Resolution 2020-31272 RESOLUTION 2020-31272
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING, SOLELY FOR THE LIMITED
PURPOSES OF SECTION 147(F) OF THE INTERNAL REVENUE CODE AND
SECTION 163.01, FLORIDA STATUTES, THE ISSUANCE BY THE CAPITAL
TRUST AGENCY OF ITS MORTGAGE FACILITIES REVENUE BONDS, IN ONE
OR MORE SERIES PURSUANT TO A PLAN OF FINANCE, IN AN AGGREGATE
PRINCIPAL AMOUNT NOT TO EXCEED $38,450,000, FOR THE PURPOSE OF
FINANCING THE FACILITIES HEREIN DESCRIBED, LOCATED AT 1040
COLLINS AVENUE ("COUNCIL TOWERS NORTH") AND 533 COLLINS
AVENUE ("COUNCIL TOWERS SOUTH"), WHICH FINANCING FOR THE
FOREGOING AFFORDABLE SENIOR HOUSING FACILITIES IS
CONTEMPLATED PURSUANT TO THE TERMS OF CITY'S LONG-TERM
LEASE AGREEMENTS WITH THE MIAMI BEACH SENIOR CITIZENS
HOUSING DEVELOPMENT CORPORATION, INC.; AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, the City Commission (the "City Commission") of the City of Miami Beach,
Florida (the "City"), has been informed that the Capital Trust Agency (the "Agency") proposes to
issue a principal amount of not exceeding $38,450,000 of its Mortgage Facilities Revenue Bonds,
in one or more series (the "Bonds"), the proceeds of which will be loaned to Elderly Housing
Development and Operations Corporation, a not for profit corporation of the District of.Columbia,
authorized to do business in the State of Florida (the "State") and/or one or more related and/or
affiliated entities(collectively, the"Borrower"),for the purpose of financing or refinancing, including
through reimbursement, (i)the acquisition, renovation, installation and equipping, together with the
acquisition and installation of related facilities,fixtures,furnishings and equipment,of a 252-unit multi-
family rental housing facility(consisting of 250 one-bedroom units and two office units)for persons
of low income known as Council Towers Apartments, located on approximately 1.05 acres of land at
533 & 1040 Collins Avenue, Miami Beach, Florida (the "Facility"), (ii) the funding of any necessary
capitalized interest, (iii) the funding of any necessary reserves, (iv) the payment of certain costs of
issuing the Bonds (collectively, the"Project"); and
WHEREAS, in order to finance the costs of the Project from the proceeds of the Bonds on
a tax-exempt basis, it is necessary that a public hearing be held and the issuance of the Bonds
be approved for the purposes of Section 147(f) of the Internal Revenue Code of 1986, as
amended (the "Code"), and Section 163.01, Florida Statutes, as amended (the "Interlocal Act");
and
WHEREAS, following notice by publication in the Miami Herald on May 3, 2020, at least
seven (7)days prior to May 13, 2020, proof of which is attached hereto as Exhibit A(the"Affidavit
of Publication") a public hearing was held before the City Commission on May 13, 2020, during
which comments and discussions concerning the plan of finance concerning the issuance of the
Bonds by the Agency to finance the Project were requested and, if there were any such comments
or discussions, heard, as required by Section 147(f) of the Code; and
WHEREAS, said public hearing disclosed no compelling reason why the Bonds should
not be issued; and
010-9051-8497/1/AMERICAS
WHEREAS, the Borrower and the Agency have requested the City Commission provide
limited approval of the issuance of the Bonds by the Agency for purposes of Section 147(f) of the
Code and the Interlocal Act; and
WHEREAS, the Bonds, when issued by the Agency, will be special, limited obligations of
the Agency payable solely from the proceeds to be derived from the repayment of the related loan
to the Borrower or from the security pledged therefor by the Borrower, and the City will not be the
issuer of the Bonds nor will the City be obligated to pay the Bonds or have any obligation or liability
pecuniary or otherwise in any respect whatsoever with respect to the Bonds or the Project;
NOW,THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, AS FOLLOWS:
SECTION 1. Findings. The City Commission hereby finds, determines and declares as
follows:
A. The matters set forth in the "WHEREAS" clauses above are hereby ratified and
affirmed.
B. The City Commission is the elected legislative body of the City, and the City has
jurisdiction over the entire area in which the Facility is located.
C. The City Commission has determined, based solely upon representations and
information provided by the Borrower and without any independent investigation or research by
the City, that the issuance of the Bonds by the Agency to finance the Project: (i) is appropriate to
the needs and circumstances of, and will make contributions to the economic growth of the City, (ii)
will provide or preserve gainful employment,(iii)will provide education and promote commerce within
the State, and(iv)will serve a public purpose by advancing the economic prosperity, and the general
welfare of the State and its people by providing for affordable housing facilities for low income
persons.
D. Based solely upon representations and information provided by the Borrower, the
City will be able to cope satisfactorily with the impact of the acquisition of the Facility by the
Borrower and will be able to provide, or cause to be provided when needed, the public facilities,
including utilities and public services, that will be necessary for the operation, repair, and
maintenance of the Facility and on account of any increases in population or other circumstances
resulting therefrom.
SECTION 2. Approval for Purposes of Section 147(f) of the Code. For the purposes of
Section 147(f) of the Code, the City Commission hereby approves the issuance of the Bonds by
the Agency in one or more series, in an aggregate principal amount not exceeding $35,000,000.
SECTION 3. Approval for Purposes of the Interlocal Act.
A. For the purposes of the Interlocal Act, the City authorizes the Agency to issue the
Bonds in a principal amount not exceeding $38,450,000 and to loan the proceeds thereof to the
Borrower to finance or refinance the Project. The Agency is hereby authorized to exercise all
powers relating to the issuance of the Bonds vested in the City Commission pursuant to the
Constitution and the laws of the State and to do all things within the jurisdiction of the City which
are necessary or convenient for the issuance of the Bonds and the financing or refinancing of the
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010-9051-8497/1/AMERICAS
Project to the same extent as if the City were issuing its own obligations for such purposes without
any further authorization from the City to exercise such powers or to take such actions.
B. The City shall not be liable for any costs of issuing the Bonds or the costs incurred
by it in connection with the preparation, review, execution or approval,of any documentation or
opinions required to be delivered in connection therewith by the City or counsel to any of them.
All of such costs shall be paid from the proceeds of the Bonds or from other moneys of the
Borrower.
C. The Bonds shall not constitute an indebtedness or liability of the City.
SECTION 4. Payment of Fees and Costs by Borrower. The fees and expenses of the
City shall be paid by the Borrower in the manner and to the extent mutually agreed upon by the
officials of the City and the Borrower at or prior to issuance of the Bonds.
SECTION 5. No Liability or Endorsement. The City shall have no obligation, financial or
otherwise, with respect to the Bonds, and the approval given herein by the City Commission shall
not be deemed or construed to create any obligation or liability, pecuniary or otherwise, of the
City, in connection with either the Bonds or the Project in any respect whatsoever, and the Agency
shall so provide in the documents related to the issuance of the Bonds. The general credit or
taxing power of the City or the State or any political subdivision or public agency thereof shall not
be pledged to the payment of the Bonds. No statement, representation or recital made herein
shall be deemed to constitute a legal conclusion or a determination by the City that any particular
action or proposed action is required, authorized or permitted under the laws of the State or the
United States.
No recourse under or upon any obligation, covenant or agreement of this Resolution or
the Bonds or any agreement executed in connection with the Bonds, or for any claim based
thereon or otherwise in respect thereof, shall be had against any City Commission member, the
City Manager, the City Clerk or the City Attorney or any other City staff or professionals retained
by the City in connection with the issuance of the Bonds, as such, past, present or future, either
directly or through the City, it being expressly understood (a)that no personal liability whatsoever
shall attach to, or is or shall be incurred by, the City Commission members, the City Manager, the
City Clerk or the City Attorney or any other staff of the City or professionals retained by the City
in connection with the issuance of the Bonds, as such, under or by reason of the obligations,
covenants or agreements contained in this Resolution or implied therefrom, and (b)that any and
all such personal liability, either at common law or in equity or by constitution or statute, of, and
any and all such rights and claims against, every such Commission member, the City Manager,
the City Clerk or the City Attorney or any other staff of the City or professionals retained by the
City in connection with the issuance of the Bonds, as such, are waived and released as a condition
of, and as a consideration for, the execution of this Resolution on the part of the City.
The approval given herein shall not be construed as: (i) an endorsement of the
creditworthiness of the Borrower or the financial viability of the Project, (ii) a recommendation to
any prospective purchaser to purchase the Bonds, (iii) an evaluation of the likelihood of the
repayment of the debt service on the Bonds, or (iv) approval of any necessary rezoning
applications or approval or acquiescence to the alteration of existing zoning or land use nor
approval for any other regulatory permits relating to the Facility, and the City Commission shall
not be construed by reason of its adoption of this Resolution to make any endorsement, finding
or recommendation or to have waived any right of the City Commission or to have estopped the
City Commission from asserting any rights or responsibilities it may have in such regard.
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010-9051-8497/1/AMERICAS
SECTION 6. Indemnification. The receipt of the Indemnification Certificate of the
Borrower:previously delivered to the City and attached hereto as Exhibit "B" and incorporated
hereby by reference is a material inducement to the City in granting the approvals set forth herein.
SECTION 7. Effective Date. This Resolution shall take effect immediately upon its
adoption.
DULY PASSED AND ADOPTED this 13th day of May, 2020.
CITY OF MIAMI BEACH, FLORIDA
By:
Dan Gelber, Mayor
ATTEST: ....,,
/3/
By: Z{ i % '.IHCORP ORATEDI
Rafael E. Granado, it tlClerk '
Exhibit A: Publisher's Affidavit Regarding Notice of Public Hearing
Exhibit B: Indemnification Certificate of the Borrower
APPROVED AS TO
FORM&LANGUAGE
&FOR EXECUTION
gibek1! b
City Attorney (? Data
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010-9051-8497/1/AMERICAS
•
EXHIBIT A
PROOF OF PUBLICATION
[Follows.]
•
A-1
010-9051-8497/1/AMERICAS
EXHIBIT B
INDEMNIFICATION CERTIFICATE OF THE BORROWER
The undersigned hereby certifies that he or she is authorized to execute and deliver this
Indemnification Certificate of the Borrower and further represents, on behalf of Elderly Housing •
Development and Operations Corporation,a not-for-profit corporation of the District of Columbia,
authorized to do business in the State of Florida, and/or one or more related and/or affiliated
entities (the "Borrower"), the following(capitalized terms not otherwise defined herein shall have
the meaning ascribed thereto in the resolution adopted by the City Commission (the "City
Commission") of the City of Miami Beach, Florida (the "City") on May 13, 2020 regarding the
hereinafter defined Bonds(the "City Resolution")):
(1) At the request of the Borrower, the Capital Trust Agency (the "Agency")
proposes to issue a principal amount of not exceeding$38,450,000 of its Mortgage
Facilities Revenue Bonds (Council Towers Apartments Project) (the "Bonds"), the
proceeds of which will be loaned to the Borrower for the purpose of financing or
refinancing, including through reimbursement, (i) the acquisition, renovation,
installation and equipping, together with the acquisition and installation of related
facilities, fixtures, furnishings and equipment, of a 252-unit multi-family rental
housing facility(consisting of 250 one-bedroom units and two office units)for persons
of low income known as Council Tower Apartments, located on approximately 1.05
acres of land at 533 & 1040 Collins Avenue, Miami Beach, Florida(the "Facility"),
(ii)the funding of any necessary capitalized interest,(iii)the funding of any necessary
reserves, and (iv)the payment of certain costs of issuing the Bonds (collectively,the
"Project");
(2) The issuance of the Bonds to finance the Project: (i) is appropriate to the
needs and circumstances of, and will make contributions to, the economic growth of
the City,(ii)will provide or preserve gainful employment,(iii)will provide education
and promote commerce within the State, and (iv) will serve a public purpose by
advancing the economic prosperity and the general welfare of the State and its people
by providing for affordable housing facilities for low income persons;
(3) The City will be able to cope satisfactorily with the impact of the acquisition
and renovation of the Facility by the Borrower and will be able to provide,or cause
to be provided when needed, the public facilities, including utilities and public
services, that will be necessary for the operation, repair, and maintenance of the
Facility and on account of any increases in population or other circumstances
resulting therefrom;
(4) In order to finance the costs of the Project from the proceeds of the Bonds
on a tax-exempt basis, it is necessary to hold a public hearing and approve the
issuance of the Bonds for the purposes of Section 147(f) of the Internal Revenue
B-1
Code of 1986, as amended (the "Code"), and Section 163.01, Florida Statutes, as
amended(the "Interlocal Act");
(5) The Borrower has requested a public hearing be held by the City, and that
the City approve the issuance of the Bonds for purposes of Section 147(f) of the
Code; and
(6) The City desires indemnification from the Borrower as a material
inducement to the City Commission granting the foregoing approval.
NOW THEREFORE, THE UNDERSIGNED, ON BEHALF OF THE BORROWER,
DOES HEREBY: Agree to defend the City and its officials, employees, attorneys, professionals
and agents and the members of the City Commission, and hold the City and its officials,
employees,attorneys,professionals and agents and the members of the City Commission,harmless
against any and all claims, losses, liabilities or damages to property or any injury or death of any
person or persons occurring in connection with the issuance of the Bonds or the acquisition or
operation of the Project by or on behalf of the Borrower, including in the case of any and all
negligence of such indemnitee, or in any way growing out of or resulting from the Project or from
the issuance, sale or delivery of the Bonds,including,but not limited to,liabilities or costs arising
under the Code,the Securities Act of 1933,the Securities Exchange Act of 1934 or any applicable
securities law of the State, including, without limitation, all costs and expenses of the City,
including reasonable attorneys' fees, incurred in connection therewith.
[Remainder of Page Intentionally Left Blank]
B-2
IN WITNESS WHEREOF, the Borrower has executed this Indemnification Certificate of
the Borrower this day of , 2020.
ELDERLY HOUSING DEVELOPMENT
OPERATIONS CORPORATION, a not for profit
corporation of the District of Columbia
By:
Name:
Its:
[Signature Page I Indemnification Certificate of the Borrower]
B-3
Resolutions - R7 F
MIAMI BEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Jimmy L. Morales, City Manager
DATE: May 13, 2020
10:05 a.m. Public Hearing
SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, APPROVING, SOLELY FOR THE LIMITED
PURPOSES OF SECTION 147(F) OF THE INTERNAL REVENUE CODE
AND SECTION 163.01, FLORIDA STATUTES, THE ISSUANCE BY THE
CAPITAL TRUST AGENCY OF ITS MORTGAGE FACILITIES REVENUE
BONDS, IN ONE OR MORE SERIES PURSUANT TO A PLAN OF FINANCE,
IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $38,450,000,
FOR THE PURPOSE OF FINANCING THE FACILITIES HEREIN
DESCRIBED, LOCATED AT 1040 COLLINS AVENUE ("COUNCIL TOWERS
NORTH") AND 533 COLLINS AVENUE ("COUNCIL TOWERS SOUTH"),
WHICH FINANCING FOR THE FOREGOING AFFORDABLE SENIOR
HOUSING FACILITIES IS CONTEMPLATED PURSUANT TO THE TERMS
OF CITY'S LONG-TERM LEASE AGREEMENTS WITH THE MIAMI BEACH
SENIOR CITIZENS HOUSING DEVELOPMENT CORPORATION, INC.;
AND PROVIDING AN EFFECTIVE DATE.
• RECOMMENDATION
The Administration recommends approving the issuance by Capital Trust Agency of its
Mortgage Facilities Revenue Bonds to Elderly Housing Development and Operations
Corporation for the purpose of financing the project described below..
BACKGROUND/HISTORY
The City of Miami Beach (Lessor) and Miami Beach Senior Citizens Housing Development
Corporation, Inc., as assignee of Senior Citizens Housing Development Corporation of Miami
Beach (Lessee), are parties to two separate, but similar, lease agreements, both dated July 9,
1976 (collectively Leases). The Leases are for the air rights located above the City-owned
properties located at 533 Collins Avenue (Council Towers South) and 1040 Collins Avenue
(Council Towers North). Council Towers South is a 12 story building consisting of 125 units and
approximately 115,231 square feet. Council Towers North is a 12 story building consisting of
125 units and approximately 115,036 square feet. Both buildings were completed in 1979 and
• offer quality affordable housing for low-income senior citizens.
In August 2017, Lessee requested an extension of the Leases, for a period of 50 years, in
Page 738 of 865
order to enable Lessee to obtain financing for capital renovations to both buildings. The
renovations would include, but not be limited to, site work, exterior façade work, new windows,
interior common areas and office renovations, apartment renovations, and building systems
(e.g., elevators, roof, electric, plumbing, water pumps, generators, fire alarm systems, etc.). On
April 11, 2018, the Mayor and City Commission adopted Resolutions 2018-30280 and 2018-
30281 approving Amendments No.1 to the Leases extending the terms for a period of 50
years, commencing July 9, 2026 and ending July 8, 2076. On April 22, 2020, the Mayor and
City Commission approved Amendments No. 2 to incorporate certain HUD requirements and
modifications necessary for HUD to grant its consent and approval of Amendments No.1,
approve the assignment of the Leases and to agree to insure the mortgage loan that will
refinance the properties and pay for the agreed upon improvements.
On June 5, 2019, the Mayor and City Commission adopted Resolution 2019-30858, approving
the issuance by Capital Trust Agency of its Mortgage Facilities Revenue Bonds to Elderly
Housing Development and Operations Corporation for the purpose of financing the project,
which approval has a one year"expiration date" for the federal tax-exempt financing purposes in
accordance with Section 147(f) of the Internal Revenue Code. Due to delays on the Council
Towers financing transaction, including delays attributable to the COVID-19 pandemic, Lessee
may not be able to close on its financing before the "expiration date".
Accordingly, even though Lessee intends to close on its financing by the end of May, 2020
(within the original one year approval period), in case of additional unforeseen delays, Lessee
seeks a new approval from the Mayor and City Commission for the issuance by Capital Trust
Agency of its Mortgage Facilities Revenue Bonds to Elderly Housing Development and
Operations Corporation for the purpose of financing the project in order to renew the "expiration
date" for federal tax-exempt financing purposes in accordance with Section 147(f) of the
Internal Revenue Code. Lessee has already submitted its plans to the Building Department for
review, and the building permit is expected as soon as the City begins to issue building permits
once the COVI D-19 emergency subsides.
ANALYSIS
The Capital Trust Agency(CTA)submitted an updated letter to the City Manager dated April 22,
2020 (attached hereto as Exhibit "A"). The CTA was created in 1999 through enabling Florida
statutes that provide for governmental entities to sponsor and facilitate public purpose
financings that meet applicable state and federal laws. CTA has agreed to issue its revenue
bonds in an amount not to exceed $38,450,000 (Bonds) in one or more series, either taxable or
tax-exempt, or both, and loan the proceeds thereof to Elderly Housing Development and
Operations Corporation (EHDOC), a not for profit corporation of the District of Columbia,
authorized to do business in the State of Florida, and/or one or more related and/or affiliated
entities, and a tax-exempt organization described in Section 501(c)(3) of the Internal Revenue
Service Code of 1986 (Code). EDHOC is an affiliate of the City's Lessee, the Miami Beach
Senior Citizens Housing Corporation, Inc. The Lease Amendment previously approved by the
City Commission contemplated a tax exempt financing through either the Lessee and/or related
entities.
The Bonds are being issued to finance or refinance, including through reimbursement, (i) the
acquisition, renovation, installation and equipping, together with the acquisition and installation of
related facilities, fixtures, furnishings and equipment, of both Council Towers buildings, (ii) the
funding of any necessary capitalized interest, (iii)the funding of any necessary reserves, (iv)the
Page 739 of 865
payment of certain costs of issuing the Bonds (collectively, the Facilities or Project).
In order for the Bonds to be issued as tax-exempt bonds, certain requirements of the Code
relating to the issuance of the Bonds must be met. One such requirement is the approval by the
City of the use of the proceeds of the Bonds within the City in accordance with the Tax Equity
and Fiscal Responsibility Act, as required by Section 147(f) of the Code. Additionally, for
purposes of Section 163.01, Florida Statutes, as amended, CTA also requests the City's
permission to finance the Project within the City's corporate limits.
CONCLUSION
As referenced in the Resolution and the indemnity provided by the Borrower, the purpose of
this item is to hold a public hearing and facilitate the issuance of the financing for the
improvements of the Council Towers North and South buildings, both of which serve elderly
residents in the City. The City will have no liability or obligation to pay principal of or interest on
the Bonds. The Bonds will be limited obligations of CTA, payable solely from the revenue
derived from EHDOC and pledged to the payment of the Bonds. The City's approval of the
issuance of the Bonds is subject to any other approvals required under the Leases.
Additionally, the City, the City Commission and its employees and agents have been granted
appropriate indemnity by way of the Indemnification Certificate of the Borrower, attached to the
Resolution accompanying this memorandum.
Applicable Area
South Beach
Is this a"Residents Right Does this item utilize G.O.
to Know" item. pursuant to Bond Funds?
City Code Section 2-14?
No No
Legislative Tracking
Property Management
ATTACHMENTS:
Description
❑ Exhibit A- Letter to City Manager dated April 22, 2020
❑ Resolution
❑ Ad
Page 740 of 865
CAPITAL TRUST AGENCY
31 a Fairpoint Orme • Cull 13rer7r•. Florida 12561 • Office S50-914-404(1 • lax 850-9'1i-1018
April 22, 2020
VIA EMAIL
Mr. Jimmy L. Morales
City Manager
City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beach, Florida 33139
JimmyMorales@miamibeachfl.gov
Re: Action Requested: Adoption of a resolution by'the City Commission of the City
of Miami Beach, Florida, for the purposes of Section 147(f) of the Internal
Revenue Code and the Florida Interlocal Cooperation Act, approving the issuance
by the Capital Trust Agency of its Bonds (as hereinafter defined) for the purpose
of financing the acquisition and renovation of a multi-family rental housing
facility
Dear Mr. Morales:
This letter is a follow-up to my letter of May 20, 2019 (copy attached) referencing the
issuance by the Capital Trust Agency ("CTA") of bonds in an amount not to exceed $35,000,000
to finance the acquisition and rehabilitation of the 252-unit multi-family rental housing facility
located in the City of Miami Beach, Florida (the "City") and known as "Council Towers" (the
"Facility"). The City previously held a public hearing on June 5, 2019 indicating its approval for
limited purposes described in my previous letter of the issuance of the bonds by the CTA and the
financing of the Facility.
Since the City's approval on June 5, 2019, the Facility sponsor, Elderly Housing
Development and Operations Corporation ("EHDOC"), has indicated that the acquisition and
rehabilitation costs have increased. As a result and at EHDOC's request, the CTA has approved
an increase in the maximum bond amount to $38,450,000, which is permitted under federal
income tax regulations with the existing limited City approval.
Additionally, for a variety of reasons, including most recently the COVID-19 disruption
nationwide, the financing closing schedule has been delayed. Under federal income tax
regulations applicable to the issuance of tax-exempt bonds such as those to be issued by the
CTA, the City's June 5, 2019 approval will expire on June 5, 2020. EHDOC and the CTA are
working expeditiously with its development and financing partners to close the financing for the
Facility before the end of May 2020; however there is concern that the financing may experience
an additional delay that could push the closing past June 5, 2020. Out of an abundance of
caution, we are requesting that the City hold another public hearing and provide its limited
010-9055-0666/1/AMERICAS Page 741 of 865
Mr. Jimmy L. Morales
City Manager
City of Miami Beach, Florida
April 21, 2020
Page 2
approval again so as to limit any potential further delay in closing the transaction and
commencing the rehabilitation activities.
To that end, there has been prepared a new public hearing notice and resolution for the
City's consideration which is identical to the documents provided in 2019 with the exception of
the authorized amount (now $38,450,000) and the date of consideration and adoption. A new
indemnification from EHDOC will be provided and EHDOC will reimburse the City for the cost
of the hearing notice publication.
If there is a problem with scheduling this matter for consideration at the City
Commission's May 13, 2020 meeting, or if you or any of the members of the City Commission
or your staff require any additional information, please contact me at your earliest convenience.
Sincerely,
4-
Ed Gray III
Executive Director
cc: (All with enclosures)
Mark Mustian, Esq.
Sandy MacLennan, Esq.
Rafael Paz,Esq.
Attachment:
Form TEFRA Resolution(including indemnification certificate from the Borrower)
•
010-9055-066611/AMERICAS Page 742 of 865
CAPITAL TRUST .AGENCY
113 Fairlx.�int Dt•i,v • Gulf Breeze. Florida 12)6I • OITirr 8A-931-1046 • Fax 8A-934-1048
-10-4
May 22, 2019
VIA EMAIL
Mr. Jimmy L. Morales
City Manager
City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beach, Florida 33139
JimmyMorales@miamibeachfl.gov
Re: Action Requested: Adoption of a resolution by the City Commission of the City
of Miami Beach, Florida, for the purposes of Section 147(f) of the Internal
Revenue Code and the Florida Interlocal Cooperation Act, approving the issuance
by the Capital Trust Agency of its Bonds (as hereinafter defined) for the purpose
of financing the acquisition and renovation of a multi-family rental housing
facility
Dear Mr. Morales:
I am the Executive Director of the Capital Trust Agency ("CTA"). CTA was created in
1999 through enabling Florida Statutes that provide for governmental entities to sponsor and
facilitate public purpose financings that meet applicable state and federal laws. We have worked
with numerous counties and municipalities throughout Florida to issue tax-exempt and taxable
debt to provide capital funding of projects beneficial to the citizens of Florida. CIA has been
asked to serve as issuer of bonds for a 252-unit multi-family rental housing facility, more fully
described below, located in the City of Miami Beach, Florida (the "City").
CTA has agreed to issue its revenue bonds in an amount not to exceed $35,000,000 (the
"Bonds") in one or more series, either taxable or tax-exempt, or both, and loan the proceeds thereof
to Elderly Housing Development and Operations Corporation, a not for profit corporation of the
District of Columbia, authorized to do business in the State of Florida, and/or one or more related
and/or affiliated entities ("Elderly Housing Development and Operations Corporation"), and a tax-
exempt organization described in Section 501(c)(3) of the Internal Revenue Service Code of
1986 (the "Code"). Elderly Housing Development and Operations Corporation, acting through
itself or through its affiliates, desires to finance the cost to acquire, renovate, install and equip a
252-unit multi-family rental housing facility(consisting of 250 one-bedroom units and two office
units) for persons of low income located at 533 & 1040 Collins Avenue, Miami, Beach, Florida,
known as Council Towers Apartments (the "Facility").
Page 743 of 865
Mr. Jimmy L. Morales
City Manager
City of Miami Beach, Florida
May 22, 2019
Page 2
In order for the Bonds to be issued as tax-exempt bonds, certain requirements of the Code
relating to the issuance of the Bonds must be met. One such requirement is the approval by the
City of the use of the proceeds of the Bonds within the City in accordance with the Tax Equity
and Fiscal Responsibility Act ("TEFRA"), as required by Section 147(f) of the Code.
Accordingly, CTA, on behalf of Elderly Housing Development and Operations Corporation,
respectfully requests that the City, at a meeting of its City Commission (the "City Commission"),
consider providing its TEFRA approval by resolution of the City Conunission. We have
reviewed the City Commission's meeting schedule and we believe the City Commission's
meeting on June 5, 2019 will provide adequate time for the resolution to be finalized and to
provide the citizens of the City with notice. In addition, the Code requires there be a public
heating regarding the Bonds prior to the City Commission's consideration of the TEFRA
Resolution. The law requires this hearing to be no sooner than seven (7) days following its
published notice date.
Finally, for purposes of Section 163.01, Florida Statutes, as amended (the "Interlocal
Cooperation Act"), CIA respectfully requests the local jurisdiction's permission to finance the
project within the local jurisdiction's corporate limits.
We have been in contact with the City's Bond Counsel, Squire Patton Boggs (US) LLP
(who is also bond counsel on the CTA transaction) and the City Attorney's office. We have also
provided them the following:
1 The proposed form of a resolution to be considered by the City Commission. As you
will note from the language in Section 5 of the attached resolution, the City will have
absolutely no liability with respect to the Project or to pay principal of or
interest on the Bonds, and the issuance of the Bonds will not result in any
obligation, financial or otherwise, of the City. The Bonds will be limited
obligations of CTA, payable solely from the revenue derived from Elderly Housing
Development and Operations Corporation and pledged to the payment of the Bonds;
and
2. The form of a notice of public hearing ("TEFRA Notice") required to be published in
a newspaper of general circulation within the City at least seven (7) clays before the
TEFRA Hearing. We have, through the City Attorney's office provided the public
hearing notice to the Clerk and to the City Commission and this notice has been
published in the Miami Herald on May 19, 2019.
As noted in documents above, the Bonds are not obligations of the City, and the City,
the City Commission and its employees and agents have been granted appropriate
indemnity.
Page 744 of 865
Mr. Jimmy L. Morales
City Manager
City of Miami Beach, Florida
May 22, 2019
Page 3
•
For any professional counsel and advice the City may deem necessary to solicits
Elderly Housing Development and Operations Corporation will make restitution for all
reasonable expenses incurred by the City, including payment of the fees and expenses of
the City's Bond Counsel.
We truly believe this financing is a positive for all involved. We are pleased to be a part
of it, and appreciate the City giving our request for TEFRA approval due consideration.
If there is a problem with scheduling this matter for consideration at the City
Commission's June 5, 2019 meeting, or if you or any of the members of the City Commission or
your staff require any additional information, please contact me at your earliest convenience.
Sincerely,
•
1✓
Ed Gray III •
Executive Director
cc: (All with enclosures)
Mark Mustian, Esq.
Sandy MacLennan, Esq.
Rafael Paz, Esq.
Attaclunent:
Form TEFRA Resolution (including indemnification certificate from the Borrower)
•
•
Page 745 of 865
'IONE NEIGHBORS SUNDAY MAY 32020
MIAMIHERALD.COM
MIA MIBEACH MIAMIBEACH
NOTICE OF PUBLIC HEARING CITY OF MIAMI BEACH
CITY COMMISSION OF THE CITY OF MIAMI BEACH VIRTUAL COMMISSION MEETING
MAY 13,2020 NOTICE OF PUBLIC HEARINGS
•For the purposes of Section 147(f)of the Internal Revenue Code of 1986,as amended MAY 13,2020
(the"Code"),notice is hereby given that a public meeting and hearing will be held by
the City Commission of the City of Miami Beach,Florida(the"City")at 10:05 a.m., The May 13,2020 City of MivniBeath(omission Meeurgv B be hdd as a Virtual Meeting',nth the Map,Com®o eRard Cm/staff percpeeng hnrj
or as soon thereafter as practicable, on May 13, 2020, via'teleconference and wino cmamOng.The CmdnoRm MeeUn m116e&wdmst Tlt4 on MUM Bes31 IV(MBH,Wenobe on Ele OyswebsiIn at htlpsdAvww.mVcbead Rgw7
gwnrtattMbtoI,aswil as onAdanle Bnsa�eltd Calve of and 660,AT&TU-versedunnd 99,Nmvire CarmmaceGomdwure1395,and ROKU device on PEG.
webinar.To participate or provide comments, the public may join the webinar at. IVa Laden oda m oar Fx�mE.mmd�a6tiam�a�F To�udw�dv r ad,ep�K�r�� 9 2—
https://us02web.zoom.us/j/88472526207 or the teleconference at 1.929.205.6099 mam''588472526207w00 tidecdoeeot 9297056099(4)o077AN352571i4B Ftte).SheWktnw ID.88471526207e.
(U.S.)or 877.853.5257(Toll Free).The Webinar ID:88472526207#.The purpose of NOTICEIS HEREBY GIVEN that the following WICK hearings will beheard by the Mayan and City Canmi •mnen of the City of MiamiBeads,Hor•da,on
the hearing is to consider authorization of the issuance by the Capital Trust Agency May 13,2020,at the times listed.orassoon thereafter as the matter can be hearth
(the"CTA")of its Mortgage Facilities Revenue Bonds(Council Towers Apartments eernnd Reading Public Hocking
Project)(the'Bonds" toprovide funds to be loaned bythe CTA to ElderlyHousing
AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH,FLORIDA.AMENDING CHAPTER 62 Of THE CODE OF THE CITY
J 9 Of MIAMI BEACH ENTITLED.'HUMAN RElATIONU•BY AMENDING ARTICLE II,ENTITLED'DITCRIMINATION,'BY AMENDING SECTION 62.86 ENTITLED
Development and Operations Corporation,a not-for profit corporation of the District 'OISCRIMNATION IN EMPLOPMEYT,'TO EXTEND EMROYMENTPROTECTIONETO INDEPENDENT CONTW[TORS;ANO PROV DING FOR REPEALER SFVER-
of Columbia, authorized to do business in the State of Florida (the "State' and/ ABILITY,CODIFICATION AND AN EFFECTIVE DATE.This Ordinance is being heard pursuant to 52.05 of the City Charter and 5066.041 F.S.
) Ira[in et may be directed to the Office of the Cityottomay at 305.673,7470 and the Office of the Gly Manager at 305.673.7010.
or one or more related and/or affiliated entities (collectively, the "Borrower") for
the purpose of financing or refinancing, including through reimbursement, (i) the 9;poRDn NICE OF Reading Public Hearing
AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE OTY OF MIAMI BEACH,FLORIDA AMENDING[NAPIER 2 OF THE MIAMI BEACH CITY
acquisition,renovation,installation and equipping,together with the acquisition and CODE,ENTITLED'ADMINISTRATION'BY AMENDING MTI(LE IA,ENTITLED'AGENCIE;BOARDS AND COMMITTEES,'BYAMENDING 006510910.ENTITLED
installation of related facilities, fixtures, furnishin s and equipment, of a 252 unit SENIORAffAIRS COMMITTEE,'BY AMENDING SECTION 2-190.13 THEREOF ENTITLED'COMPOSITION'TO ALLOW SENIOR RESIDENTS RESIDING IN FEDER.
9 ANON TOWERS TO ALSO BE ELIGIBLE TD SERVE ON ME SEMOR AFFA RS COMMITTEF;AND,PROVIDING FOR REPEALER,FS s.in BILE CODIFICATION ANO
multi-family rental housing facility (consisting of 250 one-bedroom units and two AN EFFECTIVE OA E.7hnOrdinence is being hee dpu suantro§2 os oftla Ory Charter and§[66.0°1 ES.hqui es may be di acted
office units)for persons of low income known as Council Towers Apartments,located to the Office of the City Attorney at 305673.7470.
on approximately 1.05 acres of land at 533&1040 Collins Avenue, Miami Beach, 9:15o re.Second Readino Public Hear(no
Florida(the'Facility"), DEMOLITION BY NEGLECT-PRESUMPTION CLAUSE
ty"),(B)the funding of any necessary capitalized interest,(C)the AN ORDINANCE OF THE MAYDRAND OTTCOMMISSION OF THE CRY OF MIAMI BEACH,FLORIDA AMENDING THE CODE Of THE CITY DF MIAMI BEACH,
funding of any necessary reserves,and(D)the payment of certain costs of issuing FLORIDA BY AMENDING(NAPIER II&'ADMINISTRAT ON AND REV EW PROCEWRES'ART[LEX HIS OR CPRESERYAT ON'DIY SION I.'GENERAUY'
the Bonds(collectively,the"Project"). BY AMENDING SECTION 118-503 THEREOF,ENTITLED'SCOPE,POLICIES AND EYEMPITON;'TO AMEND THE REGULATIONS APPLICABLE TO CONTRIBUTING
BUILDINGS THAT ARE DEMOLISHED WITHOUT A CERTIFICATE OF APPROPRIATENESS;AND PROVIDING FOR REPEALER,SEVENABIUT'C CODIFICATION AND
)
The plan of finance contemplates that the.CTA will issue,with respect to such Project, AN EFFECTIVE DATE.This Ordinance is being heard pursuant to 12.05 of the City Charter,§128.164 of the CityN Land Development
P P Code,and 0166.041 F.S.Inquiries maybe directed to the Planning Department at 305.673.7550.
not exceeding$38,450,000 in aggregate principal amount of the Bonds in one or more
series and loan the proceeds of such Bonds to the Borrower to provide funds for the DCE8eadina PfIACATES OF USESEublic Hearing
Project.The Facility will be owned by the Borrower.The initial manager of the Facility AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH,FLORIDA AMENDING CHAPTER 114 OF THE CODE OF THE
will be the Borrower,or an affiliate thereof or another entityby chosen the Borrower: CITY OF MIAMI BEACH,ENTITLED'GENERAL PROVISIONS.'BY,AMENDING SECTION 114.1 THEREOF,ENTITLED'DEFINITION;'TO MODIFY THE
DERNITION OF'CERTIFICATE OF U5E:'AMENDING CHAPTER II8,ENTITLED'ADMINISTRATION AND REVIEW PROCEDURES,'BY AMENDING SECTION
The Citywill neither issue,nor be obligated in anymanner with respect to,the Bonds. TIB-2 THEREOF ENTITLED'CERTIFICATES OF OCCUPANCY AND CERTIFICATE OF USE,'TO ESTABLISH A CRITERIA FOR OBTAINING A CERTIFICATE
9 P OF USE,AND BY AMENDING SECTION 118356 THEREOF,ENTITLED"REVOCATION OR MODIFICATON OF VARIANCE,"FOR CONSISTENCY WITH THE
AMENDMENTS MADE IN THE AFORESTATED SECTIONS;BY AMENDING CHAPTER 102,ENTITLED'LOCAL BUSINESS TAX'BY AMENDING SECTIONS
The Bonds,when issued,will be special,limited obligations of the CTA payable solely 02-377 AND 102.372 THEREOF FOR CONSISTENCY'MTHlRE AMENDMENTS MAGE IN THE AfORESTA ED SECTIONS;BY AMENDING CHAPTER 14,
out of the revenues,income and receipts pledged to the payment thereof and derived ENTITLED'BUILDING REGULATIONS'BY AMENDING SECTION 14-404 THEREOF.ENTITLED'GROUNDS FOR SUSPENSION OR REVOCAT ON,'BY PRO-
LADING THATTHE CITY MANAGER OR DESIGNEE MAY EITHER REVOKE ORTEMPNRARILY SUSPEND THE CERTIFICATE OF USE IF CERTAIN CONDITIONS
from financing agreements with the Borrower,and the CTA will not be obligated to pay ARE PRESENT;ANgPROVIDINGFORREPEALER,SEVERABIUTYCODIFICATIONANDLNEFFECTYEDATE.ThisOrdinanceisbeingheardpursq-
the principal of,premium,if any,or interest on the Bonds except from the payments ant to§2.05 of the City Charter,§118-164 of the Ciry's Land Development Code,and§166.047 P.O.Inquiries may be directed
of the Borrower. The Bonds will not constitute:(i)a debt,liability or obligation of the to the Planning Department at 305.673.7550.
CTA,the City,the State,or any political subdivision,public agency or municipality 225em. eondReadinoFalskHeedmc
SUNSET HARBOURALCOHOUC BEVERAGE ESTABLISHMENTREGULATIONS
thereof,(ii)a pledge of the full faith and credit of the CTA,the City,the State,or any pry ORDINANCE OF THE MAYOR ANO O Y COMMISSION OF TME CITY OF MIAMI BEACH,FLORIDAAMENDING CHAPTER 142,ZONING DISTRICTS AND
political subdivision, public agency or municipality thereof,or(iii)a pledge of the REGULATIONS.'ARTICLE II,'DISTRICT REGULATIONS,'(1)AT DMSION 5,'CD-2 COMMERCIAL,MEDIUM INUNSITY DISTRICT;SECTION 142-310,'SPECIAL
taxingpower of the City, the State, or anypolitical subdivision, public agency or REGULATIONS FOR ALCOHOLIC BEVERAGE ESTABUSHMENiS';AND(2I AT DMSION 11,'1.1 LIGHT INDUSTRIAL DISTRICT.SECTION 142-488,'SPECIAL
9 yREGULATIONS FOR ALCOHOLIC BEVERAGE ES ABLISHMENTS'TO ELIMINATE eOSTING EXCEPTIONS o THE 200 0.M.CLOSING TME TOR ALCOHOLIC
municipality thereof within the meaning of any constitutional or statutory provision. BEVERAGE ESTABLISHMENTS IN THE SUNSET HARBOUR NEIGHBORHOOD,WHICHIS GENERALLYBOUNDEDBYPURDYAYENUE,20TH STREET,ALTON ROAD.
AND DADE BOULEVARD,AND PROVIDING FOR CODIFICATION,REPEALER SEVERABILITY,AND AN EFFECTIVE DATE.This Ordinance is being heard
The CTA has no taxing power. - pursuant to02.05of the City Charter,§118-164 of the Gryi Land Development Code,and 0166.041 OS.Inquiries may be directed
interested Parties are invited to participate in this meeting, or be represented by an to the Planning Peparttnent at 305.677.7550.
agent,or to express their views in writingaddressed to the CityCommission,c/o the CityINTERESTED PARTIES are Invited m participate in this meeting,or be reprented M an agent.by joining the virtual meeting at•.httpsdlu402webtool.
9 P IaryB8772526207 avis teleplcrre at 1.929.205.6.039 N-5)or 877.853.5257(TDR Ree).The Webinar ID:88472526207e.Members of Tire public wanting to
Clerk,via email to CitvClerk@miamibeachfl.00v or via U.S.Mail to 1700 Convention Drive, woosm°„em du ing he mre5n9 mond dre'ra ehaed'icon ifwingdre Zoom apps nero'9 gn ire eephme m'rabe der hand'.
1st Floor,City Hall,Miami Beach,Florida 33139.All persons are.advised that,if they writtmmmmenis may beaddressed tothe City Commission via ernad to dtyclerkerniarmbeadsflgov by SOO pm.the day before the Commission Meeting.
decide to appeal any decision made by the City with respect to any matter considered at Please identify the Agenda Item Number in the email subject line.Emmis received well be forwarded en the Maya and Commissioners and will be Inducted as
!his meeting,they will need a record of the-proceedings,and for such purpose,they may aRag grdameeungrecord*
need to ensure that a verbatim record of the proceedings is made,which record includes Cops Ndee Dna ar"a e6be�PaHx" c*"arhgai ver mambeah0.go ti}halUdry<k kagadaa dwe maimpa eY
the testimony and evidence upon which the appeal is to be based. This meeting,or any item therein.may be continued.and under sod)circumstances,addroonal legal notice need not be provided.
Rawant to Section,..," 286.010S.Fla Sttt,isle Gtyberetrj addles the public that if a pennon decides to appeal any decision made by the City Commission
To request this material in alternate format,sign language interpreter(five-day notice withra,peanao,rcmoiderdatit neoonReo AI angaxhpeecnmostennredr ooebaomremrdcT08praeedisenMmadAwhthrxad
required),information on access for persons with disabilities,and/or any accommodation Wadesthetesemonyandmadencewanw+edrtheappealismbemsersnotaedoesnotcaotituteta,000thYhaoryyameinS duodmaadmissim
to review any document or participate in any City-sponsored proceedings, callofomerwiseLnadmLssibleairR+nanteYaartte,nada,Ltaudiad,aLlmgasmawMIsrot omew"eaL ed by law.
305.604.2489 and select option 6;TTY users may call via 711 (Florida Relay Service). To request this material in altemate format sign language Mtepreter(five-day notice required),information maccess for persons wtmdisaNlitresanuaany
accommodation to renew any document a participate in any Ctyspmsord proceedings,cal 305.604.2489 and select 1 for English or 2 for Spanish,then
Rafael E Granado, a0m6;m ng'may alnor7l1Month RAW Semte).
Rafael E.
City Clerk of City of Miami Beach Cityo Granado,Miami each
Ad 05132020-04 Ad 05132020-05
Page 754 of 865