municipal side. In addition to maintaining his position as an institutional salesperson, he assumed the responsibilities of Manager, Institutional Sales at RBC Capital Markets in May, 2010. Mr. Hummel holds a Finance degree from the University of California at Berkeley and is a securities representative holding Series 7, 24, 53 and 63 licenses. Example Specialty Bankers/Additional Resources Available to the City Michael Lexton, Managing Director, Head of U.S. Transportation Financing, NY, NY. Michael Lexton joined the Municipal Finance Group of RBC Capital Markets in 2012, as Head of U.S. transportation financing. During his over 35 year career in public finance, Mr. Lexton has focused exclusively on transportation infrastructure and has led financings for some of the most innovative and complex projects in the country, represented by over 200 financings totaling over $35.0 billion. Specifically, in the surface transportation sector, he has led significant financings for DOTs in Massachusetts, Rhode Island, Florida, Alabama, Wisconsin, Colorado, New Mexico, Arizona, Ohio and Washington and for transportation agencies such as the Central Florida Expressway Authority, the Orange County Transportation Authority, the Pennsylvania Turnpike Commission and the Metropolitan Bay Transportation Authority in Boston. Additionally, he has extensive experience in financings that involve leveraging Federal grant funds, such as GARVEE bonds, and with Federal Loans, such as TIFIA. Two of his financings, $257.0 million for the Denver International Airport and $934.1 million for JFK International Airport's Terminal 4, were selected by Institutional Investor magazine as their municipal Deals of the Year. Mr. Lexton has served on the Associates Board of the Airports Council International — North America and as Chairperson of the Public Private Ventures Division of the American Road and Transportation Builders Association. He has a BS degree in Economics from the Wharton School of the University of Pennsylvania. Andrew Mendelson, Director, Public/Private Partnership Specialist, New York, New York. Andrew Mendelson has 12 years of public finance experience working with large municipal issuers with an emphasis in public-private partnerships (P3), transportation, and sports M&A and stadium financing. In the transportation sector, Mr. Mendelson specializes in user fee (toll road and mass transit), transportation revenue (sales tax, gas tax) and P3 (demand risk and availability payment) financings and has particular expertise with Federal programs such as TIFIA. Mr. Mendelson's transportation experience includes transactions for the Purple Line Light Rail Project, New Jersey Turnpike Authority and Pennsylvania Turnpike Commission. A case study for the Purple Line Light Rail Project for which Mr. Mendelson served as Joint Senior Manager is included at the end of his resume. Mr. Mendelson's P3 experience includes underwriting as well as both sell -side and buy -side advisory mandates. Andrew was part of the financial advisory team of the North Texas Tollway Authority (NTTA) that structured over $14.1 billion of debt between 2007 and 2011 and currently serves as the NTTA's Project Consultant. Debt structured by Mr. Mendelson for the NTTA includes "A" rated NTTA System senior debt, "Baa3" rated NTTA System subordinated debt, "AA" rated NTTA SPS senior debt and a TIFIA Loan, Bond Anticipation Notes ("BANs") in advance of long term bonds, and BANs in advance of the TIFIA Loan. Andrew Mendelson has led the development and structuring of multiple new indentures for large bonding programs and worked through the rating agency and investor education processes for the related new credits. Recent new indenture/credit senior managed experience includes transactions for Puerto Rico Highways and Transportation Authority, Bi -State Development Agency (St. Louis Metro), Hillsborough County Aviation Authority (Tampa International Airport), and Clark County, Nevada Highway Revenue Bond program. Andrew Mendelson holds an A.B. in Economics (Suma Cum Laude/Phi Beta Kappa) and a B.S. in Systems Science and Engineering (Magna Cum Laude/Tau Beta Pi), both from Washington University in St. Louis, as well as a MBA with specializations in Finance and Management (Stern Scholar/Beta Gamma Sigma) from New York University Stern School of Business. He is a registered securities representative, currently holding Series 7 and Series 63 licenses. Case Study: Purple Line Light Rail Project $313,035,00& Maryland Economic Development Corporation (Purple Line Light Rall Project) (Green Bonds) RBCCM Role: Joint Senior Manager Sale Date: June 13, 2016 Ratings:: BBB+/ BBB+ / A (low) - Series A , B Bonds BBB+ I BBB+/ BBB (high) - Series C , D Bonds (S&P / Fitch / DBRS) 1,...,. n ,I�ra++ra«rti ,OA, IR ,bT;RtL414WlfAi:'dI1N1 4mrcwF HM 11t%«1. H 3.11,261,M1 Al. .....,1...x.:.51 IIKV41111Irtalutts • RBC Capital Markets was mandated as Joint Senior Manager for the $313 million Private Activity Bond issuance for the Purple Line Light Rail Project (the "Project") ▪ The $2.25 billion Project consists of the financing, development, design, construction, equipping, supplying of light rail vehicles for, and 0&M of, a 18.2 mile light rail transit line that extends from Betheeda in Montgomery County to New Carrollton in Prince George's County, connecting major activity centers located Inside the heavityycongested Capital Beltway ▪ The Project was awarded to Purple Line Transit. Partners, a consortium owned by Meridiam, Fluor and Star America ▪ Purple Line Transit Partners will operate the Project for 30 years following an approximately 4'' year construction period - The total financing of $2.2 billion included the $374.1 million Private Activity Bonds, $874.6 million TIFIA Loan, $138.5 million of equity, and a $866.7 million public contribution from Maryland Department of Transportation ("MDOT") • The Private Activity Bonds garnered incredible demand with over 50 investors placing orders for a total subscription of over 10 times - Spreads to benchmark M MD ranged from 55 bps to 90 bps for 5% coupon bonds - Transaction resulted in a 35 -year yield of 2,97% - very tight for a BBB+ rated new issuance The Private Activity Bonds were issued In four series - Two shorter term series with early call provialons repaid by a Revenue Availability Payment and Final Completion Payment from MOOT - A medium terrn series with early call provisions repaid by a series of Special Lifecycle Payments from MDOT - A long term series repaid by Availability Payments from MDOT that are also used by Purple Line Transit Partners to operate the Project, pay TIFIA Loan debt. service, and earn its retum on equity As Joint Senior Manager, RBCCM fully participated In the marketing and investor education process as well as providing critical structuring advice and rating agency strategy Arthur Chan, Managing Director and Head of the Debt Solutions Group. Arthur Chan provides quantitative oversight for municipal finance and coordinates the firm's analytical resources as Head of the Debt Solutions Group. He has structured over $81 billion senior managed financings during his 30 year career. Mr. Chan previously managed the quantitative efforts for Lehman Brothers for over 10 years. Arthur worked on complex transactions for clients such as The City of New York, Transitional Finance Authority, New York City Municipal Water Finance Authority, the State of Alaska, California, Connecticut, Hawaii, Illinois, Michigan, New Jersey, Wisconsin, Commonwealth of Puerto Rico, District of Columbia, Cities of Anaheim, Austin, Brownsville, Chicago, Detroit, Milwaukee, Philadelphia, Riverside and San Antonio; Empire State Development, Indianapolis Local Public Improvement Bond Bank, Indiana State Office Building Commission, Municipal Assistance Corporation of New York, Ohio Building Authority, STAR Corporation, Texas Public Finance Authority, Bay Area Rapid Transit District, Bi -State Development Agency of the Missouri -Illinois Metropolitan District, Chicago Midway Airport, Chicago O'Hare Airport, Dallas Area Rapid Transit, Dallas -Fort Worth International Airport, Delaware River Port Authority, Denver International Airport, Houston Airport, Illinois State Toll Highway Authority, Indiana Transportation Finance Authority, Lambert -St. Louis Airport, Los Angeles Airport, McCarran International Airport, Manchester Airport, Miami -Dade International Airport, New Jersey Transit, New Jersey Turnpike Authority, New York Metropolitan Transportation Authority, New York State Thruway Authority, North Texas Transportation Authority, Oklahoma Turnpike Authority, Orange County Transportation Authority, Pennsylvania Turnpike Commission, Philadelphia International Airport, San Antonio Airport, San Francisco International Airport, Tampa International Airport, Texas Transportation Commission, Tulsa International Airport, Georgia Residential Finance Authority, Orange County Housing Finance Authority, Holy Cross Health Systems Corporation, Lubbock Health Facilities Development Corporation, Bexar Metropolitan Water District, California State University Trustees, Chicago Public Schools, Columbia University, Dormitory Authority of the State of New York, John Hopkins University, Los Angeles Unified School District, Massachusetts School Building Authority, Miami -Dade School, New York University, University of California and Yale University, MEAG Power, Florida Municipal Power Agency, Grand River Dam Authority, Jacksonville Electric Authority, Long Island Power Authority, New York Power Authority, Piedmont Municipal Power Agency, San Antonio CPS Energy, Southern California Public Power Authority, California Department of Water Resources, and Los Angeles Department of Water and Power. Mr. Chan holds a Bachelor's degree in Computer Science - Artificial Intelligence from the University of Wisconsin at Madison and a Master's degree in Finance and Management from the University of Chicago. He is currently registered with the Financial Industry Regulatory Authority, Inc. (FINRA) with Series 7, 53, 63 and 79 securities licenses. RBCCM Team's Knowledge of Miami Beach As the City of Miami Beach's Financial Advisor since 2002, RBCCM's team committed to the City has unparalleled knowledge and expertise on the City's finances. Ms. Santamaria and Ms. Mortenson have prepared a summary of the City's outstanding debt, which is included in Appendix C. In addition to recently serving as financial advisor on the City's Stormwater, Convention Center and Pension Refunding bond transactions, we have been involved in the Light Rail plan of finance, stormwater and water and sewer capital planning, and selection committees for the City's Investment Advisor and P3/Parking projects. We have continually monitored the City's outstanding debt, working with the City to refinance bonds for savings. The City has the opportunity to refinance its Series 2000 Water and Sewer Bonds combined with its approximately $50 million in new money needs. The refunding of the City's Series 2000 Water and Sewer Bonds currently produces approximately $6.8 million in net present value savings, which is 22.10% of bonds refunded. We have also been working with the City on debt structures for its new money water and sewer needs. Example debt structures which can smooth the City's overall water and sewer system debt are included on the following page. In addition, the City has the opportunity to refinance its Series 2003 General Obligation Bonds for debt service savings. Based on current market conditions, a refunding of the Series 2003 GO Bonds provides net present value savings of $3.6 million, which is 12.66% of bonds refunded. Complete numbers for the following three example Water and Sewer financings and the General Obligation refunding are included as Appendix D. As the City's Financial Advisor, RBC Capital Markets will continue to work with the City on opportunities to lower its overall debt cost on both new capital needs and its existing debt structure. Water and Sewer Capital Improvements Example Debt Service Structures FYE 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 2047 2048 Existing Debt Service After Series 2000 Refunding 654,174 9,661,505 9,653, 969 9,670,750 10,641,019 5,084,563 5,082,063 5,084,406 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 1,500,000 4,152,000 4,147,625 4,146,250 4,142, 500 4,136,125 4,136,625 4,128,625 4,126,750 4,120,500 Same Final Maturity As Existing Debt Wrapped Refunding & New Money 831,125 3,324,500 3,324,500 3,324,500 3,324,500 3,597,500 3,598,125 3,593,125 7,180, 500 7,180,375 7,179, 750 7,178,125 7,179,875 7,179, 375 7,181, 000 4,527,125 4,530,500 4,535,875 4,537,875 4,546,000 4,544,875 4,549,125 4,553,125 4,561,250 No Change to Existing Debt Smoothed Wrapped Debt Structure Service Aggregate New Debt Service 1,485,299, 12,986,005 12, 978, 469 12, 995, 250 13, 965, 519 8,682,063 8,680,188 8,677,531 8,680,500 8, 680,375 8,679,750 8,678,125 8,670,875 8,679,375 8,681, 000 8,679,125 8,678,125 8,682,125, 8,680,375 8,682,125 8,681,500 8,677,750 8,670,875 8,681,750, 30 Year Wrapped Refunding & New Money 836,063 3,344,250 3,344,250 3,344,250 3,344,250 3,344,250 3,344,250 6,435,000 6,427,625 6,432, 000 6,432,500 6,428,875 6,430,625 6,432,125 4,361,000 1,931,750 1,931,750 1,931,750 1,931,750 1,931,750 1,931,750 1,931,750 1,931,750 1,931,750 5,861,000 5,859,375 5,857,250 5,859,000 5,859,000 5,856,750 5,856,625 5,857,875 Aggregate New Debt Service 1,490236 13, 005, 755 12,998,219 13,015,000 13, 985, 269 8,428,813 8,426,313 11,519,406 7,927,625. 7,932,000 7,932,500 7,928,875 7,980,625 7,932,125 5,861;000' 6,083,750 6,079;375' 6,078,000 6,074,250 6,067,875 6,068, 375 6,060;375 6,058,500 6,052,250 5,861,000 5,859,375 ,052,2505,861,0005,859,375 5,867,250 5,859,000 5,850,000 5,856,750 5,856,625 5,8.57,875 103, 269, 448 116, 062, 625 219,332,073 134,533,938 237,803,385'! 30 Year Wrapped Aggregate Refunding & New Debt New Mone Service 835,063 1,489,236 3,340,250 13, 001, 755 3,340,250 12, 994, 219 3,340,250 13, 011, 000 3,340,250 13, 981, 269 3,340,250 8,424,813 3,340,250 8,422,313 3,340,250 8,424,656 7,025,750 8,525,750 7,026,875 8,526,875 7,028,000 8,528,000 7,028,625 8,528,625 7,023,375 8,523,375 7,026,625 8,526,625 4,361,000 5,861,000 1,931,750 6,083,750 1,931,750 6,079,375' 1,931,750 6,078,000 1,931,750 6,074,250 1,931,750 6,067,875 1,931,750 6,068,375. 1,931,750 6,060,375 1,931,750 6,058,500 1,931,750 6,052,250 5,861,000 5,861,000 5,859,375 5,859,375 5,857,250 5,857,250' 5,859,000 5,859,000 5,859,000 5,859,000 5,856,750 5,856,750 5,856,625 5,856,626 5,857,875 5,857,875,. 134,989,688 238,259,135 RI3CCM's Florida Financial Advisory Transactions Outside of M arni-Dade County Since 2010 Appendix A RBC Capital Markets RBCCM Florida Financial Advisor Transactions - Outside Miami -Dade County 01/01/2010 -01/17/17 Dated Date Amount or Sale Date ($ mils) Issuer Issue Description In Process 36.00 Fort Myers City -Florida Utility Rev Ref Bonds 02/16/2017 62.60 Cape Coral City -Florida Special Obligation Ref Bonds 02/16/2017 107.00 Cape Coral City Florida Utility Improvement Ref Assessment Bonds 02/02/2017 52.08 School Board of Brevard Co -FL Ref Certificates of Participation 11/30/2016 15.00 Pensacola City -Florida Gas System Revenue Note 11/22/2016 26.45 School Board of Brevard Co -FL Forward Purchase Certificates of Participation 11/15/2016 27.15 Canaveral Port Authority Port Improvement Revenue Bonds 11/15/2016 37.45 Canaveral Port Authority Port Improvement & Ref Rev Bonds 11. 1/11/2016 33.12 Emeral Coast Utilities Authority _ Utility System Ref Rev Bonds 09/30/2016 16.75 University of FL Athletic Assoc Series 2007 and Series iolT Remarketing 09/23/2016 6,30 Pensacola City -Florida Taxable Airport Facil GAN 09/22/2016 52.13 Fort Myers City -Florida Capital Imp & Ref Rev Bonds 08/25/2016 38.00 Canaveral Port Authority Port Improvement Revenue Bonds 07/25/2016 14.31 Pensacola City -Florida Local Option Gas Tax Rev Bonds 07/14/2016 14.28 Bradenton City -Florida Special Oblig Rev Ref Bonds 05/26/2016 24.07 Canaveral Port Authority Port Improvement Revenue Bonds 03/04/2016 9.55 Fort Pierce Utilities Authority Refunding of 2002 Utility Rev Bonds 02/05/2016 138.65 Lakeland City -Florida Energy System Rev & Ref Bonds 12/11/2015 13.78 South Indian River Water Control Dist Special Assessment Rev Improv Bonds 11/16/2015 18.16 Polk Co Florida Public Facs Revenue Ref Note Series Series 2017 __ Series 2017 Series 2017 Series 2017A Series 2016 Series 2017B Series 2016 D Series 2016C Series 2016 Series 2016 Series 2016 Series 2016 Series 2016B Series 2016 Series 2016 ., Series 2016A "Serie2616 µ v Series 2016 Series 2015 Series 2015 11 /1_2/2015 10.60 Lakeland City -Florida Water and Wastewater Revenue Note Series 2015 10/23/2015 15.00 Hernando Co -Florida Line of Credit Series 2015 10/16/2015 12.47 Pensacola City -Florida Airport Refunding Bonds Series 2015 10/05/2015 52.29 Emerald Coast Utility Auth Utility System Rev Ref Bonds Series 2015 09/29/2015 5 00 Lakeland City -Florida Capital Improvement Ref Rev Notes Series 2015 09/25/2015 8.80 Pensacola City -Florida Airport CFC Revenue Note Series 2015 09/23/2015 1.50 Cape Coral City -Florida Fire Protection Assessment Rev Note Series 2015 08/25/2015 5.59 Taylor County -Florida Tax Rev Ref Bonds Series 2015 08/07/2015 8.31 School District of Osceola County Certificates of Participation Series 2015 08/27/2015 13.68 Cape Coral City Florida Speical Obligation Rev Ref Bonds Series 2015 07/30/2015 94.74 Cape Coral City -Florida Water & Sewer Ref Rev Bonds Series 2015A 07/17/2015 30.09 School District - -.._ & Rf BdTM, � of Osceola County Sales Tax Reveons Seerirl es 2015 07/16/2015 72.42 Cape Coral City -Florida Water & Sewer Ref Rev Bonds . Series 2015 /02/2015 15.00 University of FL Athletic Assoc Direct Placement or Fixed Rate Loan Series 2015 07/01/2015 14.24 University of77.. thletic Assoc Series 2001 Convers ion to Direct Placement Series 2015 06/30/2015 41.49 Cape Coral City -Florida Water & Sewer Refunding Rev Bonds Series 2015 A krnsam 06/30/2015 53.25 Cape Coral City -Florida Water & Sewer Refunding Rev Bonds Series 2015 A 05/20/2015 51.47 Lakeland City-Florida7_7- Capital Improvement Bonds Series 2015 05/14/2015 51.79 Cape Coral City -Florida Special Oblig Refunding Rev Bonds Series 2015 03/12/2015 100.70 Brevard Co School Board - Ref Certificates of Participation 03/03/2015 --I 1.25"- Canaveral Port Authority 02/17/2015 9.25 City of Deland Florida 11/12/2014 12.01 Osceola Co School Board 10/22/2014 62.31 Brevard Co School Board Series 2015 B & C Forward Refunding Bank Loan Series 2015 General Obligation Ref Note Series 2015A Certificates of Participation Series 2014 A Ref Certificates of Participation Series 2014 08/04/2014 10.00 Hernando Co -Florida Line of Credit Series 2014 07/29/2014 8.28 Pinellas Park City -Florida Public Improvement Ref Bonds Series 2014 07/29/2014 8.58 Pinellas Park City -Florida Water & Sewer Ref Bonds Series 2014 07/28/2014 5.30 Cape Coral City -Florida Capital Improvement Ref Rev Bonds Series 2014 07/25/2014 21.43 Cape Coral City -Florida FL Gas Tax Ref Rev Bonds Series 2014 07/17/2014 6.83 Palm Beach Co Housing Fin Au Multi -Family Housing Rev Bonds_ Series 2014 06/19/2014 2.79 Fort Myers City -Florida Capltal Improvement Ref Rev Bonds Series 2014 B 06/19/2014 37.12 Fort Myers City -Florida Capital Imp & Ref Rev Bonds 'Series 2014 A .,m. 06/13/2014 105.00 Canaveral Port Authority Port Improvement Revenue Bonds Series 1014-- 03713/2014 63.76 Lakeland City -Florida Electric & Water Revenue Bonds Series 2014 05/28/2014 23.15 Bellalago Ed Facs Benefit Dt Capital Improvement Ref Rev Bonds Series 2014 05/08/2014 75:51 Polk Co -Florida Public Facilities Rev Ref Bonds Series 2014 04/01/2014 95.00 Lakeland City -Florida Energy System Refunding Bonds Series 2014 5.91 Polk Co -Florida Utility System Revenue Ref Bonds Series 2014 B 03/06/2014 16.07 Polk Co -Florida Utility System Revenue Ref Bonds Series 2014 A 03/04/2014 35.00 Hernando Co -Florida Water & Sewer Ref & Improv Bonds Series 2014 02/14/2014 13.00 City of Bonita Springs Capital Improvement Revenue Bonds Series 2014 03/06/201 4 RBCCM Florida Financial Advisor Transactions - Outside Miami -Dade County 01/01/2010-01/17/17 Dated Date Amount or Sale Date ($ mils) Issuer 01/29/2014 11 20 Emerald Coast Utility m M a pp 01/06/2014 20.00 Key Largo Wastewater Treatment Dist 12/30/2013 56.00 Seminole Co Industrial Dev Auth 12/19/2013 m __,53:63,_ Polk Co Florida 12/16/2013 6.00 Village _of Islamorada-FL 12/06/2013 25:95 University of FL Athletic Assoc 11/15/2013 41.67 Canaveral Port Authority 11/08/2013 10.34 Marathon (City of) -Florida 11/08/2013 20.00 Village of Islamorada-FL 11/06/2013 _ 20.00 Key Largo Wastewater Treatment Dist 2013 11/04/TM 40.00 CapeCoral City -Florida ---- 09/18/2013 10.44 Cape Coral City -Florida 07/09/2013 36.16 Hernando Co -Florida 06/27/2013 41.88 Osceola Co School Board 05/01/2013 50.90 Brevard Co School Board 05/01/2013_ 91.32 Brevard Co School Board - 04/09/2013 ym 15.65 Nassau County .. 03/05/2013�mm 25.01 Emerald Coast Utilities Authority 26.23 City of Naples. 2.62 City of DeLand 10.92 City of Dunnellon Issue Description Series Utility System Ref Rev Note .w ..�_ .._-,,.,., . Series 2014 Utility Ref Rev Bonds Series 2014A Student Housing Revenue Bonds -______._____-_---__-______-_- 2013 Utility System Rev & Ref Bonds _ .. Series 2013_ 2013 Line of Credit__w _ _ Series 2013 Remktg Ser 1990 & Ser 2001 Var Rate Bonds Series 2013 Port Facilities_ Ref &_New Money Series _� Series 2014 Public Improvement Revenue Bondsmm„ �,. _Series 2013 2013 Line of Credit Series 2013 Water and_Sewer Ref Rev Bonds y SRF LoanSeries 2013 _ M..,..,Series 2013 Water & Sewer Refunding Rev Bonds Series 2013 Water and Sewer Ref Rev BondsSeries 2013 A Certificates of Participation a --... Series 2013 A m., Ref Certificates of Participation Series 2013 B Ref Certificates of Participation - Series 2013 A Series 2013 0_2/27/201_3 02/21 /2013 02/06/2013 _,..m 12/20/2012 11 /30/2012 43.82 _Polk Co -Florida _ 11 /14/2012 20.90 Fort Pierce Utilities Authority Water & Sewer Refunding Bond Series 2013M Series 2013 , Util Sys Ref Rev Note .-,F �. .._ __ Public Utilties Ref Rev Bond Series 2eries 2013 Revenue Note _S013_ Telecommunications Rev -& W/S Ref Series 2013 mm Cap Improv Ref Bond Series 2012 Utility System Revenue Ref Bonds Series 2012 Taxable Util Ref Rev Bond Series 2012 - 11 /08/2012 24.43 Hernando County Non -Ad Valorem Ref Rev Note Series 2012 11/05/2012 9.00 Lee Co Housing Finance Authority Collateralized Revenue Bonds Series 2012 11/05/2012 6.32 Islamorada Cap Improv Ref Bond Series 2012 10/24/2012 24.60 St. Johns Co IDA World Golf Series 2012 Series 2012 -.,-10/01/2012 6.21 Nassau ., ., ., .,�- :.m... .- ,..,_�,>..�.�.. . , .. ..,-: .�: ,_-_-- - �sau County Gas Tax Revenue Bond Series 2012 6.30 City of Pensacola _ 17.03 Fort Myers City -Florida 77.70 Alachua Co Health Facs Authority Lakeland City -Florida Miami Beach Health Facs Auth Alachua Co Health Facs Authority SB of Brevard County City of Cape Coral�� -- 713.16 City of Naples ,_ _,.....n..,., ,. 8.75 Canaveral Port Authroity 8.54 Emerald Coast Utilities Authority - 7.50 City of Bradenton 17.67 City of Cape Coral City of Dunnellon City of Pensacola Lakeland City -Florida Lakeland City -Florida Fort Myers City -Florida Cape Coral City -Florida Emerald Coast Utilities Authority 09/28/2012 08/28/2012_ 08/27/2012 08/23/2012 100.00 08/22/2012 132.29 08/16/2012 41.23 04/20/2012 8.30 3.66 03/30/2012 03/06/2012 03/06/2012 03/01/2012 02/24/2012 01731/2012 _ m 112/30/2_011 _ 2/16/2011 12/14/2011 6.50 5.00 *s6.75 - 12/14/2011 37.33_ -12/06/201 68.61 11 /09/2011 106.56 11/01/2011 13.15 09/20/2011 1.24 09/08/2011 .. 175.00 07/14/2011 21.89 07/07/2011 5.20 04/07/2011 ., 18.00 03/15/2011 11.17 17.69 25.95 03/02/2011 01/03/201'1 12/30/2010 42.40 12/29/2010 7.95 12/2_9/2010 � 7.35 12/21/2010- 42,00 City of DeLand Cape Coral City -Florida Sarasota City -Florida City of DeLand Brevard Co School Board Nassau County Cape Coral City -Florida ��. University of Florida Athletic Assn Emerald Coast Utility Auth of City Dunnellon 5 City of Dunnellon Canaveral Port Authority Airport Revenue Note Utility System Ref Revenue Bonds Continuing Care Retire Ref Bonds - Maprn Series 2012 Series 2012 7_ Series 2012 C Var Rate Energy System Ref Bonds Series 2012 Hospital Revenue Ref Bonds Series 2012 Cont Care Retire Comm Ref Bonds Series 2012 A RANs _m---� WWf'Series 2012. .- Equipmen Lease Financing Public Utilities Ref Rev Bond Refunding Bond Sanitation Sys Ref Rev Bond Special Obligation Bond �. Special Obligation Rev Note Utiity System Rev_ Note (BAB) Re Gas System v Note Water & Wastewater Rev Ref Bonds Water & Wastewater Rev Ref & Imp Utility System Ref-8', Rev Bonds Water & Sewer Refunding Rev Bonds Series 2011 A Util Sys Ref Rev Note Series 2011 Series 2012 Series 2012 Series 2012 Series 2012 Series 2012 Series 2012 Series 2011 Series 2011 Series 2012 B Series 2011A Series 2011 GO Refunding Note Water & Sewer Ref Revenue Bonds Water & Sewer Sys Rev Ref Bonds Amended Subordinate W/S Rev Note RANs Ameila Island Special Assess Bond Special Obligation Revenue Bonds Fixed Rate Placement_ Water & Sewer Revenue Bond Telecommunications Bond Port Improvement Revenue Bond Capital Improv. Refunding Rev Bond Series 2011 ,,Series 2011 Series 2011 _ Series 2011 Series 2011 Series 2011 Series 2011 Series 2011 Series 2010 Series 2010 Series 2010 Series 2010 RBCCM Florida Financial Advisor Transactions - Outside Miami -Dade County 01/01/2010 - 01/17/17 Dated Date Amount or Sale Date {$ mils) Issuer 11/30/2010 8 26 Sarasota City -Florida 10/11/2010 32.27 — Polk Co Florida 10/15/2010 — 53.04— Polk Co -Florida 10/07/2010 199.30 Lakeland City Florida 10/02/2010 17.39 City of Naples — 10/01/2010Mmm 14.93 . City of Nort Port 09/29/2010 12.31 City of Pensacola 09/24/2010 14.80 City of Pensacola ____—... Utility System Refunding Bond Airport Revenue Note CFC Airport Rental Car Fac Financing Issue Description Series Sales Tax Payments Revenue Bonds w*wR Series 2-67161—: ____—_--__--- — Series 010 — Series 2010 Series 2010 Series 2010 7 Series 2010 Series 2010 Series 2010 .Series 2010 Capital Improvement Ref Rev Bonds Transportation Ref Revenue Bonds Energy System Revenue & Ref Bonds Utility Revenue Bond 09717/2016------.35 Lee Co Housing Finance Authority Multi -Family Housing Rev Bonds Series 2010 A&B 09/16/2010 10.14 Lakeland City -Florida Capital Imp Revenue & Ref Bonds Series 2010 B 09/16/2010 21.12 Lakeland City -Florida Capital Improvement Revenue Bonds Series 2010 C 09/16/2010 48.49 Lakeland City -Florida Capital Imp Revenue & Ref Bonds Series 2010 A 09/01/2010 8.87 Sarasota City -Florida Water & Sewer Sys Rev Ref Bonds Series 2010 A 09/01/2010 25.26 Sarasota City -Florida Water & Sewer System Rev Bonds Series 2010 B 08/27/2010 46.36 Polk Co -Florida Utility System Revenue Bonds Series 2010 08/06/2010 30.09 Jupiter Island Town -Florida Utility System Revenue Ref Bonds 07/20/2010 1_2,26 Gulf Breeze City -Florida 07/20/2010 18.197 GulfBr_eeze City -Florida _.N-. 04/21/20"1 -6 ---Vi 9 Cape Coral City -Florida 04/21/2010 33.82 Cape Coral City Florida 04/20/2010 40,50 Osceola Co School Board 04/07/2010 29.00 Brevard Co SD 02/19/2010 9.988 Hernando Co -Florida __.--.,_ . -. Capital Funding Revenue Bonds Capital Funding Revenue Bonds Gas Tax Revenue Bonds Gas Tax Revenue Bonds Certificates of Participation RANs __ Series 2010_ Non -Ad Valorem Ref Revenue Bonds Series 2010 Series 2010 Series 2010 B Series 2010 A Series 2010 A Series 2010 Bw Series 2010 A 02/01/2010 30.00 Key Largo WW Treatment Dist. Water Revenue Bond Series 2010 01/22/2010 5.56 City of Oldsmar Fixed Rate Placement Series 2010 $ 4,595.63 Source: Thomson Reuters Date: 01/19/2017 BBCCM's Florida Financial Advisory Transactions Since January 2010 Appendix B RBC Capital Markets RBCCM Florida Financial Advisor Transactions - All Florida 01/01/2010 - 01/17/17 Dated Date Amount or Sale Date ($ mils)_ _ Issuer In Process 36.00 Fort Myers City -Florida -- In In Process 22.00 Homestead 02/16/2017 62 60 Cape Coral City Florida 02/16/2017 107.00 Cape Coral City -Florida 02/02/2017 52.08 School Board of Brevard Co -FL 12/22/2016 19:68 Miami Beach, Florida (City of) 11/30/2016 15.00 22/16 Pensacola City -Florida 11/20 - w., 26.45mmFSchool Board -of Brevard Co -FL 11 /15/2016 - 27..15- Canaveral Port Authority 11 /15/2016 37.45 Canaveral Port Authority 11/01/2016 33,12 Emeral Coast Utilities Authority 09/30/2016 16.75 University of FL Athletic Assoc 09/23/2016 6.30 Pensacola City -Florida 09/22/2016 52.13 Fort Myers City -Florida 08/25/2016 38.00 Canaveral Port AuthorityW4 07/28/2016 »mm» mm 60.00 Miami Beach, Florida (City of) Issue Description Series Utility Rev Ref BondsSeries2017 Transportation Rev Bonds_Series 2017 Special Obligation Ref Bonds Utility Improvement Ref Assessment Bonds Ref Certificates of Participation » » „MM Special Obligation Ref Note Gas System Revenue Note Forward Purchase Certificates of Participation Series 20178 Port Improvement Revenue Bonds Series 2016 D Series 2016 C Series 2016 Series 2016 Series 2016 Series 2016 ..m.., Series 20166 »' Series 2016 Series 2016 Series 2016 -, -. Series 2017 Series 2017 Series 2017A Series 2016 Series 2016 Port Improvement & Ref Rev Bonds Utility System Ref Rev Bonds Series 2007 and Series 2011 Remarketing Taxable Airport Facil GAN Capital Imp & Ref Rev Bonds Port Improvement Revenue Bonds» Promissory Note 07/25/2016 14.31 Pensacola City -Florida Local Option Gas Tax Rev Bonds 07/14/2016 14.28 Bradenton City -Florida Special Oblig Rev Ref Bonds 05/26/2016 24.07 Canaveral Port Authority Port Improvement Revenue Bonds Series 2016A 03/04/2016 9.55 Fort Pierce Utilities Authority Refunding Of 2002 Utility Rev Bonds Series 2016 02/05/2016 138.65 Lakeland City -Florida Energy System Rev & Ref Bonds Series 2016 12/15/2015 58.83 Miami Beach City -Florida Parking Revenue Bonds Series 2015 -1-2/15/2016------'3-616---- Mierni Beach Redev&lopmentAgoy Tax Increment Revenue & Ref Bonds Series 2015 B 12/15/2015 286.25 Miami Beach Redevelopment Agcy Tax Increment Revenue &ef Bonds Series 2015 A 12/15/22.11.---a-78 2/15/2015 194.92 12/111 /2015 » * v--13.78 11 /16/2015 18.16 -11/12/2015 10.60 Miami Beach City -Florida South Indian River Water Control Dist Polk Co -Florida �mmWW Lakeland City -Florida 10/23/2015 15.00 Hernando Co -Florida 10/16/2015 12.47 Pensacola City -Florida 10/05/2015 52.29 Emerald Coast Utility Auth 09/29/2015 5.00 Lakeland City -Florida Resort Tax Revenue Bonds Special Assessment Rev Improv Bonds Public Facs Revenue Ref Note Water and Wastewater Revenue Note Line of Credit Airport Refunding Bonds Utility System Rev Ref Bonds Capital Improvement Ref Rev Notes 09/25/2015 8.80 Pensacola City -Florida Airport CFC Revenue Note 09/23/2015 1.50 Cape Coral City -Florida Fire Protection Assessment Rev Note 25/ 08/2015 ..»5.59 - Taylor County -Florida Tax Rev Ref Bonds 08/07/2015 8.31 School District of Osceola County Certificates of Participation 08/27/2015 --13.68 Cape Coral City -Florida Speical Obligation Rev Ref Bonds 08/05/2015 99.59 Miami Beach City -Florida Stormwater Revenue Bonds 07/30/2015 94.744CCape Coral City -Florida - ---" Water & Sewer Ref -14'e-1'i-bonds 07/17/2015 30.09 07/16/2015 72.42 07/02/2015 07/01 /2015 06/30/2015 41.49 0/2015 53:25 05/20/2015 .» 51.47 - - 05/14/2015» _ 51.79 -03/112/2015 100,70 School District of Osceola County Sales Tax Rev & Ref Bonds Cape Coral City -Florida Sewer Ref Rev Bonds Direct Placement or Fixed Rate Loan Series 2015 Series 2001 Conversion to Direct Placement Series 2015 Water & Sewer Refunding Rev Bonds Water & Sewer Refunding Rev Bonds Capital Improvement Bonds Special Oblig Refunding Rev Bonds Ref Certificates of Participation Forward Refunding Bank Loan General Obligation Ref Note Certificates of Participation Ref Certificates of Participation Hospital Revenue & Ref Bonds General Obligation Bonds Line of Credit Public Improvement Ref Bonds Water & Sewer Ref Bonds Water & 15.00 University of FL Athletic Assoc 14.24 University of FL Athletic Assoc 06/3Cape Coral City -Florida Cape Coral City -Florida Lakeland City -Florida Cape Coral City -Florida Brevard Co School -Board , .» Canaveral Port Authority City of DeLand Florida Osceola Co School Brevard Co School -03/03/2015 11.08_ 02/17/2015 9,25 11/12/2014----12.01 10/22/2014 62.31 09/04/2014 -170.90 09/11/2014_ -_24.26 08/04/2014 10.00 07/29/2014 8.28 07/29/2014 pvy 8.58 07/28/2014 - 5.30 07/25/201_4 21.43 07/17/2014_ 06/19/2014 Board Board Miami Beach Health Facs Auth Homestead City -Florida Hernando Co -Florida Pinellas Park City -Florida Pinellas Park City -Florida Cape Coral City -Florida Cape Coral City -Florida 6.83 Palm Beach Co Housing Fin Au 2.79 Fort Myers City -Florida Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 » Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015 Series 2015A Series 2015 Series 2015 Capital Improvement Ref Rev Bonds FL Gas Tax Ref Rev Bonds Multi -Family Housing Rev Bonds Capital Improvement Ref Rev Bonds Series 2015 A Series 2015 A Series 2015 Series 2015 Series 2015 B & C Series 2015 Series 2015A Series 2014 A Series 2014 Series 2014 Series 2014 Series 2014 Series 2014 Series 2014 Series 2014 Series 2014 Series 2014 Series 2014 B RBCCM Florida Financial Advisor Transactions - All Florida 01/01/2010 - 01/17/17 Dated Date Amount or Sale Date ($ mils) Issuer 06/19/2014 37.12 Fort Myers City -Florida 06/18/2014 10.00 Homestead 06/13/2014 105.00 Canaveral PortAuthority 06/04/2014 60.00 Miami Beachptyo9112pda Line of Credit 05/13/2014 63.76 Lakeland City -Florida -7-7_,---_-_-_--_TERC-8,-Water Revenue Bonds „„„.....- 68757k14 23.15 Bela lagCEd Faca!eneirbt Capital lmprovement Ref Rev Bonds 05/08/2014 75.51 Polk Co -Florida Public Facilities Rev Ref Bonds Issue Description Series Capital Imp & Ref Rev Bonds Series 2014 A Line of Credit Series 2014 Port Improvement Revenue Bonds Series 2014 Series 2014 Series 2014 Series 2014 Series 2014 04/01/2014 95.00 Lakeland City -Florida Energy System Refunding Bonds Series 2014 03/06/2014 5.91 PoIk Co -Florida Utility System Revenue Ref Bonds --------TeTle;7014B 63/06/2014:-----16.07 Polk Co-Florida------UTility System Revenue Refrong---------geTies 2014 A 1- 031942221:1 35.00 Hernando Co -Florida Water & Sewer Ref & Improv Bonds Series324. 02/14/2014 13.00 City of Bonita Springs Capital Improvement Revenue Bonds______Series 2014 01/29/2014 11.20 Emerald boast Utility Auth ------- Utility System Ref Rev Note Series 2014 01/06/2014 20.00 Key Largo Wastewater Treatment Dist Utility Ref Rev Bonds Series 2014A 12/30/2013 56.00 Seminole Co Industrial Dev Auth Student Housing Revenue Bonds Series 2013 12/19/2013 53.63 Polk Co -Florida Utility System Rev & Ref Bonds ----- Series 2013 12/16/2013 6.00 Village of isTaTnoradeTt. 2013 Line of Credit Series 2013 MAMMY ..,....mnee. urlree TR67R)T5--"-----ETc---LThTver;TCYOiiikiTiTOCA;ioC----ffeMW§7rfoV6&gF26FVaRr ate Bonds Series 2013 II/1E72033 41.67 Canaveral Port Authority Port Facilities Ref & New Money-- . Series 2014 11/08/2013 10.34 Marathon (City olFlorida________Public ITErovernent Revenue Bonds Series 2013 - %.1..SVIMOM 1.1..,,..1.[.....krn.rnM401P...1.0..Y.YAM.M.X.M.011.M.g1 . MIIM*61110.M.N S*IIWV,t ..AWNP,,.1p...e.....W 11/08/2013 ---20.00 Village of Islane-ada-FL 2013 Line of Credit - --- Series 201r F1706/2013 20.00y Key Largo Wastewater fre;IMentfst 7Water and e ewer Ref Rev Bonds Series 2013 11/04/2013 40.001Cape Coral City -Florida _ SRF Loan ---- MWMIX...V.,,MArn..6TI......,... Series 2013 09/18/20130. Cape Coral City -Florida Water & Sewer Refunding Rev Bonds *simmemonn*„.* Series 2013 67709/2013-- 36.16 H 66/27/2013 41.88 Osceola c o School Board Certificates of Participation TP.RT.IATV•,IYKlVWWIMUIAIVVMMMMMMM Series 2013 A 05/01/2013 50.90 Brevard Co School Board Ref Certificates of Participation- Series 2013 B - AKKX. WAM 05/01/2015-----97.32 Brevard Co School Board Ref Certificates of Participation Series 2013 A 04/09/20131 15.65 Nassau County Water & Sewer Refunding Bond 0376672013--- 25.01 Emerald Coast Utilities_Authority Util Sys Ref Rev Note ---- **** Series 2013 02/27/2013 --__ 26.23 City of Naples __ Public Utilties Ref Rev Bond --- 02/21/2013 2.62 City of DeLand Revenue Note 614*.tlitl501MIO**1..........0104V1.0.....1191.0606,X. ..**,......---- 02/06/2013 10.92 City of Dunnellon Telecommunications Rev & W/S Ref 12/20/2012 17.61 City of Lakeland Cap Improv Ref Bond 11E0/2012 43.82 Polk Co -Florida -7_ ""---1JTility SystemRevenue Re Bonds 11/14/2012 20.90 Fort Pierce Utilities Authority Taxable Util Ref Rev Bond 11/08/2012 - 71/05iE12--- 9.00 LeeCo Housing FinanceAuthority Collateralized Revenue Bonds Series 2012 %.,4104.....1t1IP.MPI.MXIIMIFSNPAAIAUSA,...**.INOMPW1011M...1PRIIV...**W.V.VA*.MMA*** XVX.N.WAVIal3P,0 X M106.0/........4413.a Mk1211.01WWW051VOMMI. •161,....*!... Series 2012 Series 2012 Series 2012 2012 Series 2012 *M.611.:VFM.ASeries 2012 C Series 2012 Series 2012 Series 2012 A Series 2012 Series 2012 Series 2013 24.43 Hernando County ---Non-Ad Valorem Ref Rev Note Series 2013 Series 2013 Series 2013 Series 2012 Series 2012 Series 2012 Series 2012 11/05/2012 6.32 Islamorada 10/24/2012, 76/01/201i- 09/28/2012 08/28/2012 24.60 St. Johns Co IDA World Golf 6.21 Nassau County 6.30 City of Pensacola 17.03 Fort Myers City -Florida Cap Improv Ref Bond Series 2012 Gas Tax Revenue Bond Airport -Revenue Note - Utility System Ref Revenue Bonds 08/27/2012 77.70 Alachua Co Health Facs Authority Continuing Care Retire Ref Bonds 08/23/2012 100.00 Lakeland City -Florida Var Rate Energy System Ref Bonds .I.M.,Q,A.,,i. attl,IC.11.d.M1Y1,:10X.XY610.N.5=6QC.N.Y.1..11d1.044.$1..101 • LL.W.V.1.14...,-11.0.1.P0.1.........M*V.44.1*51.M.31.1.1,..}...rn 08/22/2012 132.29 Miami Beach Health Facs Auth Hospital Revenue Ref Bonds 08/16/2012 41.23 Alachua Co Health Facs Authority Cont Care Retire Comm Ref Bonds _-_-- 04/20/1632--- 8.30 SB of Brevard---- County RANs 75/30/2012 3.66 City of CapaCoral _-_ Equipmen Lease Financing 03/06/2012 -03/06/2012 0376-1/2012 8.54 02/24/2012 7.50 City of Bradenton 01/31/2012 - _17.91 City of Cape Coral 100/2011-17 6.50 City of Dunnellon 12/16/2011 5.00 City of Pensacola 12/14/2011 6.75 Lakeland City -Florida Water & Wastewater Rev Ref Bonds 13.16 City of Naples 8.75 Canaveral Port Authroity Coast Utilities Authority Emerald Public Utilities Ref Rev Bond Refunding Bond Sanitation Sys Ref Rev Bond Special Obligation Bond Special Obligation Rev Note Utlity System Rev Note (BAB) Gas System Rev Note 12/14/2011 37.33 Lakeland City -Florida Water & Wastewater Rev Ref & Imp 12/06/2011 68.61 Fort Myers City -Florida Utility System Ref & Rev Bonds 11/17/2011 78.71 Miami Beach -Florida Storm Water Revenue 11/16/2011 34.84 Miami Beach -Florida GO Refunding Bonds & Ref Bonds Series 2012 --- Series 2012 Series 2012 Series 2012 Series 2012 Series 2011 Series 2011 Series 2012 B Series 2012 A Series 2011 Series 2011 A & B Series 2011 RBCCM Florida Financial Advisor Transactions - All Florida 01/01/2010 - 01/17/17 Dated Date Amount or Sale Date ($ mils) _ _loridaIssuer y11/09/2011xF_., 106.56 l Ci Cape Coral 11/01/2011 13.15 Emerald Coast Utilities Authority 09/20/2011 124 - City of DeLand� 09/08/2011 175.00 Cape Coral City -Florida 07/14/2011 ., ... , 21,89 Sarasota City -Florida 07/07/2011 5.20 City of DeLand 04/07/2011 18.00 18.00 Brevard Co School Board issue Description mmT Water & Sewer Refunding Rev Bonds Util Sys Ref Rev Note GO Refunding Note Water & Sewer Ref Revenue_ Bonds_ W ater & Sewer Sys Rev Ref Bonds Amended Subordinate W/S Rev Note RANs 03/15/2011 11.17 Nassau County Ameila Island Special Assess Bond 03/02/2011 17.69 Cape Coral City -Florida Special Obligation Revenue Bonds 01/03/2011 25.95 University of Florida Athletic Assn Fixed Rate Placement 1-2730/2"015---Z76--Gerald Coast Utility Auth Water &Sewer Revenue Bond 12/29/2010 7.95 City of Dunnellon Telecommunications Bond �..,-,.Mail.._,.,.,.,,�,,....�,��.�....,.�_.�.....�.... ,-....„..w..„...��. _ _-...Mm,..�.. 12/29/2010 7.35 City of Dunnellon Port Improvement Revenue Bond 12/21/2010 42.00 Canaveral Port authority Capital Improv. Refunding Rev Bond 11/30/2010 8.26 Sarasota City -Florida Sales Tax Payments Revenue Bonds 10/29/2010 44.56 Miami Beach -Florida Parking Revenue & Refunding Bonds 10/15/2010 32.27 Polk Co -Florida Capital Improvement Ref Rev Bonds 10/15/2010 53.04 Polk Co -Florida Transportation Ref Revenue Bonds 10/07/2010 199.30 Lakeland City -Florida Energy System Revenue & Ref Bonds 10/02/2010 17.39 City of Naples Utility System Refunding Bond 10/01/2010 14.93 City of Nort Port Airport Revenue Note 09/29/2010 12.31 City of Pensacola CFC Airport Rental Car Fac Financing. 09/24/2010 14.80 City of Pensacola Utility Revenue Bond 09/17/2010 8.35 Lee Co Housing Finance Authority Multi -Family Housing Rev Bonds 09/16/2010 10.14 Lakeland City -Florida Capital Imp Revenue & Ref Bonds ..,�,. I.:P.a./W __..._...®.... ._...._.___w_._,. .. >... ,: .......... :.............,�... �.-.*.g.. - ... 09/16/2010 21.12 Lakeland City -Florida Capital Improvement Revenue Bonds 09/16/2010 48.49 Lakeland City Florida Capital Imp Revenue & Ref Bonds 09/01/2010 8.87 Sarasota City -Florida Water & Sewer Sys Rev Ref Bonds 09/01/2010 25.26 Sarasota City -Florida Water & Sewer System Rev Bonds 08/27/2010 46.36 Polk Co -Florida Utility System Revenue Bonds 08/06/2010 30.09 Jupiter Island Town -Florida Utility System Revenue Ref Bonds 07/20/2010 12.26 Gulf Breeze City Florida 'Capital Funding Revenue Bonds 07/20/2010 18.19 Gulf Breeze City -Florida Capital Funding Revenue Bonds 04/21/2010 6.18 Cape Coral City Florida Gas Tax Revenue Bonds 04/21/2010 33.82 Cape Coral City -Florida Gas Tax Revenue Bonds 04/20/2010 40.50 Osceola Co School Board Certificates of Participation 04/07/2010 29,00 Brevard Co SD RANsMMM_ _ Non -Ad Valorem Ref Revenue Bonds 02/19/2010 9.98 Hernando Co -Florida 02/01/2010 30.00 Key Largo WW Treatment Dist. Water Revenue Bond 01/22/2010 5.56 City of Oldsmar Fixed Rate Placement $ 5,796.00 Source: Thomson Reuters Date: 01/19/2017 Series Series 2011 A Series 2011 Series 2011 Series 2011 Series 2011 * Series 2011 _Series 2011 Series 2011mm Series 2011 _es 2011 .. Seri Series 2010 Series 2010 Series 2010 Series 2010 Series 2010 Series 2010 A & B Series 2010 Series 2010 Series 2010 Series 2010 eries2010 Series 2010 Series 2010_ Series 2010 A&B Series 2010 B Series 2010 C Series 2010 A Series 2010 A Series 2010 B ,_ Se2010 ries Series 2010 Series 2010 B Series 2010 A Series 2010 A Series 2010 B_ eries 2010 A _ Series 2010 _ Seriesies 2010___ Ser2010 Series 2010 Debt Summary for the City of Miami Beach Appendix C; RBC Capital Markets Outstanding Debt Summary for The City of Miami Beach, Florida NMI .000110**.„ NNW ANNOMMONNIMM 4011011110.1.01M sew *ININIONIONINIINO111 ANNEININOWNIMMIONk January 23, 2017 RBC Capital Markets City of Miami Beach, Florida Summary of Types of Debt Outstanding As of January 23, 2017 Amount Type of Bonds Outstanding Governmental Activities General Obligation Series 2003 $ 38,825,000 Series 2011 22,040,000 Total General Obligation Debt 60,865,000 Special Obligation (Covenant to Budget and Appropriate) Gulf Breeze Fixed Rate Loans 4,350,000 SunTrust Equipment Leasing 11,313,494 2016 Promissory Note (2005 Pension Refunding) 19,679,000 Total Special Obligation Debt 35,342,494 Tax Increment Revenue (City Center RDA) Series 2015A Series 20156 (Taxable) Total Tax Increment Revenue Bonds Resort Tax Resort Tax Revenue Bonds, Series 2015 Total Resort Tax Debt 286,245,000 35,850,000 322,095,000 191,090,000 191,090,000 Total Governmental Fund Debt 609,392,494 Business -type Activities Parking System Series 2010A 8,930,000 Series 2010B 27,405,000 Series 2015 58,825,000 Total Parking System Debt 95,160,000 Water and Sewer System Water and Sewer System Revenue. Bonds, Series 2000 30,830,000 Water and Sewer System Revenue Bonds (Gulf Breeze) 91,095,000 Total Water and Sewer Debt 121,925,000 Stormwater System Stormwater Revenue Bonds (Gulf Breeze) 7,190,000 Stormwater Revenue Bonds, Series 2011A 50,120,000 Stormwater Revenue Bonds, Series 2011 B 25,985,000 Stormwater Revenue Bonds, Series 2015 99,590,000 SRF Loans (Subordinate) 7,500,000 Total Stormwater System Debt 190,385,000 Total Business -type Debt Total Outstanding Debt 407,470,000 $ 1,016,862,494 2 Original Par Dated Principal Payment Interest Payments Earliest Call Insurer/Rating Underlying Rating Purpose City of Miami Beach, Florida Outstanding General Obligation Debt Series 2003 $62,465,000 07/11/2003 September 1 3/1, 9/1 9/1/13 @ 100% NATL RE Aa2/AA-/WD Aa2/AA+/NR New Money Principal Coupon 2017 2018 2019 1,840,000 2020 1,925,000 2021 2,005,000 2022 2,770,000 2023 2,205,000 2024 2,300,000 2025 2,395,000 2026 2,500,000 2027 2,610,000 2028 2,725,000 2029 2,845,000 2030 2,970,000 2031 3,105,000 2032 3,245,000 2033 3,385,000 T T 5.000 4.000 4.250 4.250 4.250 4.250 4.250 4.375 4,375 4.375 4.500 4.500 4.500 4.500 4.500 Outstanding $ 38,825,000 Series 2011 $34,840,000 12/01/2011 September 1 3/1, 9/1 9/1/21 © 100 None Aa2/AA+/NR Refund Series 2003;GB1985B&E Principal Coupon 3,740,000 3.000 3,845,0004,000 3,995,000 4,000 4,145,000 5.000 1;990,000 4,000° 2,150,000 5.000 2,175,000 5.000 $ 22,040,000 * = Sinking fund payment T = Final maturity of term bond n= Non -Callable 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 3 Original Par Dated Principal Payment Interest Payments Earliest Call Insurer/Rating Underlying Rating Purpose 2017 2018 2019 2020 2021 2022 2023 2024 2025 City of Miami Beach, Florida Special Obligation Bonds (Covenant to Budget and Appropriate) Gulf Breeze Series 1985E $22,500,000 08/01/2001 December 1 6/1, 12/1 12/1/11 @ 101 FGIC Caa1/CCC/WD None Fix variable rate on 1994 Sunshine Principal Coupon 1,010,000 5.000 1,060,000 * 5.000 1,110,000 * 5.000 1,170,000 T 5.000 Total $ 4,350,000 * = Sinking fund payment T = Final maturity of term bond Equipment Leases SunTrust Lease $37,500,000 02/13/2008 December 1 6/1, 12/1 Any payment date at 101% None Equipment Leases Principal Coupon 908,761 Various 999,090 1,095,182 1,197,354 1,318,492 1,452,786 1,577,761 1,710,295 1,053,773 Various Various Various Various Various Various Various Various 11,313,494 2016 Promissory Note Refunding $19,679,000 12/22/2016 September 1 3/1, 9/1 Non -Callable None Refund Series 2005 Pension Bonds Principal Coupon 4,691,000 4,583,000 4,623,000 4,633,000 1,149,000 1.690 1.690 1.690 1.690 1.690 $ 19,679,000 4 City of Miami Beach, Florida Tax Increment Revenue and Resort Tax Bonds Tax Increment Revenue Bonds (RDA) Resort Tax Bonds Series 2015A Series 2015B Taxable Series 2015 Original Par $286,245,000 $35,850,000 $194,920,000 Dated 12/15/2015 12/15/2015 12/15/2015 Principal Payment February 1 February 1 September 1 Interest Payments 8/1, 2/1 8/1, 2/1 3/1,9/1 Earliest Call 02/01/2024 Non -Callable 9/1/25 @ 100 Insurer/Rating Assured Guaranty None None Underlying Ratings A1/NNR Al/A/NR /NRAa3/Aa- Purpose Refunding and New Money Refunding New Money Principal Coupon 2017 1,815,000 4.000 2018 1,685,000 4,000 2019 1,966,000 4.000 2020 2,050,000 4.000 2021 2,135,000 4,000 2022 2,215,600 4.000_ 2023 2,310,000 4.000 2024 7,505,000 5,000;, 2025 7,885,000 5.000 2026 8,290,000 5,000 2027 8,715,000 5.000 2028 9,165,000 5.000 2029 9,635,000 5.000 2030 10,130,000 5.000 2031 10,650,000 5.000 2032 11,195,000 5.000 2033 11,770,000 5.000 2034 12,370,000 5.000 2035 13,005,000 5,000 2036 13,675,000 * 5.000 2037 14,375,000 * 5.000 2038 15,110,000 * 5.000 2039 15,885,000 * 5.000 2040 16,700,000 T 5.000 2041 17,555,000 * 5.000 2042 18,455,000 * 5.000 2043 19,405,000 * 5.000 2044 20,400,000 T 5.000 2045 Outstanding $ 286,245,000 Principal Coupon Principal Coupon Principal Coupon 4,680,000 1,926 4,785,000 2 407 4,020 000 2.796 5970,000 3126': 5,260,000 3 365 , 6,460,000 3 585 5,675 000 3.668 i $ 35,850,000 3,170 000 2900 3,309,000 3,0001 3,465,000 3.000'? 3,636,000 3 000 f 3,820,000 2.000 't 410,000 2;250 4,170900 2.600 4,380,000 3.000 4,595,000 39001 4,825,000 3.000 5,070,000 3.125 5.220,000 3.250 5,480,000 3.375 5,755,000 3.500 6,045,000 3.500 6,345,000 3.500 6,660,000 3.625 6,995,000 7,345,000 5.000 7,710,000 * 3.750 8,100,000 * 5.000 8,505,000 * 5.000 8,925,000 * 5.000 9,375,000 T 5.000 8,020,000 * 5.000 8,405,000 * 4.000 8,820,000 * 4.000 9,250,000 * 4.000 9,695,000 T 4.000 $ 181,090,000 * = Sinking fund payment T = Final maturity of term bond El= Non -Callable 1,825,000 * 5.000 1,910,000 * 4.000 1,995,000 * 4.000 2,085,000 * 4.000 2,185,000 T 4.000 10,000,000 191,090,000 5 Original Par Dated Principal Payment Interest Payments Earliest Call Insurer/Rating Underlying Ratings Purpose 2017 2017 2018 2019 2020 2021 2022 2023 2024 2025 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 Outstanding Series 2010A $17,155,000 11/16/2010 September 1 3/1, 9/1 9/1/20 @ 100 None A2/A+/NR Refunding Series 1997 Principal Coupon 1,250,000 5,000 275,000 3,000 1,590t000 4.000 1690,000 4.000 1,725;000 6,000`; 1,810,000 5.000 620,000 4.000 City of Miami Beach, Florida Parking Revenue Debt Series 2010B $27,405,000 11/16/2010 September 1 3/1, 9/1 9/1/20 @ 100 None A2/A+/NR Parking Facility Improvements Principal Coupon 1,170,000 4.000 960,000 4.125 1,000,000 4.250 350,000 5.000 695,000 * 4.625 1,095,000 * 4.625 1,145,000 * 4.625 1,195,000 * 4.625 1,250,000 * 4.625 1,310,000 T 4.625 1,370,000 * 5.000 1,440,000 * 5.000. 1,510,000 * 5.000 1,585,000 * 5.000 1,665,000 * 5,000 1,750,000 * 5.000 1,835,000 * 5.000 1,930,000 * 5.000 2,025,000 * 5.000 2,125,000 T 5,000 $ 8,930,000 $ 27,405,000 *= Sinking fund payment T = Final maturity of term bond Non -callable Series 2015 $58,825,000 12/15/2015 September 1 3/1, 9/1 9/1/25 @ 100 None A2/A+/NR Parking Facility Improvements Principal Coupon 75,000 3.000 2017 2017 80,000 4,000 2018 80,000 3.000> 2019 80,0f0 4.000 2020 85,000 3.000 2021 200,000 4..000 2022 1,110,400 5.000 2023 .1,165,000 5,.600. 2024 1220,000 5.000 2025 2025 1,280,000 5.000 2026 1,345,000 5.000 2027 1,415,000 5.000 2028 1,485,000 5.000 2029 1,560,000 5.000 2030 1,635,000 5.000 2031 1,715,000 5.000 2032 1,805,000 5.000 2033 1,895,000 5.000 2034 1,990,000 5.000 2035 2,090,000 * 5.000 2036 2,195,000 * 5.000 2037 2,300,000 * 5.000 2038 2,415,000 * 5.000 2039 2,540,000 T 5.000 2040 4,900,000 * 5.000 2041 5,140,000 * 5.000 2042 5,400,000 * 5,000 2043 5,670,000 * 5.000 2044 5,955,000 T 5.000 2045 58,825,000 6 City of Miami Beach, Florida Outstanding Water & Sewer Revenue Debt Series 2000 Series 2006E-2 Series 2006E Original Par $54,310,000 $18,300,000 $5,700,000 Dated 08/15/2000 05/01/2006 05/01/2006 Principal Payment September 1 December 1 December 1 Interest Payments 3/1, 9/1 6/1, 12/1 6/1, 12/1 Earliest Call 9/1/10 @ 101% 12/1/16 © 100% 12/1/16 @ 100% Insurer/Rating AMBAC Aa3 FGIC Caa1/CCC/WD FGIC Caa1/CCC/WD Underlying Ratings Aa3 None None Purpose New Money New Money New Money Gulf Breeze Gulf Breeze Principal Coupon Principal Coupon Principal Coupon 2017 4,095,000 4.500 - 2018 4,285,000 4.500 - 2019 3,515,000 4.500 995,000 5.000 2020 4,705,000 5.000 2021 2022 2023 2024 3,725,000 * 5.750 2025 3,935,000 T 5.750 2026 4,165,000 * 5.500 2027 4,395,000 T 5.500 2028 4,635,000 * 5.000 2029 4,865,000 * 5.000 2030 5,110,000 T 5.000 Total $ 30,830,000 $ 11,895,000 $ 5,700,000 * = Sinking fund payment T = Final maturity of term bond 7 anal Par ated est CaII 3r/Rating ng Ratings rpose 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 City of Miami Beach Outstanding Water & Sewer Revenue Debt Series 1985J1 -A Series 1985J1 -B $8,500,000 $18,300,000 02/17/2010 02/17/2010 December 1 December 1 6/1, 12/1 6/1, 12/1 Non -Callable Non -Callable None None A2/A+ (underlying only) A2/A+ (underlying only) Refunding of Series 2000 Refunding of Series 2000 Gulf Breeze Gulf Breeze Principal Coupon Principal Coupon 2,605 000 4,200 4710,000 4,375 2,825,000 4.500 2,955,000 4.500 $ 11,095,000 = Sinking fund payment Series 1985J1 -C $27,500,000 02/17/2010 December 1 6/1, 12/1 Non -Callable None A2/A+ (underlying only) New Money Gulf Breeze Principal Coupon 10,000,000 4,500 $ 10,000,000 Series 1985J1 -B was issued simulatenously with the Series 2010 Crossover Refunding Bonds. On 12/1/20, the Issuer will assume the debt service of the Series 2010 bonds in lieu of the 10,000,000 bullet 30,000,000 4.800 Series 2010 $40,000,000 02/17/2010 December 1 6/1, 12/1 12/1/20 @ 100% None A2/A+ (underlying only) Crossover Refunding of 1985J1B&C Gulf Breeze Principal Coupon 3,170, 000 3,330,000 3,500,000 2,720,000 2,855,000 3,000,000 3,150, 000 3,305,000 3,475,000 3,645,000 3,830,000 4,020,000 T T 5.000 5,000 4.820 (1) 5.000 5,000 5.000 5.000 5.000 5.000 5.000 5.000 5.000 $ 30,000,000 $ 40,000,000 Series 1985J1 -C was issued Crossover Refunding Excrow pays simulatenously with the Series interest through 12/1/20 and term 2010 Crossover Refunding Bonds. maturity on Series 1985J-1 B & J1 -C. On 12/1/20, the Issuer will assume Thereafter City pays P&I. the debt service of the Series 2010 bonds in lieu of the 30,000,000 bullet T = Final maturity of term bond n= Non -Callable (1) Bifurcated coupon 8 Original Par Dated Principal Payment Interest Payments Earliest CaII Insurer/Rating Underlying Ratings Purpose 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 Outstanding Series 1985J2 $16,185,000 02/10/2010 December 1 6/1, 12/1 Non -Callable None A2/A+ (underlying only) Refunding of Series 2000 Principal Coupon 1,685 000 4.200 1,755,000 4,375 1,835 000 4.500 1,915,000 4,600 * = Sinking fund payment $ 7,190,000 City of Miami Beach, Florida Outstanding Stormwater Revenue Debt Series 2011A $52,130,000 12/07/2011 September 1 3/1, 9/1 9/1/21 @ 100 None Aa3/AA- New Money Principal Coupon Principal 1,085,000 4,000'; 1,110,000 5.000 1 1,165,000 5,000 1,225 000 5000 1 1;285,000 5.000' 1,350,000 5.000 1,415,000 5.250 1,490,000 5.250 1,570,000 5.250 1,650,000 5.250 1,740,000 4.125 1,810,000 5,250 1,905,000 4.375 1,990,000 5.250 2,095,000 4.500 1,365,000 * 4.700 1,430,000 * 4.700 1,490,000 * 4.700 1,560,000 * 4.700 1,625,000 T 4.700 2,400,000 * 4.750 2,520,000 * 4.750 2,635,000 * 4.750 2,765,000 * 4.750 2,900,000 T 4.750 Coupon 820,000 * 5.000 860,000 * 5.000 910,000 * 5.000 960,000 * 5.000 1,015,000 T 5.000 365,000 * 5.000 380,000 * 5.000 400,000 * 5.000 420,000 * 5.000 435,000 T 5.000 $ 43,555,000 $ 6,565,000 T = Final maturity of term bond El= Non -Callable Series 2011B $26,575,000 12/07/2011 September 1 3/1, 9/1 9/1/21 @ 100 None Aa3/AA- Refund Series 2000 Principal Coupon 140,000 145,000 150,000 155 000 2,295,000 2,410,000 2,540,000 2,670,000 2,810,000 2,935,000 3,065,000 3,200,000 3,340,000 T 4.000 5,000 i, 3,000 5000; 5.000 j 5.250 5.250 5.250 5.250 4.375 4.375 4.375 4.375 4.375 $ 25,985,000 9 Original Par Dated Principal Payment Interest Payments Earliest Call Insurer/Rating Underlying Ratings Purpose 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 City of Miami Beach, Florida Outstanding Stormwater Revenue Debt Series 2015 $99,590,000 08/05/2015 September 1 3/1, 9/1 9/1/25 @ 100 None Aa3/AA- New Money Principal Coupon 435,000 2.000'; 440,000 3000 460,000 3,000' 475,000 3.0001 49$,000 2;000 330,000 2;2501 346;0166 2;5oo 300,0-00- 3,600 360,006 3,000 375,000 3.000 380,000 3.125 395,000 3.250 405,000 3.375 420,000 3.500 3,920,000 3.500 4,060,000 3,500 4,200,000 3.625 4,355,000 * 3,750 1,000,000 5.000 3,515,000 * 3.750 4,695,000 T 3.750 4,875,000 * 5.000 5,115,000 * 5.000 5,375,000 * 5.000 5,640,000 * 5.000 5,925,000 T 5.000 9,715,000 * 4.000 10,100,000 * 4.000 10,505,000 * 4.000 10,925,000 T 4.000 Outstanding $ 99,590,000 * = Sinking fund payment T = Final maturity of term bond SRF (Subordinate) $7,500,000 TBD TBD Anytime without Penalty None None Planning Loan - New Money Principal Coupon $ 7,500,000 Planning loan being drawn - no schedule yet. = Non -Callable 10 Detailed Water and Sewer and General Obligation Refunding Numbers Appendix RBC Capital Markets Jan 19, 2017 3:36 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) TABLE OF CONTENTS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money Same Length as Existing Debt Service Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Report Page Aggregate Debt Service Sources and Uses of Funds Summary of Refunding Results Savings Bond Summary Statistics Bond Pricing 1 2 3 4 5 Jan 19, 2017 3:36 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Elelen2017COMB) Page 1 AGGREGATE DEBT SERVICE City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money Same Length as Existing Debt Service Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Series 2017 Current Refunding Series 2017 2009 IB and IC Period Remaining Proposed New net Crossover Aggregate Ending 2000 Bonds Money 2006B2GB 2006E GB 2009J1A GB ds 85JIBC Debt Service 09/30/2017 322,500 508,625 267,637.50 142,500 244,036.25 1,485,298.75 09/30/2018 1,290,000 2,034,500 4,538,137.50 285,000 3,038,367.50 1,800,000 12,986,005.00 09/30/2019 1,290,000 2,034,500 4,539,587.50 285,000 3,029,381.25 1,800,000 12,978,468.75 09/30/2020 1,290,000 2,034,500 3,594,087.50 1,255,125 3,021,537.50 1,800,000 12,995,250.00 09/30/2021 1,290,000 2,034,500 4,822,625 3,021,487.50 996,906.25 1,800,000 13,965,518,75 09/30/2022 1,290,000 2,307,500 5,084,562.50 8,682,062.50 09/30/2023 1,290,000 2,308,125 5,082,062.50 8,680,187.50 09/30/2024 1,290,000 2,303,125 5,084,406.25 8,677,531,25 09/30/2025 4,975,500 2,205,000 1,500,000.00 8,680,500,00 09/30/2026 4,976,625 2,203,750 1,500,000.00 8,680,375.00 09/30/2027 4,977,750 2,202,000 1,500,000.00 8,679,750.00 09/30/2028 4,978,375 2,199,750 1,500,000.00 8,678,125.00 09/30/2029 4,973,125 2,206,750 1,500,000.00 8,679,875,00 09/30/2030 4,976,375 2,203,000 1,500,000.00 8,679,375,00 09/30/2031 7,181,000 1,500,000,00 8,681,000.00 09/30/2032 4,527,125 4,152,000,00 8,679,125.00 09/30/2033 4,530,500 4,147,625.00 8,678,125.00 09/30/2034 4,535,875 4,146,250.00 8,682,125.00 09/30/2035 4,537,875 4,142,500.00 8,680,375.00 09/30/2036 4,546,000 4,136,125.00 8,682,125,00 09/30/2037 4,544,875 4,136,625,00 8,681,500.00 09/30/2038 4,549,125 4,128,625.00 8,677,750.00 09/30/2039 4,553,125 4,126,750.00 8,679,875.00 09/30/2040 4,561,250 4,120,500.00 .8,681,750.00 39,210,250 76,852,375 12,939,450.00 6,790,250 12,354,810.00 63,984,937.50 7,200,000 219,332,072.50 Jan 19, 2017 3:36 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 2 Sources: SOURCES AND USES OF FUNDS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money Same Length as Existing Debt Service Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Dated Date 03/01/2017 Delivery Date 03/01/2017 Series 2017 Current Refunding Series 2017 Remaining 2000 Proposed New Bonds Money Total Bond Proceeds: Par Amount 25,800,000.00 40,690,000.00 66,490,000.00 Premium 5,430,640.85 9,717,878.75 15,148,519.60 31,230,640.85 50,407,878.75 81,638,519.60 Uses: Series 2017 Current Refunding Series 2017 Remaining 2000 Proposed New Bonds Money Total Project Fund Deposits: Project Fund Refunding Escrow Deposits: Cash Deposit Delivery Date Expenses: Cost of Issuance Other Uses of Funds: Additional Proceeds 50,000,000.00 50,000,000.00 30,966,812.50 30,966,812.50 258,000.00 406,900.00 664,900.00 5,828.35 978,75 6,807.10 31,230,640.85 50,407,878.75 81,638,519.60 Jan 19, 2017 3:36 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 3 SUMMARY OF REFUNDING RESULTS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money Same Length as Existing Debt Service Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Dated Date 03/01/2017 Delivery Date 03/01/2017 Arbitrage yield 3.029137% Escrow yield 0.000000% Value of Negative Arbitrage Bond Par Amount True Interest Cost Net Interest Cost All -In TIC Average Coupon Average Life Par amount of refunded bonds Average coupon of refunded bonds Average life of refunded bonds PV of prior debt to 03/01/2017 @ 3.029137% Net PV Savings Percentage savings of refunded bonds 25,800,000.00 2.661734% 2.975190% 2.761221% 5.000000% 10.396 30,830,000.00 5.269219% 10.710 37,099,247.67 6,814,394.04 22,103127% Jan 19, 2017 3:36 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Ilelen:2017COMB) Page 4 Date SAVINGS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money Same Length as Existing Debt Service Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Present Value Prior Refunding to 03/01/2017 Debt Service Debt Service Savings @ 3.0291371% 09/30/2017 820,875.00 322,500.00 498,375.00 488,542.62 09/30/2018 1,641,750.00 1,290,000.00 351,750.00 329,412.42 09/30/2019 1,641,750.00 1,290,000.00 351,750.00 319,656.27 09/30/2020 1,641,750.00 1,290,000.00 351,750.00 310,189,06 09/30/2021 1,641,750.00 1,290,000.00 351,750.00 301,002.24 09/30/2022 1,641,750.00 1,290,000.00 351,750.00 292,087.51 09/30/2023 1,641,750.00 1,290,000.00 351,750.00 283,436.80 09/30/2024 5,366,750.00 1,290,000.00 4,076,750.00 3,248,081.81 09/30/2025 5,362,562.50 4,975,500.00 387,062.50 226,780.03 09/30/2026 5,366,300.00 4,976,625.00 389,675.00 219,580.23 09/30/2027 5,367,225.00 4,977,750.00 389,475.00 210,484.26 09/30/2028 5,365,500.00 4,978,375.00 387,125.00 200,095.15 09/30/2029 5,363,750.00 4,973,125,00 390,625.00 194,240.45 09/30/2030 5,365,500.00 4,976,375.00 389,125.00 184,976.82 48,228,962.50 39,210,250.00 9,018,712.50 6,808,565.69 Savings Summary PV of savings from cash flow Plus: Refunding funds on hand 6,808,565.69 5,828.35 Net PV Savings 6,814,394.04 Jan 19, 2017 3:36 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Flelen:2017COMB) Page 5 Bond Component BOND SUMMARY STATISTICS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money Same Length as Existing Debt Service Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Dated Date 03/01/2017 Delivery Date 03/01/2017 First Coupon 06/01/2017 Last Maturity 12/01/2039 Arbitrage Yield True Interest Cost (TIC) Net Interest Cost (NIC) All -In TIC Average Coupon Average Life (years) Weighted Average Maturity (years) Duration of Issue (years) Par Amount Bond Proceeds Total Interest Net Interest Bond Years from Dated Date Bond Years from Delivery Date Total Debt Service Maximum Annual Debt Service Average Annual Debt Service Underwriter's Fees (per $1000) Average Takedown Other Fee Total Underwriter's Discount 3,029137% 3.051685% 3.472088% 3.126733% 5.000000% 14,911 14.978 11.078 66,490,000.00 81,638,519.60 49,572,625.00 34,424,105.40 991,452,500.00 991,452,500.00 116,062,625.00 7,181,000,00 5,101,653,85 Bid Price 122.783155 Average Par Average Average Maturity PV of 1 bp Value Price Coupon Life Date change Bond Component term40 57,815,000.00 122.583 5.000% 13.808 12/21/2030 72,573.90 8,675,000.00 124.114 5.000% 22.263 06/05/2039 14,574.00 66,490,000.00 14.911 87,147.90 TIC All -In Arbitrage TIC Yield Par Value 66,490,000.00 66,490,000,00 66,490,000.00 + Accrued Interest + Premium (Discount) 15,148,519.60 15,148,519,60 15,148,519.60 - Underwriter's Discount - Cost of Issuance Expense -664,900.00 - Other Amounts Target Value 81,638,519.60 80,973,619.60 81,638,519.60 Target Date 03/01/2017 03/01/2017 03/01/2017 Yield 3.051685% 3,126733% 3.029137% Jan 19, 2017 3:36 pm Prepared by DBC Finance (Finance 7,017 Miami Beach WS 2017 from Ilelen:2017COMB) Page 6 Bond Component BOND PRICING City of Miami Beach, Florida Water & Sewer Revenue Boners 2017 Combined Refunding and New Money Same Length as Existing Debt Service Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Maturity Call Call Premium Date Amount Rate Yield Price Date Price (-Discount) Bond Component: term40: 12/01/2021 280,000 5.000% 1.730% 114.847 41,571.60 12/01/2022 295,000 5.000% 1.950% 116.511 48,707.45 12/01/2023 305,000 5.000% 2.140% 117,883 54,543,15 12/01/2024 4,000,000 5.000% 2.330% 118.828 753,120.00 12/01/2025 4,205,000 5.000% 2.470% 119.795 832,379.75 12/01/2026 4,420,000 5.000% 2,610% 120.452 903,978.40 12/01/2027 4,645,000 5.000% 2.690% 121.436 995,702.20 12/01/2028 4,885,000 5.000% 2.770% 122.231 1,085,984.35 12/01/2029 5,135,000 5,000% 2.850% 122.845 1,173,090.75 12/01/2030 5,400,000 5.000% 2.930% 123.284 1,257,336.00 12/01/2031 2,955,000 5.000% 3.010% 123.557 696,109.35 12/01/2032 3,110,000 5.000% 3.070% 123.955 745,000.50 12/01/2033 3,275,000 5.000% 3.130% 124.227 793,434.25 12/01/2034 3,445,000 5,000% 3.190% 124.381 839,925.45 12/01/2035 3,630,000 5.000% 3.240% 124.582 892,326.60 12/01/2036 3,815,000 5,000% 3.280% 124.853 948,141.95 12/01/2037 4,015,000 5.000% 3.310% 124.789 C 06/01/2037 100.000 995,278.35 57,815,000 13,056,630.10 12/01/2038 4,225,000 5,000% 3.350% 124.114 C 06/01/2037 100.000 1,018,816.50 12/01/2039 4,450,000 5.000% 3.350% 124.114 C 06/01/2037 100.000 1,073,073.00 12/01/2040 5.000% 3.350% 124.114 C 06/01/2037 100.000 8,675,000 2,091,889.50 66,490,000 15,148,519.60 Dated Date 03/01/2017 Delivery Date 03/01/2017 First Coupon 06/01/2017 Par Amount 66,490,000.00 Premium 15,148,519.60 Production Underwriter's Discount Purchase Price Accrued Interest 81,638,519.60 122.783155% 81,638,519.60 122.783155% Net Proceeds 81,638,519.60 Jan 19, 2017 3:34 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) TABLE OF CONTENTS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Standard Uniform Savings Report Page Aggregate Debt Service Sources and Uses of Funds Summary of Refunding Results Savings Bond Summary Statistics Bond Pricing 1 2 3 4 5 6 Jan 19, 2017 3:34 pm Prepared by DBC Finance (Finance 7.017 Miatni Beach WS 2017 from Helen2017COMB) Page 1 AGGREGATE DEBT SERVICE City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Standard Uniform Savings Series 2017 Current Refunding Series 2017 2009 1B and IC Period Remaining Proposed New net Crossover Aggregate Ending 2000 Bonds Money 2006B2GB 2006E GB 2009) IA GB ds 85J1BC Debt Service 09/30/2017 323,500 512,562.50 267,637.50 142,500 244,036.25 1,490,236.25 09/30/2018 1,294,000 2,050,250.00 4,538,137.50 285,000 3,038,367.50 1,800,000 13,005,755.00 09/30/2019 1,294,000 2,050,250,00 4,539,587.50 285,000 3,029,381.25 1,800,000 12,998,218.75 09/30/2020 1,294,000 2,050,250.00 3,594,087.50 1,255,125 3,021,537.50 1,800,000 13,015,000.00 09/30/2021 1,294,000 2,050,250.00 4,822,625 3,021,487.50 996,906.25 1,800,000 13,985,268.75 09/30/2022 1,294,000 2,050,250,00 5,084,562.50 8,428,812.50 09/30/2023 1,294,000 2,050,250:00 5,082,062.50 8,426,312.50 09/30/2024 4,384,750 2,050,250,00 5,084,406.25 11,519,406.25 09/30/2025 4,377,375 2,050,250.00 1,500,000.00 7,927,625.00 09/30/2026 4,381,750 2,050,250,00 1,500,000.00 7,932,000.00 09/30/2027 4,382,250 2,050,250.00 1,500,000.00 7,932,500.00 09/30/2028 4,378,625 2,050,250.00 1,500,000.00 7,928,875,00 09/30/2029 4,380,375 2,050,250.00 1,500,000.00 7,930,625.00 09/30/2030 4,381,875 2,050,250.00 1,500,000.00 7,932,125.00 09/30/2031 4,361,000.00 1,500,000.00 5,861,000.00 09/30/2032 1,931,750,00 4,152,000.00 6,083,750.00 09/30/2033 1,931,750.00 4,147,625.00 6,079,375.00 09/30/2034 1,931,750.00 4,146,250.00 6,078,000.00 09/30/2035 1,931,750.00 4,142,500.00 6,074,250.00 09/30/2036 1,931,750.00 4,136,125.00 6,067,875.00 09/30/2037 1,931,750,00 4,136,625.00 6,068,375,00 09/30/2038 1,931,750.00 4,128,625.00 6,060,375.00 09/30/2039 1,931,750,00 4,126,750.00 6,058,500,00 09/30/2040 1,931,750.00 4,120,500.00 6,052,250.00 09/30/2041 5,861,000.00 5,861,000.00 09/30/2042 5,859,375.00 5,859,375.00 09/30/2043 5,857,250.00 5,857,250.00 09/30/2044 5,859,000.00 5,859,000.00 09/30/2045 5,859,000.00 5,859,000.00 09/30/2046 5,856,750,00 5,856,750.00 09/30/2047 5,856,625,00 5,856,625.00 09/30/2048 5,857,875.00 5,857,875.00 38,754,500 95,779,437.50 12,939,450.00 6,790,250 12,354,810.00 63,984,937,50 7,200,000 237,803,385.00 Jan 19, 2017 3:34 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 2 Sources: SOURCES AND USES OF FUNDS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Standard Uniform Savings Dated Date 03/01/2017 Delivery Date 03/01/2017 Series 2017 Current Refunding Series 2017 Remaining 2000 Proposed New Bonds Money Total Bond Proceeds: Par Amount 25,880,000.00 41,005,000.00 66,885,000.00 Premium 5,347,196.00 9,405,951.90 14,753,147.90 31,227,196.00 50,410,951.90 81,638,147.90 Uses: Series 2017 Current Refunding Series 2017 Remaining 2000 Proposed New Bonds Money Total Project Fund Deposits: Project Fund Refunding Escrow Deposits: Cash Deposit Delivery Date Expenses: Cost of Issuance Other Uses of Funds: Additional Proceeds 50,000,000.00 50,000,000.00 30,966,812.50 30,966,812.50 258,800.00 410,050.00 668,850.00 1,583.50 901,90 2,485,40 31,227,196.00 50,410,951.90 81,638,147.90 Jan 19, 2017 3:34 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 3 SUMMARY OF REFUNDING RESULTS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Standard Uniform Savings Dated Date 03/01/2017 Delivery Date 03/01/2017 Arbitrage yield 3.194529% Escrow yield 0.000000% Value of Negative Arbitrage Bond Par Amount True Interest Cost Net Interest Cost All -In TIC Average Coupon Average Life Par amount of refunded bonds Average coupon of refunded bonds Average life of refunded bonds PV of prior debt to 03/01/2017 @ 3.194529% Net PV Savings Percentage savings of refunded bonds 25,880,000,00 2.617331% 2.923338% 2.720725% 5,000000% 9.949 30,830,000.00 5.269219% 10.710 36,587,905.58 6,773,823.28 21,971532% Jan 19, 2017 3:34 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 4 Date SAVINGS City of Miami Beach, Florida. Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Standard Uniform Savings Present Value Prior Refunding to 03/01/2017 Debt Service Debt Service Savings @ 3.1945293% 09/30/2017 820,875.00 323,500.00 497,375.00 487,022.62 09/30/2018 1,641,750.00 1,294,000.00 347,750.00 324,359.46 09/30/2019 1,641,750.00 1,294,000.00 347,750.00 314,240.78 09/30/2020 1,641,750.00 1,294,000.00 347,750.00 304,437.75 09/30/2021 1,641,750,00 1,294,000.00 347,750.00 294,940.54 09/30/2022 1,641,750.00 1,294,000.00 347,750.00 285,739,61 09/30/2023 1,641,750.00 1,294,000.00 347,750.00 276,825.70 09/30/2024 5,366,750.00 4,384,750.00 982,000.00 708,635,67 09/30/2025 5,362,562.50 4,377,375.00 985,187.50 686,770.55 09/30/2026 5,366,300.00 4,381,750.00 984,550.00 662,416.79 09/30/2027 5,367,225.00 4,382,250.00 984,975.00 639,674.68 09/30/2028 5,365,500.00 4,378,625.00 986,875.00 618,678.35 09/30/2029 5,363,750.00 4,380,375.00 983,375.00 594,648.28 09/30/2030 5,365,500.00 4,381,875.00 983,625.00 573,849.00 48,228,962.50 38,754,500.00 9,474,462.50 6,772,239.78 Savings Summary PV of savings from cash flow Plus: Refunding funds on hand 6,772,239.78 1,583.50 Net PV Savings 6,773,823.28 Jan 19, 2017 3:34 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 5 Bond Component BOND SUMMARY STATISTICS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Standard Uniform Savings Dated Date 03/01/2017 Delivery Date 03/01/2017 First Coupon 06/01/2017 Last Maturity 12/01/2047 Arbitrage Yield 3.194529% True Interest Cost (TIC) 3.407772% Net Interest Cost (NIC) 3.909580% All -In TIC 3.470427% Average Coupon 5.000000% Average Life (years) 20.228 Weighted Average Maturity (years) 20.309 Duration of Issue (years) 13.380 Par Amount 66,885,000.00 Bond Proceeds 81,638,147.90 Total Interest 67,648,937.50 Net Interest 52,895,789.60 Bond Years from Dated Date 1,352,978,750,00 Bond Years from Delivery Date 1,352,978,750.00 Total Debt Service 134,533,937.50 Maximum Annual Debt Service 6,435,000.00 Average Annual Debt Service 4,375,087.40 Underwriter's Fees (per $1000) Average Takedown Other Fee Total Underwriter's Discount Bid Price 122,057484 Average Par Average Average Maturity PV of 1 bp Value Price Coupon Life Date change Bond Component 28,250,000.00 120.882 5.000% 10.268 06/07/2027 28,141.20 term40 4,030,000.00 124.114 5.000% 23.750 11/29/2040 6,770.40 term47 34,605,000.00 122.778 5.000% 27.949 02/10/2045 57,098.25 66,885,000.00 20.228 92,009.85 TIC All -In Arbitrage TIC Yield Par Value 66,885,000.00 66,885,000.00 66,885,000.00 + Accrued Interest + Premium (Discount) 14,753,147.90 14,753,147.90 14,753,147.90 - Underwriter's Discount - Cost of Issuance Expense -668,850:00 - Other Amounts Target Value 81,638,147.90 80,969,297.90 81,638,147.90 Target Date 03/01/2017 03/01/2017 03/01/2017 Yield 3.407772% 3.470427% 3.194529% Jan 19, 2017 3:34 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Tlelen:2017COMB) Page 6 Bond Component BOND PRICING City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Standard Uniform Savings Maturity Call Call Premium Date Amount Rate Yield Price Date Price (-Discount) Bond Component: term40: term47: 12/01/2023 3,170,000 5.000% 2.140% 117.883 566,891.10 12/01/2024 3,325,000 5.000% 2.330% 118.828 626,031.00 12/01/2025 3,500,000 5.000% 2.470% 119.795 692,825.00 12/01/2026 3,680,000 5.000% 2,610% 120.452 752,633.60 12/01/2027 3,865,000 5.000% 2.690% 121.436 828,501.40 12/01/2028 4,065,000 5.000% 2.770% 122.231 903,690.15 12/01/2029 4,275,000 5.000% 2.850% 122.845 976,623.75 12/01/2030 2,370,000 5.000% 2.930% 123.284 551,830.80 28,250,000 5,899,026,80 12/01/2040 4,030,000 5.000% 3.350% 124.114 C 06/01/2037 100.000 971,794.20 12/01/2041 4,235,000 5.000% 3.430% 122.778 C 06/01/2037 100.000 964,648.30 12/01/2042 4,450,000 5,000% 3.430% 122.778 C 06/01/2037 100.000 1,013,621.00 12/01/2043 4,680,000 5.000% 3,430% 122.778 C 06/01/2037 100,000 1,066,010.40 12/01/2044 4,920,000 5.000% 3.430% 122,778 C 06/01/2037 100,000 1,120,677.60 12/01/2045 5,170,000 5,000% 3.430% 122.778 C 06/01/2037 100.000 1,177,622.60 12/01/2046 5,435,000 5.000% 3.430% 122.778 C 06/01/2037 100.000 1,237,984.30 12/01/2047 5,715,000 5.000% 3.430% 122,778 C 06/01/2037 100.000 1,301,762.70 34,605,000 7,882,326.90 66,885,000 14,753,147.90 Dated Date 03/01/2017 Delivery Date 03/01/2017 First Coupon 06/01/2017 Par Amount 66,885,000.00 Premium 14,753,147.90 Production Underwriter's Discount Purchase Price Accrued Interest 81,638,147,90 122,057484% 81,638,147,90 122.057484% Net Proceeds 81,638,147.90 Jan 19, 2017 3:32 pm Prepared by DBC Finance (Finance 7,017 Miami Beach WS 2017 from Helen:2017COMB) TABLE OF CONTENTS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Report Page Aggregate Debt Service Sources and Uses of Funds Summary of Refunding Results Savings Bond Summary Statistics Bond Pricing 1 2 3 4 5 Jan 19, 2017 3:32 pin Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 1 AGGREGATE DEBT SERVICE City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Series 2017 Current Refunding Series 2017 2009 1B and IC Period Remaining Proposed New net Crossover Aggregate Ending 2000 Bonds Money 2006B2GB 2006E GB 2009J IA GB ds 85J1BC Debt Service 09/30/2017 322,500 512,562.50 267,637.50 142,500 244,036,25 1,489,236.25 09/30/2018 1,290,000 2,050,250.00 4,538,137,50 285,000 3,038,367.50 1,800,000 13,001,755,00 09/30/2019 1,290,000 2,050,250.00 4,539,587.50 285,000 3,029,381.25 1,800,000 12,994,218.75 09/30/2020 1,290,000 2,050,250.00 3,594,087,50 1,255,125 3,021,537.50 1,800,000 13,011,000.00 09/30/2021 1,290,000 2,050,250.00 4,822,625 3,021,487.50 996,906.25 1,800,000 13,981,268.75 09/30/2022 1,290,000 2,050,250.00 5,084,562.50 8,424,812,50 09/30/2023 1,290,000 2,050,250.00 5,082,062.50 8,422,312.50 09/30/2024 1,290,000 2,050,250,00 5,084,406.25 8,424,656.25 09/30/2025 4,975,500 2,050,250,00 1,500,000,00 8,525,750.00 09/30/2026 4,976,625 2,050,250.00 1,500,000.00 8,526,875.00 09/30/2027 4,977,750 2,050,250,00 1,500,000.00 8,528,000.00 09/30/2028 4,978,375 2,050,250.00 1,500,000,00 8,528,625.00 09/30/2029 4,973,125 2,050,250.00 1,500,000.00 8,523,375.00 09/30/2030 4,976,375 2,050,250,00 1,500,000.00 8,526,625,00 09/30/2031 4,361,000.00 1,500,000.00 5,861,000.00 09/30/2032 1,931,750.00 4,152,000.00 6,083,750.00 09/30/2033 1,931,750.00 4,147,625.00 6,079,375,00 09/30/2034 1,931,750.00 4,146,250.00 6,078,000,00 09/30/2035 1,931,750.00 4,142,500, 00 6,074,250,00 09/30/2036 1,931,750.00 4,136,125.00 6,067,875.00 09/30/2037 1,931,750.00 4,136,625.00 6,068,375,00 09/30/2038 1,931,750.00 4,128,625.00 6,060,375.00 09/30/2039 1,931,750.00 4,126,750.00 6,058,500.00 09/30/2040 1,931,750,00 4,120,500.00 6,052,250.00 09/30/2041 5,861,000.00 5,861,000,00 09/30/2042 5,859,375.00 5,859,375.00 09/30/2043 5,857,250.00 5,857,250.00 09/30/2044 5,859,000,00 5,859,000.00 09/30/2045 5,859,000.00 5,859,000,00 09/30/2046 5,856,750,00 5,856,750.00 09/30/2047 5,856,625.00 5,856,625.00 09/30/2048 5,857,875.00 5,857,875.00 39,210,250 95,779,437.50 12,939,450.00 6,790,250 12,354,810.00 63,984,937.50 7,200,000 238,259,135,00 Jan 19, 2017 3:32 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 2 Sources: SOURCES AND USES OF FUNDS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Dated Date 03/01/2017 Delivery Date 03/01/2017 Series 2017 • Current Refunding Series 2017 Remaining 2000 Proposed New Bonds Money Total Bond Proceeds: Par Amount 25,800,000.00 41,005,000.00 66,805,000.00 Premium 5,430,640.85 9,405,951.90 14,836,592.75 31,230,640.85 50,410,951.90 81,641,592.75 Uses: Series 2017 Current Refunding Series 2017 Remaining 2000 Proposed New Bonds Money Total Project Fund Deposits: Project Fund Refunding Escrow Deposits: Cash Deposit Delivery Date Expenses: Cost of Issuance Other Uses of Funds: Additional Proceeds 50,000,000,00 50,000,000.00 30,966,812.50 30,966,812.50 258,000.00 410,050.00 668,050.00 5,828.35 901.90 6,730.25 31,230,640.85 50,410,951.90 81,641,592.75 Jan 19, 2017 3:32 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 3 SUMMARY OF REFUNDING RESULTS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Dated Date 03/01/2017 Delivery Date 03/01/2017 Arbitrage yield 3.200863% Escrow yield 0,000000% Value of Negative Arbitrage Bond Par Amount True Interest Cost Net Interest Cost All -In TIC Average Coupon Average Life Par amount of refunded bonds Average coupon of refunded bonds Average life of refunded bonds PV of prior debt to 03/01/2017 @ 3.200863% Net PV Savings Percentage savings of refunded bonds 25,800,000.00 2.661734% 2.975190% 2.761221% 5.000000% 10,396 30,830,000.00 5.269219% 10.710 36,568,498.90 6,711,113.48 21.768127% Jan 19, 2017 3:32 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 4 Date SAVINGS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Present Value Prior Refunding to 03/01/2017 Debt Service Debt Service Savings @ 3.2008628% 09/30/2017 820,875.00 322,500.00 498,375.00 487,994.53 09/30/2018 1,641,750.00 1,290,000.00 351,750.00 328,189.79 09/30/2019 1,641,750.00 1,290,000.00 351,750.00 317,931.79 09/30/2020 1,641,750,00 1,290,000.00 351,750.00 307,994.42 09/30/2021 1,641,750.00 1,290,000.00 351,750.00 298,367.66 09/30/2022 1,641,750,00 1,290,000.00 351,750.00 289,041.80 09/30/2023 1,641,750.00 1,290,000.00 351,750.00 280,007,42 09/30/2024 5,366,750.00 1,290,000.00 4,076,750.00 3,206,829.19 09/30/2025 5,362,562,50 4,975,500.00 387,062.50 219,448.01 09/30/2026 5,366,300.00 4,976,625.00 389,675.00 211,976.28 09/30/2027 5,367,225.00 4,977,750.00 389,475,00 202,666.83 09/30/2028 5,365,500.00 4,978,375.00 387,125.00 192,117.92 09/30/2029 5,363,750.00 4,973,125,00 390,625.00 186,053.06 09/30/2030 5,365,500,00 4,976,375.00 389,125,00 176,666.43 48,228,962.50 39,210,250.00 9,018,712.50 6,705,285.13 Savings Summary PV of savings from cash flow Plus: Refunding funds on hand 6,705,285.13 5,828.35 Net PV Savings 6,711,113.48 Jan 19, 2017 3:32 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 5 Bond Component BOND SUMMARY STATISTICS City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Dated Date 03/01/2017 Delivery Date 03/01/2017 First Coupon 06/01/2017 Last Maturity 12/01/2047 Arbitrage Yield 3.200863% True Interest Cost (TIC) 3.411498% Net Interest Cost (NIC) 3,912029% All -In TIC 3.473604% Average Coupon 5.000000% Average Life (years) 20.413 Weighted Average Maturity (years) 20.476 Duration of Issue (years) 13.481 Par Amount 66,805,000.00 Bond Proceeds 81,641,592.75 Total Interest 68,184,687.50 Net Interest 53,348,094.75 Bond Years from Dated Date 1,363,693,750.00 Bond Years from Delivery Date 1,363,693,750.00 Total Debt Service 134,989,687.50 Maximum Annual Debt Service 7,028,625.00 Average Annual Debt Service 4,389,908.54 Underwriter's Fees (per $1000) Average Takedown Other Fee Total Underwriter's Discount Bid Price 122.208806 Average Par Average Average Maturity PV of 1 bp Value Price Coupon Life Date change Bond Component 28,170,000.00 121.237 5.000% 10.678 11/04/2027 29,071.55 term40 4,030,000,00 124.114 5.000% 23,750 11/29/2040 6,770.40 term47 34,605,000.00 122.778 5.000% 27.949 02/10/2045 57,098.25 66,805,000.00 20.413 92,940.20 TIC All -In Arbitrage TIC Yield Par Value 66,805,000.00 66,805,000.00 66,805,000.00 + Accrued Interest + Premium (Discount) 14,836,592.75 14,836,592.75 14,836,592.75 - Underwriter's Discount - Cost of Issuance Expense -668,050.00 - Other Amounts Target Value 81,641,592.75 80,973,542.75 Target Date 03/01/2017 03/01/2017 Yield 3.411498% 3.473604% 81,641,592.75 03/01/2017 3.200863% Jan 19, 2017 3:32 pm Prepared by DBC Finance (Finance 7.017 Miami Beach WS 2017 from Helen:2017COMB) Page 6 Bond Component BOND PRICING City of Miami Beach, Florida Water & Sewer Revenue Bonds 2017 Combined Refunding and New Money 30 Year Wrap with FYE 9/30 Refunding Debt Service Modified Uniform Savings Maturity Call Call Premium Date Amount Rate Yield Price Date Price (-Discount) Bond Component: term40: term47: 12/01/2024 3,780,000 5.000% 2.330% 118.828 711,698.40 12/01/2025 3,975,000 5.000% 2.470% 119.795 786,851.25 12/01/2026 4,180,000 5.000% 2.610% 120,452 854,893.60 12/01/2027 4,395,000 5.000% 2.690% 121.436 942,112.20 12/01/2028 4,615,000 5.000% 2.770% 122.231 1,025,960.65 12/01/2029 4,855,000 5.000% 2.850% 122.845 1,109,124.75 12/01/2030 2,370,000 5.000% 2.930% 123.284 551,830.80 28,170,000 5,982,471.65 12/01/2040 4,030,000 5.000% 3.350% 124,114 C 06/01/2037 100.000 971,794.20 12/01/2041 4,235,000 5,000% 3.430% 122.778 C 06/01/2037 100.000 964,648.30 12/01/2042 4,450,000 5.000% 3.430% 122.778 C 06/01/2037 100.000 1,013,621.00 12/01/2043 4,680,000 5.000% 3.430% 122.778 C 06/01/2037 100.000 1,066,010.40 12/01/2044 4,920,000 5,000% 3.430% 122.778 C 06/01/2037 100.000 1,120,677.60 12/01/2045 5,170,000 5.000% 3.430% 122.778 C 06/01/2037 100,000 1,177,622.60 12/01/2046 5,435,000 5.000% 3.430% 122.'778 C 06/01/2037 100.000 1,237,984.30 12/01/2047 5,715,000 5,000% 3.430% 122.778 C 06/01/2037 100.000 1,301,762.70 34,605,000 7,882,326.90 66,805,000 14,836,592.75 Dated Date 03/01/2017 Delivery Date 03/01/2017 First Coupon 06/01/2017 Par Amount 66,805,000.00 Premium 14,836,592.75 Production 81,641,592.75 122.208806% Underwriter's Discount Purchase Price 81,641,592.75 122.208806% Accrued Interest Net Proceeds 81,641,592.75 Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCIIGO-REF2003,REF2003) TABLE OF CONTENTS City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Report Page Sources and Uses of Funds Summary of Refunding Results Savings Bond Pricing Bond Summary Statistics Bond Debt Service Summary of Bonds Refunded Prior Bond Debt Service Escrow Requirements Escrow Cost Escrow Statistics 1 2 3 4 5 6 7 8 9 10 11 Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7,017 Miami Beach GO:MBCFIGO-REF2003,REF2003) Page 1 SOURCES AND USES OF FUNDS City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Dated Date 03/01/2017 Delivery Date 03/01/2017 Sources: Bond Proceeds: Par Amount 23,870,000.00 Premium 4,552,208.45 28,422,208.45 Uses: Refunding Escrow Deposits: Cash Deposit Delivery Date Expenses: Cost of Issuance Other Uses of Funds: Additional Proceeds 28,183,505.73 238,700.00 2.72 28,422,208.45 Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCHGO-REF2003,REF2003) Page 2 SUMMARY OF REFUNDING RESULTS City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Dated Date 03/01/2017 Delivery Date 03/01/2017 Arbitrage yield 2.733024% Escrow yield 0,000000% Value of Negative Arbitrage Bond Par Amount True Interest Cost Net Interest Cost All -In TIC Average Coupon Average Life Par amount of refunded bonds Average coupon of refunded bonds Average life of refunded bonds PV of prior debt to 03/01/2017 @ 2.733024% Net PV Savings Percentage savings of refunded bonds 23,870,000,00 3,118079% 3.462118% 3.206953% 5.000000% 12.401 28,080,000.00 4.443177% 12,355 33,040,615.41 3,554,193.69 12.657385% Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCHGO-REF2003,REF2003) Page 3 Date SAVINGS City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Present Value Prior Refunding to 03/01/2017 Debt Service Debt Service Savings @ 2.7330243% 09/01/2017 621,034.38 596,750.00 24,284.38 23,957.00 09/01/2018 1,242,068.76 1,193,500.00 48,568.76 46,949.48 09/01/2019 1,242,068.76 1,193,500.00 48,568.76 45,692.17 09/01/2020 1,242,068.76 1,193,500.00 48,568.76 44,468.53 09/01/2021 1,242,068.76 1,193,500.00 48,568.76 43,277.66 09/01/2022 1,242,068.76 1,193,500.00 48,568.76 42,118.68 09/01/2023 1,242,068.76 1,193,500.00 48,568.76 40,990.74 09/01/2024 3,542,068.76 3,093,500.00 448,568.76 366,212.06 09/01/2025 3,539,318.76 3,088,500.00 450,818.76 358,176.35 09/01/2026 3,542,531.26 3,089,000.00 453,531.26 350,668.20 09/01/2027 3,543,156.26 3,089,500.00 453,656.26 341,346.23 09/01/2028 3,543,968.76 3,094,750.00 449,218.76 328,935.15 09/01/2029 3,544,750.00 3,094,250.00 450,500.00 321,020.72 09/01/2030 3,541,725.00 3,093,000.00 448,725.00 311,161,27 09/01/2031 3,543,075.00 3,090,750,00 452,325,00 305,227.48 09/01/2032 3,543,350.00 3,092,250.00 451,100.00 296,221,26 09/01/2033 3,537,325.00 3,087,000.00 450,325.00 287,768.02 43,494,715.74 38,670,250.00 4,824,465.74 3,554,190.97 Savings Summary PV of savings from cash flow Plus: Refunding funds on hand 3,554,190.97 2.72 Net PV Savings 3,554,193.69 Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCHGO-REF2003,REF2003) Page 4 Bond Component BOND PRICING City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Maturity Call Call Premium Date Amount Rate Yield Price Date Price (-Discount) Bond Component: 09/01/2024 1,900,000 5.000% 2.230% 119.033 361,627.00 09/01/2025 1,990,000 5.000% 2.370% 120,139 400,766.10 09/01/2026 2,090,000 5,000% 2.510% 120.930 437,437,00 09/01/2027 2,195,000 5.000% 2.590% 121.112 C 03/01/2027 100.000 463,408.40 09/01/2028 2,310,000 5.000% 2.670% 120.330 C 03/01/2027 100,000 469,623.00 09/01/2029 2,425,000 5.000% 2.750% 119.554 C 03/01/2027 100.000 474,184.50 09/01/2030 2,545,000 5.000% 2.830% 118.784 C 03/01/2027 100.000 478,052.80 09/01/2031 2,670,000 5.000% 2.910% 118.021 C 03/01/2027 100.000 481,160.70 09/01/2032 2,805,000 5.000% 2.970% 117.451 C 03/01/2027 100.000 489,500.55 09/01/2033 2,940,000 5.000% 3.030% 116.886 C 03/01/2027 100.000 496,448.40 23,870,000 4,552,208.45 Dated Date 03/01/2017 Delivery Date 03/01/2017 First Coupon 09/01/2017 Par Amount 23,870,000.00 Premium 4,552,208.45 Production Underwriter's Discount Purchase Price Accrued Interest 28,422,208.45 119,070836% 28,422,208.45 119.070836% Net Proceeds 28,422,208.45 Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCHGO-REF2003,REF2003) Page 5 Bond Component BOND SUMMARY STATISTICS City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Dated Date 03/01/2017 Delivery Date 03/01/2017 First Coupon 09/01/2017 Last Maturity 09/01/2033 Arbitrage Yield 2.733024% True Interest Cost (TIC) 3.118079% Net Interest Cost (NIC) 3,462118% All -In TIC 3.206953% Average Coupon 5,000000% Average Life (years) 12.401 Weighted Average Maturity (years) 12.374 Duration of Issue (years) 9.648 Par Amount 23,870,000.00 Bond Proceeds 28,422,208.45 Total Interest 14,800,250,00 Net Interest 10,248,041.55 Bond Years from Dated Date 296,005,000.00 Bond Years from Delivery Date 296,005,000.00 Total Debt Service 38,670,250.00 Maximum Annual Debt Service 3,094,750.00 Average Annual Debt Service 2,343,651.52 Underwriter's Fees (per $1000) Average Takedown Other Fee Total Underwriter's Discount Bid Price 119.070836 Average Par Average Average Maturity PV of 1 bp Value Price Coupon Life Date change Bond Component 23,870,000,00 119.071 5.000% 12.401 07/25/2029 22,201.15 23,870,000.00 12.401 22,201.15 TIC All -In Arbitrage TIC Yield Par Value 23,870,000.00 23,870,000.00 23,870,000.00 + Accrued Interest + Premium (Discount) 4,552,208.45 4,552,208.45 4,552,208.45 - Underwriter's Discount - Cost of Issuance Expense -238,700.00 - Other Amounts Target Value 28,422,208.45 28,183,508.45 28,422,208.45 Target Date 03/01/2017 03/01/2017 03/01/2017 Yield 3.118079% 3,206953% 2.733024% Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCHGO-REF2003,REF2003) Page 6 BOND DEBT SERVICE City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Period Debt Ending Principal Coupon Interest Service 09/01/2017 596,750 596,750 09/01/2018 1,193,500 1,193,500 09/01/2019 1,193,500 1,193, 500 09/01/2020 1,193,500 1,193,500 09/01/2021 1,193,500 1,193,500 09/01/2022 1,193,500 1,193,500 09/01/2023 1,193,500 1,193,500 09/01/2024 1,900,000 5.000% 1,193,500 3,093,500 09/01/2025 1,990,000 5.000% 1,098,500 3,088,500 09/01/2026 2,090,000 5.000% 999,000 3,089,000 09/01/2027 2,195,000 5.000% 894,500 3,089,500 09/01/2028 2,310,000 5.000% 784,750 3,094,750 09/01/2029 2,425,000 5.000% 669,250 3,094,250 09/01/2030 2,545,000 5.000% 548,000 3,093,000 09/01/2031 2,670,000 5.000% 420,750 3,090,750 09/01/2032 2,805,000 5.000% 287,250 3,092,250 09/01/2033 2,940,000 5.000% 147,000 3,087,000 23,870,000 14,800,250 38,670,250 Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCI-IGO-REF2003,REF2003) Page 7 SUMMARY OF BONDS REFUNDED City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Maturity Interest Par Call Call Bond Date Rate Amount Date Price Series 2003, 2003: SERIAL2 09/01/2024 4.250% 2,300,000.00 03/31/2017 100.000 09/01/2025 4.250% 2,395,000.00 03/31/2017 100.000 TERM28 09/01/2026 4.375% 2,500,000.00 03/31/2017 100.000 09/01/2027 4.375% 2,610,000.00 03/31/2017 100.000 09/01/2028 4.375% 2,725,000.00 03/31/2017 100.000 TERM33 09/01/2029 4,500% 2,845,000.00 03/31/2017 100.000 09/01/2030 4.500% 2,970,000.00 03/31/2017 100.000 09/01/2031 4.500% 3,105,000.00 03/31/2017 100.000 09/01/2032 4.500% 3,245,000.00 03/31/2017 100.000 09/01/2033 4.500% 3,385,000.00 03/31/2017 100.000 28,080,000.00 Jan 19, 2017 3:28 pin Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCHGO-REF2003,REF2003) Page 8 PRIOR BOND DEBT SERVICE City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Dated Date 03/01/2017 Delivery Date 03/01/2017 Period Ending Principal Coupon Interest Debt Service 09/01/2017 621,034.38 621,034,38 09/01/2018 1,242,068.76 1,242,068.76 09/01/2019 1,242,068.76 1,242,068.76 09/01/2020 1,242,068.76 1,242,068.76 09/01/2021 1,242,068.76 1,242,068.76 09/01/2022 1,242,068.76 1,242,068.76 09/01/2023 1,242,068.76 1,242,068.76 09/01/2024 2,300,000 4.250% 1,242,068.76 3,542,068.76 09/01/2025 2,395,000 4.250% 1,144,318.76 3,539,318.76 09/01/2026 2,500,000 4.375% 1,042,531.26 3,542,531.26 09/01/2027 2,610,000 4.375% 933,156.26 3,543,156.26 09/01/2028 2,725,000 4.375% 818,968.76 3,543,968.76 09/01/2029 2,845,000 4,500% 699,750.00 3,544,750.00 09/01/2030 2,970,000 4.500% 571,725,00 3,541,725.00 09/01/2031 3,105,000 4.500% 438,075.00 3,543,075.00 09/01/2032 3,245,000 4.500% 298,350.00 3,543,350,00 09/01/2033 3,385,000 4.500% 152,325.00 3,537,325.00 28,080,000 15,414,715.74 43,494,715.74 Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCHGO-REF2003,REF2003) Page 9 ESCROW REQUIREMENTS City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Period Principal Ending Interest Redeemed Total 03/31/2017 103,505.73 28,080,000.00 28,183,505.73 103,505.73 28,080,000.00 28,183,505,73 Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7,017 Miami Beach GO:MBCHGO-REF2003,REF2003) Page 10 ESCROW COST City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Purchase Cost of Cash Total Date Securities Deposit Escrow Cost 03/01/2017 28,183,505.73 28,183,505.73 0 28,183,505.73 28,183,505.73 Jan 19, 2017 3:28 pm Prepared by DBC Finance (Finance 7.017 Miami Beach GO:MBCHGO-REF2003,REF2003) Page 11 ESCROW STATISTICS City of Miami Beach, FL General Obligation Bonds 2017 Refunding of Outstanding Series 2003 GO Bonds Modified Yield to Yield to Perfect Value of' Total Duration Receipt Disbursement Escrow Negative Cost of Escrow Cost (years) Date Date Cost Arbitrage Dead Time Global Proceeds Escrow: 28,183,505.73 28,119,823.90 63,681.83 28,183,505.73 28,119,823.90 0.00 63,681.83 Delivery date 03/01/2017 Arbitrage yield 2.733024% Insurance Information Appendix E RBC Capital Markets y. r, r�4Cif �@°d CERTIFICATE OF LIABILITY INSURANCE. OATS {M1y1DD/YYY.Y}' ,/rrsi20i.5 THIS, CERTIFICATE IS ISSUED AS A MATTER:OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER: THIS 'CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR.ALTER. THE 'COVERAGGE AFFORDED BY THE POLICIES BELOW: THIS 'CERTIFICATE•OF INSURANC;E,bogs, NOT, CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED .REPRESENTATIVE OR.•PRODUCER; AND THE' CERTIFICATE HOLDER. IMPORTANT: If the'certiiicate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed, If SUBROGATION. 15 WAIVED, sutiject'to; the .terms and conditions, of the policy, certain policies Inay require an endorsement. A.statement on this certificate does not confer rights to the certiflcate.holder in Iieu of such endorsement(s). PRODUCER,... Marsh USA. Inc. •333 Soulh.7th Str6al, SuINC,te.1400 Minneapolis, MN 55402-2400 'Alta: Fax 212.048.4114•Minneapolis.CeriRequest@marsh.ccm 02626644AIN•GAWP•15-16 9 CONTACT NAME: PHONE No. EXL._, ..-..... w....._ (AJC_, pj: w.ww E-MAIL ADDRESS! . _.. .„.._ INSURERS) AFFORDING COVERAGE NAIL# INSURF R A ; Zurich American insurance Company 16535 Ir• tsuRr D' RBC CAPITAL .MARKETS, LLC 60, SOUTH 6TH ST, MINNEAPQLIS, MN 55402.1106 INSURER Ei .Sentry Insurance A Mutual Canip'any • 24968 INSURER c Arrlerlcan Guarantee and UalNlity lnsurhnce CAmpany 26247 INSURER'D: Sentry Casualty'Campany, 28460 INSURER E `. J INSURER E PRemISES E oce R°„ee1 COVERAGES CERTIFICATE NUMBER: CHI -006019768-28' EERr1 THIS IS TO CERTIFY THAT THE POLICIES. OF INSURANCE LISTED BELOW HAVE•BEEN ISSUED TO THE INSURED, NAMED;ABOVE FOR THE' POLICY PERIOD. INDICATED, NOTWITHSTANDING ANY TERM OR CONDITION. OF. ANY CONTRACT OR OTHER DOCUMENT,'Vv1TH RESPECT To "WHICH THIS CERTIFICATE MAY BE ISSUED OR'MAY.PEfRTAIN, THE INSURANCE•AFFORDED BY .THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL,T.HE TERMS, EXCLUSIONS'AND CONDITIONS, OF SUCH.P.OLICIES'. LIMITS:SHOWN MAY HAVE BEEN REDUCED BY'PAID CLAIMS, !NOR LIR ,TYPE OFINSURANCE ADDL , • i SUER r POLICY NUMBER ' POLICY EPP MMIDDITYYY POLICY EXP MMIDDIYYYY LIMITS . X 1 COMMERCIAL GENERAL LIABILITY 1: OCCUR GL(Yj415709 02 90-16108-03 06101!2015. 06/01/2015 OBlgi(2016 06/01/2016OOz'MacBid6IN2nDt)5INGLE'LIMIT EACH OCCURRENCE S 5;000,000 J k -1 CLAIMS -MACE PRemISES E oce R°„ee1 $ 10000 MED EXP (Any one person) .8 10,000 AGOREGAT.E LIMIT POLICYf PRQ• I,.- „„j JEC7 OTHER! PERSONAL & ADV INJURY • 5 5;000,000• GEN'L X 1 APPLIES PER: • Li LOC .GENERAL 'AGGREGATE $ • 5,000.000 PRODUCTS-COMP/OP AGO 5 5,000,000 1,000,000 B AUTOMOBILELIABIL1T X X ANYAim ' ALLOWNSD' AUTOS H[RED.AUTOS _ X SCHEDULED' AUTOS . NaN;OWNED AUTOS BODILY INJl1RY'(P0rper00n) $ eODILYINJURY (PO ,accidenl) $ PRDPERTY•DAMAGE• 4Per.accIdenl) ' $ C H uMSRea s LiEIA EXCESSLlAla 1 X j. OCCUR i• CLAIMS.MADE AUC'$249999.04' 06/01/2015. 06/01/2016 SACH OCCURRENCE 6 10,000,000 AGGREGATE $ 10,000,000 DED 1 RETENTION 8 $ D . WORKERS cQMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE' OFFICER/M0MBERE cLUDED7 (MarldateiryIrlNH) DESCRIPTIO OF OPERATIONS . Y./ NSTATUTE 00-.16198-01, (AOS) 90:16106-02,(WI) 06/01/2015 06/01/2015 06N1/2016 06/01/2016 . X PER 0TH - ER E,L EACH ACCIDENT $ 1,000,000 JINIA .. EL nl$EASE-EAEMPLQYEE S' 1;000,000 below EL: DISEASE -POLICY LIMIT $ 1,000,000 .Property See,Atlached SEE ATTACHED DESCRIPTION 'DFOPERATIONS 1 LOCATIONS 1. VEHICLES•(ACORD 101, AddltienaI Remarks;Shedule,may 170 iittacheld 11 01014 space, le Rigid 'ed) EVIDENCE OF INSURANCE CERTIFICATE HOLDER CANCELLATION RBC CAPITAL MARKETS, LLC A,TTN;• ERIC EMMETTE 80 SOUTH 6TH 5T. MINNEAPOLIS,.MN 6%02-1166. SHDULD'ANY OF THE,ABQVE.DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, . NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY. PROVISIONS. AUTHORIZED RERRESENTATiVE of March.USA Inc: Manashi'MukherJee. toLW ►.� cul• ee rw r e 0195B-2014 ACORD CORPORATION. AEI rights reserved. ACORD 25.(2014/01) The'ACORD name and log) Are.rsgisterod n,ark$.of:ACCiRD AGENCY CUSTOMER ID: .026266 LOC '#t1lnneapolis ADDITIONAL REMARKS SCHEDULE. Page. 2 of 2 AGENCY Marsh USA Ina, NAMED INSURED RBC'CAPITAL MARKETS, LLC 60 SOUTH 6T1 -1 S7. :MINNFAP.0LI5: n1N.65{02-1106. POLICY NUMBER .CARRIER NAIC;CODE. EFFECTIVE DATE` ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACDRD FORM, FORM NUMBER:.._ 25 FORM TITLE: Certificate of. Liability Insurance Property: Blanket 9ulldl ig & Personal Property timil $10;000,000 Deductible: $1,,000,000 •Insurer. AIGlltsurance'Co, Of Eanada Carrier Participation: 6090 Policy Nunber: MMFj1873; Effective Oats: 36/0112015. E�p1r4o n.' Oa(e: 06!61 /2016' insurer WestpaNlnseranee CorporatIen NATO 0 34207, .Carrier Pardcrpaiian: 209'. Policy Number; MMFI1873' Effective Cale: 06/0112015 Ezplration bate: 06/0112016 Insurer;;Ace INA Inayrance:NATO 11.1500515' Garner Oar:Opation; 20% Pdlicy Numher .MMF11873 Effective Date: 0610112015 Eixpiratan Data-ASO/2.016 Other deduc(ibles.may apply as per pollay Berms and conditions. ACORD 101 (2008101) 0 2000 ACORD CORPORATION. All rights 'reserved, TheACORD narhe and logo .are.registered r►larks of.ACbRD Ac.ciRD CERTIFICATE OF LIABILITY INSURANCE 44.----- " DATE. NAUDDNYYY) *005 THIS 'CERTIFICATE. IS ISSUED. AS A MATTER OF INFORMATION ONLY AND. CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER: THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,. EXTEND OR ALTER. TI-IECOVERAGE AFFORDED BY THE POLICIES. BELOW; THIS .CERTIFICATE :OF INSURANCE DOES NOT • CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER; AND THE CERTIFICATE HOLDER. IMPORTANT:' If the. certificate holder. is .an ADDITIONAL INSURED, tho policy(ss) must. he. endorsed. It -SUBROGATION IS WAIVED, Su** to the terrns and conditions.of the.peilidy, certain policies may require ameridersement. A statement On•this certificate does' notconfetrighte. to the • .certificate holder in lieu' of such endorsement(s); PRODUCER Marst.fUSA Iric, . .130Sauth.7th Street:Sults:1400 MinIISSOISAN 55402-Z400 0282657ERF•PROF1.548 .INITADT NAME: PHONE FAX AS/Pataaxn. INC. No); E-MAIL AM:WIEss: . • • • INSUREinAEFOROING COVERAE 4 NAiCit• ,-, ] ,-,,, i r,,, INEURER• A ,..clurnilo ,...susity ,,,,mparty. • INSURER B 01127 INSURED RBC CAPITAL MARKETS, LLO ATTN: ERIC EMMETTE 60 SOUTH 8TH STREET 'MINNEAPOLIS, MN 55402,4422 LIABILITYEA . —1 OCCUR • INSURER C • INSURER DI INsuRER. tNSURER F.: COVERAGES CERTIFICATE•NUMBER: CHI -80517607719 REVISION NUNIBER: THIS IS TO CERTIFY THAT THEPOLICIES . INDICATED. NOTWITHSTANDING ANY REOuiREmENT; CERTIFICATE MAY BE ISSUED OR MAY EXCLUSIONS AND CONDITIONS OF SUCH OF PERTAIN, POLICIES, A DDL g INSURANCE SIM AO LISTED BELOW HAVE BEEN TERM OR CONDITION OF ANY THE INSURANCE AFFORDED i3y LIMITS SHOWN MAY HAVEBEEN POLICY.NUMBER ISSUED TO CONTRACT THE 'POLtOIES REDUCED BY POLICY err m inuArvyy THE INSURED. OR OTHER DESCRIBED PAID CLAIMS; POLICY EXP mmittoryyrr NAMED ABOVE FOR THE POLICY PERIOD. pocbmENT WITH RESPECT 70 WHICH THIS HEREIN ISSUBJECT TO ALL THE TERMS, OATS INV:I LTR, TYRE OF (NW RANGE COMMERCIAL GENERAL LIABILITYEA . —1 OCCUR UR.RREErINCE6S DACMHCCAG°EToT PREMISES (Ea occurrence] V . j O_AIMS-MAO • 'MED EW (Any are pr) $ $ GE — . "1 .... ...; • • .. FEr<SONAL & ADV INJURY' N'L.AGG8EGATE LI m IT APPLIES PER:. • F-1 PF.th-• [11 POLICY' • j JECT DX 1-- GENERAL AGGREGATE S' PRODUCTS • compior Ace) • t OTHEFt• AUTOMOBILE LIABILITY ANY AUTO. ALL OVVNED .1 SCHEDULED • i AUTOS f NONONE HIRED. AUTOS AUTOS .[BODILY COMBINED SINGLE LIMIT ' Ea amfdanq I ; 1,,„,,,„,,i.AUTOS i H-1 BODILY INJURY (Ppr pergon). INJURY (Pr acpldartt) 5 S FPRoPTY DAMAGE FrUdGL_ --- UMBRELLA LIAB gxcass I-1AB __ occLik CLAIMS -MADE EACH. OCCUR FIENC E AG(2REGATE $ QED I RETENTION $ ' WORKERS COMPENSATION . AND EMPLOYERS' LiABiLOYY ANY MDFRIETOR/PARTNER/EXE OFFICER/MEMBER ExcLuDED/ {Mandatary in NUJ • If yes, describe under . . DESCRIPTION OF OPERATI ONB'InIow I N . N 1 A• PER OTH- STATUTE ER . EL EACHACCIDENT 5, •N UTIVE i 1 El, DISEASE.- EA EMPLOYEEI EL DISEASE - POLICY LIMIT $ A Professional Liebiltty 608470642 • 08/01/2015 06i01/2M 6 , . .55,000,000 DESCRIPTION OF DPERATIONS i LOCATIONS*/ VEHICL15 IACORD 101, A00ItiAnal Resnarko guhedula, may be Mblah04 if mom sp,aolle Is require:0) "CERTIFICATE -HOLDER RBO:CAPITALRKETSi 40: ATTN's, ERIC EMMETTE tiosOUTH 67171 STREET MINNEAPOLIS, M 54O2 CANCELLATION SHOULD ANY OF THE Aeovg OESCRIBEb POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN. ACCORDANCE WITH THE POLICY PROVISIONS, AUTHORIZED REPRESENTATAFE of. Mfirsh .0 EA Ina. Maa'ashi Mulct -1468e ACORD 25 (2014/01) itg) 198872014 ACORD CORPORATION. Ail rights•reservod. The ACORD nameand logo aro registered marks of ACORD ATTACHMENT D INSURANCE REQUIREMENTS APPENDIX E AMI BEAH Insurance Requirements 2017 -025 -WG FINANCIAL ADVISORY SERVICES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 RFQ 2017 -025 -WG 31 AMI BEACH INSURANCE REQUIREMENTS This document sets forth the minimum levels of insurance that the contractor is required to maintain throughout the term of the contract and any renewal periods, The provider shall furnish to Department of Procurement, City of Miami Beach, 1755 Meridian Avenue, 3rd Floor, Miami Beach, Florida 33139, Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the requirements as outlined below: A. Worker's Compensation Insurance for all employees of the vendor as required by Florida Statute 440, B. Commercial General Liability on a comprehensive basis in an amount not less than $1,000,000 combined single limit per occurrence for bodily injury and property damage. City of Miami Beach must be shown as an additional insured with respect to this coverage. . C. Automobile Liability Insurance covering all owned, non -owned and hired vehicles used in connection with the work, in an amount not less than $1,000,000 combined single limit per occurrence for bodily injury and property damage, D. Professional Liability Insurance in an amount not less than $1,000,000 with the deductible per claim, if any, not to exceed 10% of the limit of liability. A waiver of subrogation in favor of the City must be included for the policies required above. The insurance coverage required shall include those classifications, as listed in standard liability insurance manuals, which most nearly reflect the operations of the vendor. All insurance policies required above shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications: The company must be rated no less than "B+" as to management, and no less than "Class V" as to financial strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent, subject to the approval of the City Risk Management Division. or The company must hold a valid Florida Certificate of Authority as shown in the latest "List of All Insurance Companies Authorized or Approved to Do Business in Florida" issued by the State of Florida Department of Insurance and are members of the Florida Guaranty Fund, Certificates will indicate no modification or change in insurance shall be made without thirty (30) days in advance notice to the certificate holder. CERTIFICATE HOLDER MUST READ: CITY OF MIAMI BEACH 1700 CONVENTION CENTER DRIVE 3rd FLOOR MIAMI BEACH, FL 33139 Compliance with the foregoing requirements shall not relieve the vendor of his liability and obligation under this section or under any other section of this agreement. The City of Miami Beach is self-insured. Any and all claim payments made from self-insurance are subject to the limits and provisions of Florida Statute 768.28, the Florida Constitution, and any other applicable Statutes. 32 RFQ 2017 -025 -WG ACORD® CERTIFICATE OF LIABILITY INSURANCE k,..,,,,,/ DATE(MM/DD/YYYY) 4/12/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Arthur J. Gallagher & Co.PHONE Insurance Brokers of CA. LIC #0726293 505 N. Brand Boulevard, Suite 600 Glendale CA 91203 NAMEACT Robin Johnston 818-539-1354 FAX (A/C, No, Eat): (Am No) POLICY EXP (MM/DD/YYYY) E-MAIL DRESS: Robin_Johnston@ajg.com INSURER(S)AFFORDING COVERAGE NAIC # INSURERA:Great Northern Insurance Company 20303 INSURED ROYABAN-01 RBC Capital Markets, LLC Attn: Eric Emmette - P 08 60 South 6th Street Minneapolis, MN 55402-1106 INSURER B :Sentry Insurance a Mutual Company 24988 INSURER C :Sentry Casualty Company 28460 INSURER Dr INSURER E : CLAIMS -MADE INSURER F': OCCUR COVERAGES CERTIFICATE NUMBER: 1794930431 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTUVITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTRINSD TYPE OF INSURANCE ADDL SUBR WVD POLICY NUMBER POLICY EFF (MMIDD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS -MADE OCCUR DAMAGE PREM SESO(E0 occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECT PER: LOC GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $ A AUTOMOBILE X X LIABILITY ANY AUTO AUTOWNED HIRED AUTOS X SCHEDULED S NON -OWNED AUTOS 7325-35-55 6/1/2016 6/1/2017 COMBINED O aBINEDtSINGLENLIMIT $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION$ $ B C B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYIPROPRIETOR EXRTNER/E ECUTIVE O(Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y/N N N /A 90-16108-01 90-16108-02 90-16108-04 6/1/2016 6/1/2016 6/1/2016 6/1/2017 6/1/2017 6/1/2017 X PER STATUTE OTH- ER E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 EL, DISEASE - POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required). Coverage is provided subject to policy terms, conditions & exclusions. Waiver of Subrogation applies to certificate holder subject to the policy's terms, definitions, conditions and exclusions. CERTIFICATE HOLDER CANCELLATION City of Miami Beach 1700 Convention Center Drive, 3rd Floor Miami Beach FL 33139 USA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2014/01) © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD A � .�� ®® �(.,J/! CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DDM/YY) 4/12/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Arthur J. Gallagher& Co. Insurance Brokers of CA. LIC #0726293 505 N. Brand Boulevard, Suite 600 Glendale CA 91203 CONTACT Robin Johnston NAME: PHONE 818-539-1354 FAX (A/C; No, Fxt)' (ALF,JYQ): 818-539-1654 Ar JRFSS: Robin_Johnston@ajg.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA:Great Northern Insurance Company 20303 INSURED ROYABAN-01 RBC Capital Markets, LLC Attn: Eric Emmette - P 08 60 South 6th Street Minneapolis, MN 55402-1106 INSURER B :Sentry Insurance a Mutual Company 24988 INSURER c :Sentry Casualty Company 28460 INSURER D: AMAGERENTED PREM SESO(Ea occurrence) INSURER E : INSURER F : CLAIMS -MADE 396124160 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR LTRINSD TYPE OF INSURANCE AWL SUBR WVD POLICY NUMBER POLICY EFF IMM/DD/YYYYI POLICY EXP (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ AMAGERENTED PREM SESO(Ea occurrence) $ CLAIMS -MADE OCCUR MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECT PER: LOC PRODUCTS - COMP/OP AGG $ A AUTOMOBILE X X LIABILITY ANY AUTO AUTOWNED HIRED AUTOS X SCHEDULED S NON -OWNED AUTOS 7325-35-55 6/1/2016 6/1/2017 COMBINED lnntSINGLE LIMIT $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ $ DED RETENTION $ B C B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVEN OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes; describe under DESCRIPTION OF OPERATIONS below Y/ N N/A 90-16108-01 90-16108-02 90-16108-04 6/1/2016 6/1/2016 6/1/2016 6/1/2017 6/1/2017 6/1/2017 X STATUTE �RH EL. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Coverage is provided subject to policy terms, conditions & exclusions. Waiver of Subrogation applies to certificate holder subject to the policy's terms, definitions, conditions and exclusions. CERTIFICATE HOLDER CANCELLATION City of Miami Beach c/o Insurance Tracking Services, Inc. (ITS) PO Box 20270 Long Beach CA 90801 USA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2014/01) © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD CCPR®® CERTIFICATE OF LIABILITY INSURANCE A4t......------ O.../ DATE(/2017 YYYY) 04/12/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Marsh USA Inc. South 7th Street, Suite 1400 Minneapolis, MN 55402-2400 Attn: Minneapolis,CertRequest@marsh.com Fax 212-948-0114 CONTACT NAME: PHO333 A/C,NNo, Ext): E FAX No): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : Zurich American Insurance Company 16535 INSURED RBC CAPITAL MARKETS, LLC dba RBC Wealth Management Attn: Maggie Reynaga 60 SOUTH 6TH ST. MINNEAPOLIS, MN 55402 INSURER B : N/A N/A INSURER c : N/A N/A INSURER D , Columbia Casualty Company 31127 INSURER E: N/A N/A INSURER F : X COVERAGES CERTIFICATE NUMBER: CHI -007038667-01 :3 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTRINSD TYPE OF INSURANCE ADDL SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY GL05415709-03 06/01/2016 06/01/2017 EACH OCCURRENCE $ 5,000,000 CLAIMS -MADE X OCCUR DAMAGE RENTED PREM SESO(Ea occurrence) $ 100,000 MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 5,000,000 GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECT PER: LOC GENERAL AGGREGATE $ 5,000,000 PRODUCTS-COMP/OPAGG $ 5,000,000 $ AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS SCHEDULED AUTOS NON -OWNED AUTOS COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY Per accident ( ) $ PROPERTY DAMAGE (Per accident) $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITYY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below / N IN N / A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ D Professional Liability 596470642 06/01/2016 06/01/2017 Limit: 5,000,000 SIR: DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Miami Beach is included as additional insured under the General Liability policy as required by written contract. Waiver of subrogation applies under the general liability policy as required by written contract. CERTIFICATE HOLDER CANCELLATION The City of Miami Beach, Florida 0/0 Insurance Tracking Services, Inc. (ITS) P.O. Box 20270 Long Beach, CA 90801 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Manashi Nduata ACORD 25 (2014/01) ©1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD A co%� ®® l �J/CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 04/12/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Marsh USA Inc. 333 South 7th Street, Suite 1400 Minneapolis, MN 55402-2400 Attn:Minneapolls.CertRequest@marsh,com Fax 212-948-0114 CONTACT NAM PHONE (A/CN No, Ext): (A/C, No): POLICY EXP (MM/DDIYYYY) E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : Zurich American Insurance Company 16535 INSURED RBC CAPITAL MARKETS, LLC dba RBC Wealth Management Attn: Maggie Reynaga 60 SOUTH 6TH ST, MINNEAPOLIS, MN 55402 INSURER B : N/A N/A INSURER C : N/A N/A INSURER 0 : Columbia Casualty Company 31127 INSURER E : N/A N/A INSURER F : CLAIMS -MADE COVERAGES CERTIFICATE NUMBER: CHI -007038664-01 REVISION NUMBER:5 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTRINSD TYPE OF INSURANCE ADDL SUBR WVD POLICY NUMBER POLICY EFF IMM/DD/YYYY) POLICY EXP (MM/DDIYYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY GL05415709-03 06/01/2016 06/01/2017 EACH OCCURRENCE $ 5,000,000 DAMAGE RENTED PREM SESO(Ea occurrence) $ 100,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 5,000,000 GENERAL AGGREGATE $ 5,000,000 GE X 'L AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECT PER: LOC PRODUCTS - COMP/OP AGG $ 5,000,000 $ AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS SCHEDULED AUTOS NON -OWNED AUTOS COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N N / A PER STATUTE EERH E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L DISEASE - POLICY LIMIT $ D Professional Liability 596470642 06/01/2016 06/01/2017 Limit: 5,000,000 SIR: DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Miami Beach is included as additional insured under the General Liability policy as required by written contract. Waiver of subrogation applies under the general liability policy as required by written contract. CERTIFICATE HOLDER CANCELLATION City of Miami Beach 1700 Convention Center Drive — 3rd Floor Miami Beach, FL 33139 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Manashi MukherjeeLrxn.w,cs► - e• ACORD 25 (2014/01) © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD