Resolution 2021-31692 RESOLUTION NO. 2021-31692
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA AUTHORIZING THE ISSUANCE OF
NOT TO EXCEED $40,000,000 IN AGGREGATE PRINCIPAL AMOUNT
OF CITY OF MIAMI BEACH, FLORIDA WATER AND SEWER REVENUE
REFUNDING BONDS, SERIES 2021A, FOR THE PRINCIPAL PURPOSE
OF REFUNDING THE CITY'S OUTSTANDING WATER AND SEWER
REVENUE REFUNDING BONDS, TAXABLE SERIES 2009J-1B, AND
WATER AND SEWER REVENUE BONDS, TAXABLE SERIES 2009J-1C,
PURSUANT TO SECTION 210 OF RESOLUTION NO. 95-21585
ADOPTED BY THE CITY ON MAY 17, 1995; PROVIDING THAT SAID
SERIES 2021A BONDS AND INTEREST THEREON SHALL BE
PAYABLE SOLELY AS PROVIDED IN SAID RESOLUTION NO. 95-
21585 AND THIS RESOLUTION; PROVIDING CERTAIN DETAILS OF
THE SERIES 2021A BONDS; DELEGATING OTHER DETAILS AND
MATTERS IN CONNECTION WITH THE ISSUANCE OF THE SERIES
2021A BONDS AND THE REFUNDING OF THE BONDS TO BE
REFUNDED, INCLUDING WHETHER TO SECURE A CREDIT FACILITY,
TO THE CITY MANAGER, WITHIN THE LIMITATIONS AND
RESTRICTIONS STATED HEREIN; PERMITTING CONDITIONAL
OPTIONAL REDEMPTION OF THE SERIES 2021A BONDS;
APPOINTING UNDERWRITERS, A BOND REGISTRAR AND A
DISCLOSURE DISSEMINATION AGENT; AUTHORIZING THE
NEGOTIATED SALE OF THE SERIES 2021A BONDS AND APPROVING
THE FORM OF AND AUTHORIZING THE EXECUTION OF A BOND
PURCHASE AGREEMENT; AUTHORIZING AND DIRECTING THE
BOND REGISTRAR TO AUTHENTICATE AND DELIVER THE SERIES
2021A BONDS; APPROVING THE FORM OF AND DISTRIBUTION OF A
PRELIMINARY OFFICIAL STATEMENT AND AN OFFICIAL
STATEMENT AND AUTHORIZING THE EXECUTION OF THE OFFICIAL
STATEMENT; PROVIDING FOR THE APPLICATION OF THE
PROCEEDS OF THE SERIES 2021A BONDS AND CREATING A COST
OF ISSUANCE ACCOUNT AND A REBATE FUND; AUTHORIZING THE
REFUNDING AND PREPAYMENT OF THE BONDS TO BE REFUNDED;
AUTHORIZING A BOOK-ENTRY REGISTRATION SYSTEM WITH
RESPECT TO THE SERIES 2021A BONDS; COVENANTING TO
PROVIDE CONTINUING DISCLOSURE IN CONNECTION WITH THE
SERIES 2021A BONDS AND APPROVING THE FORM OF AND
AUTHORIZING THE EXECUTION AND DELIVERY OF A CONTINUING
DISCLOSURE AGREEMENT; AUTHORIZING OFFICERS AND
EMPLOYEES OF THE CITY TO TAKE ALL NECESSARY RELATED
ACTIONS; AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the City of Miami Beach, Florida (the "City") currently owns, maintains
and operates a Water and Sewer Utility(as such term and all other capitalized terms used
in this resolution and not defined herein are defined in the hereinafter described Original
Resolution); and
WHEREAS, the City has heretofore issued multiple Series of Bonds, including its
(i)$10,000,000 original principal amount of City of Miami Beach, Florida Water and Sewer
Revenue Refunding Bonds, Taxable Series 2009J-1B, all of which are currently
Outstanding (the "Outstanding Series 2009J-1 B Bonds"), pursuant to Resolution No. 95-
21585 adopted by the Commission on May 17, 1995 (the "Original Resolution" and as
amended and supplemented from time to time, the "Bond Resolution"), and Resolution
No. 2009-27243 adopted by the Commission on October 14, 2009 (the "Series 2009
Resolution"), evidencing a loan from the City of Gulf Breeze, Florida ("Gulf Breeze") under
its loan pool program, and (ii) $30,000,000 original principal amount of City of Miami
Beach, Florida Water and Sewer Revenue Bonds, Taxable Series 2009J-1 C, all of which
are currently Outstanding (the "Outstanding Series 2009J-1 C Bonds"), pursuant to the
Original Resolution and the Series 2009 Resolution, evidencing a loan from Gulf Breeze
under its loan pool program; and
WHEREAS, the City has determined that as a result of the current low interest rate
environment it is financially beneficial to authorize the refunding of all of the Outstanding
Series 2009J-1 B Bonds and the Outstanding Series 2009J-1 C Bonds in accordance with
the provisions of this resolution (the Outstanding Series 2009J-1B Bonds and the
Outstanding Series 2009J-1C Bonds hereinafter referred to as the "Bonds to be
Refunded"); and
WHEREAS, Section 210 of the Original Resolution provides for the issuance of
Refunding Bonds for the principal purpose of providing funds for refunding all or any
portion of the Outstanding Bonds of any one or more Series, upon meeting certain
conditions contained in said Section 210; and
WHEREAS, in accordance with the requirements of Section 210 of the Original
Resolution, the Commission hereby determines that the refunding of the Bonds to be
Refunded is in the best interests of the City and the users of the Water and Sewer Utility
as it will result in debt service savings which will lower the expenses of the Water and
Sewer Utility and be financially beneficial to the City and the users of the Water and Sewer
Utility; and
WHEREAS, the City has determined that it is desirable to issue Refunding Bonds
(the "Series 2021A Bonds") pursuant to the provisions of Section 210 of the Original
Resolution and this resolution, which constitutes a Series Resolution for the Series 2021A
Bonds under the Bond Resolution, for the purpose of, together with any other available
moneys of the City, (i) providing funds for refunding and prepaying the Bonds to be
Refunded, and (ii) paying the expenses incurred in such issuance, refunding and
prepayment (collectively, the "Series 2021A Funding Requirements"); and
WHEREAS, the Commission has determined that it is in the best interest of the
City to delegate to the City Manager, who shall rely upon the recommendations of the
Chief Financial Officer of the City (the "Chief Financial Officer"), who is the officer
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succeeding to the principal functions of the Finance Director, and RBC Capital Markets,
LLC, the City's financial advisor (the "Financial Advisor"), the determination of various
terms of the Series 2021A Bonds, whether to secure a Credit Facility with respect to the
Series 2021A Bonds, the final award of the Series 2021A Bonds, and certain other actions
in connection with the issuance of the Series 2021A Bonds and the refunding and
prepayment of the Bonds to be Refunded, all as provided and subject to the limitations
contained herein; and
WHEREAS, the City has determined that due to the character of the Series 2021A
Bonds, current market conditions, the uncertainty inherent in a competitive bidding
process and the recommendations of the Financial Advisor, it is in the best interest of the
City to authorize the negotiated sale of the Series 2021A Bonds;
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA:
SECTION 1. The above recitals are incorporated herein as findings.
SECTION 2. A Series of Refunding Bonds of the City in an aggregate principal
amount not to exceed $40,000,000 is authorized to be issued pursuant to, and subject to
the conditions of, Section 210 of the Original Resolution and the authority granted to the
City by the Act, for the purpose of providing moneys, together with any other available
moneys, to pay the Series 2021A Funding Requirements. The Series 2021A Bonds shall
be designated "City of Miami Beach, Florida Water and Sewer Revenue Refunding
Bonds, Series 2021A," shall be issued as Current Interest Bonds, shall be issued in fully
registered form as provided in Section 202 of the Original Resolution, shall be in the
denominations of $5,000 or any whole multiple thereof and shall be numbered R-1
upwards.
The Series 2021A Bonds shall be issued in such aggregate principal amount, shall
be dated and issued at such time or times, shall be in the form of Serial Bonds and/or
Term Bonds, shall have such Interest Payment Dates, shall bear interest at such fixed
rates, not to exceed the maximum rate permitted by law, computed on the basis of a 360-
day year of twelve 30-day months, shall be stated to mature on such dates, but not later
than December 1, 2039, as to any Term Bonds, shall have Amortization Requirements
payable in such amounts and on such dates, and shall be subject to redemption prior to
maturity, all as shall be determined by the City Manager, after consultation with the Chief
Financial Officer and the Financial Advisor, and specified in a certificate of the Mayor
executed on or prior to the date of initial issuance of the Series 2021A Bonds (the "Series
2021 A Mayor's Certificate"). Term Bonds, if any, will be subject to mandatory redemption
at par, without premium, each year in amounts equal to the respective Amortization
Requirements therefor. Principal of and interest and redemption premium, if any, on the
Series 2021A Bonds shall be payable in accordance with the provisions of the Bond
Resolution. The execution of the Series 2021A Mayor's Certificate shall be conclusive
evidence of the City's approval of the details of the Series 2021A Bonds.
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In any case where the maturity date of, or the date for the payment of the principal
of or interest on the Series 2021A Bonds, or the date fixed for redemption of the Series
2021A Bonds shall not be a business day, then payment of such interest or principal or
redemption price need not be made by the Bond Registrar on such date but may be made
on the next succeeding business day with the same force and effect as if made on the
Interest Payment Date or the date of maturity or the date fixed for redemption, and no
interest shall accrue for the period after.such Interest Payment Date, date of maturity or
date fixed for redemption.
If the City Manager determines, in reliance upon the recommendations of the Chief
Financial Officer and the Financial Advisor, that there is an economic benefit to the City
to secure and pay for a Credit Facility with respect to all or a portion of the Series 2021A
Bonds, the City Manager is authorized to secure a Credit Facility with respect to all or a
portion of the Series 2021A Bonds. The City Manager is authorized to provide for the
payment of the premium for such Credit Facility from the proceeds of the Series 2021A
Bonds. The Mayor is authorized, after consultation with the City Attorney, to enter into,
execute and deliver such agreements as may be necessary to secure such Credit Facility,
the execution and delivery by the Mayor of any such agreements for and on behalf of the
City to be conclusive evidence of the City's approval of securing such Credit Facility and
of such agreements. Any agreements with the provider of such Credit Facility shall
supplement and be in addition to the provisions of the Bond Resolution.
SECTION 3. In accordance with the provisions of the Bond Resolution, the Series
2021A Bonds shall be limited obligations of the City payable solely from the Net Revenues
and, to the extent provided in the Bond Resolution, from certain Funds and Accounts
which are pledged to the payment thereof in the manner provided in the Bond Resolution,
and nothing shall be construed as obligating the City to pay the principal, interest and
premium, if any, thereon except from the Net Revenues and, to the extent provided in the
Bond Resolution, said Funds and Accounts or as pledging the full faith and credit of the
City or any form of taxation whatever to such payments; provided, however, that
notwithstanding anything to the contrary contained in the Bond Resolution, the Series
2021A Bonds shall not be secured by, nor payable from moneys, Reserve Account
Insurance Policies or Reserve Account Letters of Credit on deposit in, the Reserve
Account or any subaccount therein created under or pursuant to the Bond Resolution and
the Reserve Account Requirement with respect to the Series 2021A Bonds shall be$0.00.
SECTION 4. In the case of an optional redemption of the Series 2021A Bonds,
the redemption notice may state that (a) it is conditioned upon the deposit of moneys with
the Bond Registrar or with a bank, trust company or other appropriate fiduciary institution
acting as escrow agent (the "escrow agent"), in amounts necessary to effect the
redemption, no later than the redemption date, or (b) the City retains theright to rescind
such notice on or prior to the scheduled redemption date (in either case, a "Conditional
Redemption"), and such notice and optional redemption shall be of no effect if such
moneys are not so deposited or if the notice is rescinded as described in this Section.
Any such notice of Conditional Redemption shall be captioned "Conditional Notice of
Redemption." Any Conditional Redemption may be rescinded at any time prior to the
redemption date if the City delivers a written direction to the Bond Registrar directing the
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Bond Registrar to rescind the redemption notice. The Bond Registrar shall give prompt
notice of such rescission to the affected Bondholders. Any Series 2021A Bonds subject
to Conditional Redemption where redemption has been rescinded shall remain
Outstanding, and neither the rescission nor the failure by the City to make such moneys
available shall constitute an Event of Default under the Bond Resolution.
SECTION 5. It is hereby found and determined that due to the character of the
Series 2021A Bonds, current market conditions, the uncertainty inherent in a competitive
bidding process and the recommendations of the Financial Advisor, the negotiated sale
of the Series 2021A Bonds is in the best interest of the City. The negotiated sale of the
Series 2021A Bonds to PNC Capital Markets LLC (the "Senior Managing Underwriter")
on behalf of itself and Hilltop Securities Inc. (collectively with the Senior Managing
Underwriter, the "Underwriters") is hereby authorized at a purchase price (not including
original issue premium or original issue discount) of not less than 99% of the aggregate
principal amount of the Series 2021A Bonds (the "Minimum Purchase Price") and at a
true interest cost rate ("TIC")that results in not less than 3.00% net present value savings
as a percentage of the Bonds to be Refunded (the "Maximum TIC"). The City Manager,
after consultation with the Chief Financial Officer and the Financial Advisor, is hereby
authorized to award the Series 2021A Bonds to the Underwriters at a purchase price of
not less than the Minimum Purchase Price and at a TIC not in excess of the Maximum
TIC. The execution and delivery of the Series 2021A Bond Purchase Agreement
(hereinafter defined) for and on behalf of the City by the Mayor shall be conclusive
evidence of the City's acceptance of the Underwriters' proposal to purchase the Series
2021A Bonds.
SECTION 6. Upon compliance with the requirements of Section 218.385, Florida
Statutes, by the Underwriters, the Commission hereby authorizes the Mayor to execute
and deliver a Bond Purchase Agreement for the Series 2021A Bonds (the "Series 2021A
Bond Purchase Agreement") for and on behalf of the City, in substantially the form
presented at the meeting at which this Series Resolution was considered, subject to such
changes, modifications, insertions and omissions and such filling-in of blanks therein as
may be determined and approved by the City Manager, after consultation with the Chief
Financial Officer and the City Attorney. The execution of the Series 2021A Bond
Purchase Agreement for and on behalf of the City by the Mayor shall be conclusive
evidence of the City's approval of the Series 2021A Bond Purchase Agreement.
SECTION 7. The Bond Registrar is hereby authorized and directed to
authenticate the Series 2021A Bonds and to deliver the Series 2021A Bonds to or upon
the order of the Underwriters upon payment of the purchase price, as shall be set forth in
the Series 2021A Bond Purchase Agreement, and satisfaction of the conditions contained
in Section 210 of the Original Resolution.
SECTION 8. The proposed Preliminary Official Statement (the "Series 2021A
Preliminary Official Statement") and Official Statement (the "Series 2021A Official
Statement") in connection with the issuance of the Series 2021A Bonds are hereby
approved in substantially the form of the Series 2021A Preliminary Official Statement
presented at the meeting at which this Series Resolution was considered, subject to such
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changes, modifications, insertions and omissions and such filling-in of blanks therein as
may be determined and approved by the City Manager, after consultation with the Chief
Financial Officer and the City Attorney. The execution of the Official Statement, for and
on behalf of the City by the Mayor and the City Manager shall be conclusive evidence of
the City's approval of the Series 2021A Preliminary Official Statement and the Series
2021A Official Statement. The distribution of said Series 2021A Preliminary Official
Statement and Series 2021A Official Statement in connection with the marketing of the
Series 2021A Bonds and the execution and delivery of the Series 2021A Official
Statement by the Mayor and the City Manager are hereby authorized. The Mayor or his
designee, after consultation with the Chief Financial Officer and the City Attorney, is
hereby authorized to make any necessary certifications to the Underwriters regarding a
near final or deemed final official statement, if and to the extent required by Rule 15c2-12
of the United States Securities and Exchange Commission (the "Rule").
SECTION 9. The proceeds of the Series 2021A Bonds and, to the extent
determined by the Chief Financial Officer, moneys on deposit in the Debt Service Account
on account of the Bonds to be Refunded, shall be applied in accordance with the
provisions of Section 210 and other provisions of the Original Resolution and this Series
Resolution, all as specified in a certificate of the Chief Financial Officer delivered
concurrently with the issuance of the Series 2021A Bonds. There is hereby created a
"Series 2021A Cost of Issuance Account"for the deposit of proceeds of the Series 2021A
Bonds to be applied to the payment of expenses incurred in the issuance of the Series
2021A Bonds and the refunding and prepayment of the Bonds to be Refunded.
The proceeds of the Series 2021A Bonds may be invested in accordance with the
provisions of Section 602 of the Original Resolution in Investment Obligations as
determined by the Chief Financial Officer.
SECTION 10. In connection with the issuance of the Series 2021A Bonds and for
the purpose of complying with the covenants contained in Section 605 of the Original
Resolution, there is hereby created a special fund designated "Series 2021A Arbitrage
Rebate Fund," which shall be held by the City and constitute an Arbitrage Rebate Fund
under the Bond Resolution.
SECTION 11. The Series 2021A Bonds shall be executed in the form and manner
provided in the Bond Resolution. The Series 2021A Bonds are hereby authorized to be
issued initially in book-entry form and registered in the name of The Depository Trust
Company, New York, New York ("DTC"), or its nominee which will act as securities
depository for the Series 2021A Bonds. The Chief Financial Officer is hereby authorized
and directed to execute any necessary letters of representations with DTC and,
notwithstanding the provisions of the Bond Resolution, to do all other things, comply with
all requirements and execute all other such documents as are incidental to such book-
entry system. In the event a book-entry system for the Series 2021A Bonds ceases to be
in effect, the Series 2021A Bonds shall be issued in fully certificated form.
SECTION 12. The refunding and prepayment of the Bonds to be Refunded is
hereby authorized and approved.
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SECTION 13. For the benefit of the Holders and beneficial owners from time to
time of the Series 2021A Bonds, the City agrees, in accordance with and as the only
obligated person with respect to the Series 2021A Bonds under the Rule, to provide or
cause to be provided certain financial information and operating data,financial statements
and notices, in such manner, as may be required for purposes of paragraph (b)(5) of the
Rule. In order to describe and specify the terms of the City's continuing disclosure
agreement, the Chief Financial Officer is hereby authorized and directed to enter into and
deliver, in the name and on behalf of the City, a Disclosure Dissemination Agent
Agreement (the "Series 2021A Continuing Disclosure Agreement"), with Digital
Assurance Certification, L.L.C. ("DAC"), which is hereby appointed as disclosure
dissemination agent with respect to the Series 2021A Bonds, in substantially the form
presented at the meeting at which this Series Resolution was considered, subject to such
changes, modifications, insertions and omissions and such filling-in of blanks therein as
may be determined and approved by the Chief Financial Officer, after consultation with
the City Attorney. The execution of the Series 2021A Continuing Disclosure Agreement,
for and on behalf of the City by the Chief Financial Officer, shall be deemed conclusive
evidence of the City's approval of the Series 2021A Continuing Disclosure Agreement.
Notwithstanding any other provisions of the Bond Resolution, including this Series
Resolution, any failure by the City to comply with any provisions of the Series 2021A
Continuing Disclosure Agreement shall not constitute an Event of Default under the Bond
Resolution and the remedies therefor shall be solely as provided in the Series 2021A
Continuing Disclosure Agreement.
The Chief Financial Officer is further authorized to establish procedures in order to
ensure compliance by the City with the Series 2021A Continuing Disclosure Agreement,
including the timely provision of information and notices. Prior to making any filing in
accordance with such agreement, the Chief Financial Officer may consult with, as
appropriate, the City Attorney or Bond Counsel. The Chief Financial Officer, acting in the
name and on behalf of the City, shall be entitled to rely upon any legal advice provided
by the City Attorney or Bond Counsel in determining whether a filing should be made.
SECTION 14. U.S. Bank National Association is hereby appointed as Bond
Registrar for the Series 2021A Bonds.
SECTION 15. The officers, agents and employees of the City, the Bond Registrar
and DAC are hereby authorized and directed to do all acts and things and execute and
deliver all documents, agreements and certificates required of them by the provisions of
the Series 2021A Bonds, the Bond Resolution, the Series 2021A Bond Purchase
Agreement, the Series 2021A Continuing Disclosure Agreement and this Series
Resolution, for the full, punctual and complete performance of all the terms, covenants,
provisions and agreements of the Series 2021A Bonds, the Bond Resolution, the Series
2021A Bond Purchase Agreement, the Series 2021A Continuing Disclosure Agreement
and this Series Resolution.
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SECTION 16. This Series Resolution shall become effective immediately upon its
adoption. /� /
PASSED AND ADOPTED this aq day of prl 1 , 2021.
Mayor
Attest:
City Clerk
(Seal) APPROVED AS TO
FORM &LANGUAGE&FOR EXECUTION
icoRP ORATED)
,.. l
cN,2'' City Attorney"pp\Z Date
8
Resolutions - R7 A
MIAMI BEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Alina T. Hudak, City Manager
DATE: April 29, 2021
SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA AUTHORIZING THE ISSUANCE OF NOT TO
EXCEED $40,000,000 IN AGGREGATE PRINCIPAL AMOUNT OF CITY OF
MIAMI BEACH, FLORIDA WATER AND SEWER REVENUE REFUNDING
BONDS, SERIES 2021A, FOR THE PRINCIPAL PURPOSE OF
REFUNDING THE CITY'S OUTSTANDING WATER AND SEWER REVENUE
REFUNDING BONDS, TAXABLE SERIES 2009J-1B, AND WATER AND
SEWER REVENUE BONDS, TAXABLE SERIES 2009J-1C, PURSUANT TO
SECTION 210 OF RESOLUTION NO. 95-21585 ADOPTED BY THE CITY ON
MAY 17, 1995; PROVIDING THAT SAID SERIES 2021A BONDS AND
INTEREST THEREON SHALL BE PAYABLE SOLELY AS PROVIDED IN
SAID RESOLUTION NO. 95-21585 AND THIS RESOLUTION; PROVIDING
CERTAIN DETAILS OF THE SERIES 2021A BONDS; DELEGATING
OTHER DETAILS AND MATTERS IN CONNECTION WITH THE ISSUANCE
OF THE SERIES 2021A BONDS AND THE REFUNDING OF THE BONDS
TO BE REFUNDED, INCLUDING WHETHER TO SECURE A CREDIT
FACILITY, TO THE CITY MANAGER, WITHIN THE LIMITATIONS AND
RESTRICTIONS STATED HEREIN; PERMITTING CONDITIONAL
OPTIONAL REDEMPTION OF THE SERIES 2021A BONDS; APPOINTING
UNDERWRITERS, A BOND REGISTRAR AND A DISCLOSURE
DISSEMINATION AGENT; AUTHORIZING THE NEGOTIATED SALE OF
THE SERIES 2021A BONDS AND APPROVING THE FORM OF AND
AUTHORIZING THE EXECUTION OF A BOND PURCHASE AGREEMENT;
AUTHORIZING AND DIRECTING THE BOND REGISTRAR TO
AUTHENTICATE AND DELIVER THE SERIES 2021A BONDS;APPROVING
THE FORM OF AND DISTRIBUTION OF A PRELIMINARY OFFICIAL
STATEMENT AND AN OFFICIAL STATEMENT AND AUTHORIZING THE
EXECUTION OF THE OFFICIAL STATEMENT; PROVIDING FOR THE
APPLICATION OF THE PROCEEDS OF THE SERIES 2021A BONDS AND
CREATING A COST OF ISSUANCE ACCOUNT AND A REBATE FUND;
AUTHORIZING THE REFUNDING AND PREPAYMENT OF THE BONDS TO
BE REFUNDED; AUTHORIZING A BOOK-ENTRY REGISTRATION
SYSTEM WITH RESPECT TO THE SERIES 2021A BONDS;
COVENANTING TO PROVIDE CONTINUING DISCLOSURE IN
CONNECTION WITH THE SERIES 2021A BONDS AND APPROVING THE
Page 370 of 538
FORM OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF A
CONTINUING DISCLOSURE AGREEMENT; AUTHORIZING OFFICERS
AND EMPLOYEES OF THE CITY TO TAKE ALL NECESSARY RELATED
ACTIONS;AND PROVIDING FOR AN EFFECTIVE DATE.
BACKGROUND/HISTORY
Given the favorable interest rate environment with rates near historical lows, the City's Finance
Department, in conjunction with the City's Financial Advisor, RBC Capital Markets ("Financial
Advisor"), has identified opportunities to achieve debt service savings from refinancing outstanding
debt.
The Administration proposes that the City Commission adopt the Resolution for the issuance of the
City's Water and Sewer Revenue Refunding Bonds, Series 2021A(the"Series 2021A Bonds"). The
details of the proposed Series 2021A Bonds are discussed more fully below.
On May 8, 2020, the Finance and Economic Resiliency Committee ("FERC") reviewed the proposed
refunding of the $40,000,000 Water and Sewer Revenue Refunding Bonds, Taxable Series 2009J-
1B, and Water and Sewer Revenue Bonds, Taxable Series 2009J-1C (together, the "Outstanding
Series 2009 Bonds"), and favorably recommended that the Administration proceed with the
refinancing as the Outstanding Series 2009 Bonds came closer to the call date of December 1, 2020
and market conditions improved.
ANALYSIS
The City's Finance Team and Financial Advisor have identified the following savings opportunity,
which is discussed in greater detail below. The refunding of these obligations was recommended to
the FERC on May 8, 2020, and the FERC recommended that Administration move forward with the
refinancing.
The City's $40 million in Outstanding Series 2009 Bonds became callable on December 1, 2020,
and have interest rates ranging from 4.375-5.00% with a final maturity on December 1, 2039. A
public offering of the Series 2021A Bonds enables the City to lock in savings with a fixed rate through
the final maturity of the Series 2021A Bonds. The Administration and its Financial Advisor reviewed
the possibility of refinancing the Outstanding Series 2009 Bonds with a bank loan, but determined
that the ability to lock in the debt service through the final maturity of the refunding is the best
alternative for utility rate setting.
Based on current market conditions, the net present value savings from refinancing the Outstanding
Series 2009 Bonds would be approximately$11 million. which is 28% of bonds refunded. The total
savings over 18 years would be approximately$13 million. The final maturity of the refunding will not
be later than 2039,which is the final maturity of the Outstanding Series 2009 Bonds.
Municipal bond underwriting firms assist the City through the bond issuance process and serve as a
liaison between the City and investors in the sale of its bonds. The underwriters' main role is to
generate investor demand and to market, price and sell the City's Series 2021A Bonds to retail and
institutional investors.
On January 22, 2021, the City Commission approved the selection of PNC Capital Markets LLC as
the Senior Managing underwriter and Hilltop Securities Inc. as the Co-Managing underwriter for the
Page 371 of 538
Series 2021A Bonds.
Because of the character of the Series 2021A Bonds, current market conditions, the uncertainty
inherent in a competitive bidding process and the recommendations of the Financial Advisor, it was
determined that a negotiated sale of the Series 2021A Bonds rather than a sale through a
competitive bid is in the best interest of the City.
The Resolution authorizing the issuance of the Series 2021A Bonds delegates to the City Manager,
after consultation with, or relying upon the recommendation of, the Chief Financial Officer and the
Financial Advisor, the determination of various terms of the Series 2021A Bonds, including whether
to secure one or more Credit Facilities with respect to the Series 2021A Bonds and the final award of
the Series 2021A Bonds.
Pursuant to the Resolution, (1) the Mayor is authorized to enter into a Bond Purchase
Agreement with the Underwriters awarding the Series 2021 A Bonds to the Underwriters, and (2)
in connection with the City's continuing disclosure obligations, the Chief Financial Officer is
authorized to enter into a Disclosure Dissemination Agent Agreement with Digital Assurance
Certification, L.L.C. ("DAC"), which is appointed as disclosure dissemination agent under the
Resolution. U.S. Bank National Association is appointed as Bond Registrar for the Series 2021A
Bonds under the Resolution.
The pricing of the bonds is anticipated to take place in mid May 2021 and an LTC will be distributed
to the City Commission summarizing the final terms for the sale of the bonds.
SUPPORTING SURVEY DATA
n/a
CONCLUSION
The Administration recommends that the Mayor and City Commission of the City of Miami Beach,
Florida adopt the Bond Resolution for the issuance of the Series 2021A Bonds.
Applicable Area
Citywide
Is this a"Residents Right Does this item utilize G.O.
to Know" item. pursuant to Bond Funds?
City Code Section 2-14?
Yes No
Legislative Trackina
Finance
ATTACHMENTS:
Description
❑ Resolution
❑ Bond Purchase Agreement
❑ Disclosure Dissemination Agent Agreement
Page 372 of 538
D Preliminary Offering Statement (POS)
Page 373 of 538
$
CITY OF MIAMI BEACH,FLORIDA
Water and Sewer Revenue Refunding Bonds,
Series 2021A
BOND PURCHASE AGREEMENT
,2021
Mayor and City Commission
City of Miami Beach,Florida
1700 Convention Center Drive
Miami Beach,Florida 33139
Ladies and Gentlemen:
PNC Capital Markets LLC (the "Senior Managing Underwriter"), acting on behalf of itself and
Hilltop Securities Inc. (collectively, with the Senior Managing Underwriter, the "Underwriters"), offer to
enter into this Bond Purchase Agreement (this "Purchase Agreement") with the City of Miami Beach,
Florida (the "City"), for the sale by the City and the purchase by the Underwriters of the City's
$ Water and Sewer Revenue Refunding Bonds,Series 2021A (the "Series 2021A Bonds"). This
offer is made subject to acceptance by the City prior to 5:00 p.m.(Eastern Time)on the date hereof. Upon
such acceptance,this Purchase Agreement will be in full force and effect in accordance with its terms and
will be binding on the City and the Underwriters. If this offer is not so accepted, it is subject to
withdrawal by the Underwriters upon written notice delivered to the City at any time prior to such
acceptance. In conformance with Section 218.385, Florida Statutes,as amended, the Underwriters hereby
deliver the Disclosure and Truth-in-Bonding Statement attached hereto as Exhibit"A." Capitali7ed terms
used in this Purchase Agreement, but not defined, are used with the meanings ascribed to them in the
Bond Resolution hereinafter described.
The Senior Managing Underwriter represents that it is authorized on behalf of itself and the other
Underwriters to enter into this Purchase Agreement and to take any other actions that may be required
on behalf of the Underwriters.
SECTION 1.
(a) Upon the terms and conditions and upon the basis of the representations and warranties
herein set forth, the Underwriters hereby agree to purchase from the City, and the City
hereby agrees to sell to the Underwriters all (but not less than all) of the Series 2021A
Bonds for a purchase price equal to$ (which purchase price is the aggregate
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principal amount of the Series 2021A Bonds of$ plus/less a[net]original issue
premium/discount of$ and less an Underwriters' discount of $ ).
The purchase price for the Series 2021A Bonds shall be payable to the City in
immediately available funds.
(b) In connection with the execution of this Purchase Agreement, the Senior Managing
Underwriter, on behalf of the Underwriters, has delivered an amount equal to
Dollars ($ ) as a good faith deposit by wire transfer
(the "Good Faith Deposit"), which is being delivered to the City on account of the
purchase price of the Series 2021A Bonds and as security for the performance by the
Underwriters of their obligation to accept and to pay for the Series 2021A Bonds. The
City shall hold the Good Faith Deposit, except under the circumstances hereinafter set
forth. If the City does not accept this offer,such Good Faith Deposit shall be immediately
returned to the Senior Managing Underwriter. In the event of the City's failure to deliver
the Series 2021A Bonds at the Closing, or if the City shall be unable at or prior to the
Closing to satisfy the conditions to the obligations of the Underwriters contained in this
Purchase Agreement (unless such conditions are waived by the Senior Managing
Underwriter),or if the obligations of the Underwriters shall be terminated for any reason
permitted by this Purchase Agreement, the City shall immediately return the Good Faith
Deposit to the Senior Managing Underwriter and such Good Faith Deposit shall
constitute a full release and discharge of all claims by the Underwriters against the City
arising out of the transactions contemplated by this Purchase Agreement. In the event
that the Underwriters fail other than for a reason permitted under this Purchase
Agreement to accept and pay for the Series 2021A Bonds upon their tender by the City at
the Closing,the amount of the Good Faith Deposit shall be retained by the City and such
retention shall represent full liquidated damages and not a penalty, for such failure and
for any and all defaults on the part of the Underwriters and the retention of such funds
shall constitute a full release and discharge of all claims, rights and damages for such
failure and for any and all such defaults. It is understood by both the City and the
Underwriters that actual damages in the circumstances as described in the preceding
sentence may be difficult or impossible to compute; therefore, the funds represented by
the Good Faith Deposit are a reasonable estimate of the liquidated damages in this type
of situation.
(c) The Series 2021A Bonds will be issued pursuant to Chapter 166, Florida Statutes, as
amended, the City of Miami Beach Charter, and other applicable provisions of law
(collectively, the "Act"), and pursuant and subject to the terms and conditions of
Resolution No. 95-21585 adopted by the Commission on May 17, 1995, as amended and
supplemented from time to time, and as particularly supplemented by Resolution No.
2021- adopted by the Commission on , 2021 (collectively, the
"Bond Resolution"). The Series 2021A Bonds shall mature and have such other terms and
provisions as are described on Exhibit "B" hereto. Proceeds of the Series 2021A Bonds
will provide funds, together with other available funds, to (i) refund the City's
outstanding Water and Sewer Revenue Refunding Bonds, Taxable Series 2009J-1B (the
"Refunded 2009J-1B Bonds") and Water and Sewer Revenue Bonds,Taxable Series 2009J-
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1C(the"Refunded 2009J-1C Bonds" and together with the Refunded 2009J-1B Bonds, the
"Refunded Bonds"),and (ii) pay the expenses incurred in connection with the issuance of
the Series 2021A Bonds. It shall be a condition to the obligation of the City to sell and
deliver the Series 2021A Bonds to the Underwriters, and to the obligation of the
Underwriters to purchase and accept delivery of the Series 2021A Bonds, that the entire
aggregate principal amount of the Series 2021A Bonds shall be sold and delivered by the
City and accepted and paid for by the Underwriters at the Closing.
(d) (i) The Underwriters agree to make a bona fide public offering of substantially all of
the Series 2021A Bonds to the public at initial public offering prices not greater than (or
yields not less than) the initial public offering prices (or yields) set forth in the Official
Statement dated the date hereof (the "Official Statement"); provided, however, that the
Underwriters reserve the right to make concessions to certain dealers, certain dealer
banks and banks acting as agents and to change such initial public offering prices as the
Underwriters shall deem necessary in connection with the marketing of the Series 2021A
Bonds.
(ii) The Underwriters agree to assist the City in establishing the issue price of the
Series 2021A Bonds and shall execute and deliver to the City at Closing an "issue price"
or similar certificate, together with reasonable supporting documentation for such
certification, such as the supporting pricing wires or equivalent communications,
substantially in the form attached hereto as Exhibit C,with such modifications as may be
appropriate or necessary, in the reasonable judgment of the Senior Managing
Underwriter, the City and Bond Counsel, to accurately reflect, as applicable, the initial
offering price or prices to the public and the actual sales price or prices of the Series
2021A Bonds. All actions to be taken by the City under this section to establish the issue
price of the Series 2021A Bonds may be taken on behalf of the City by the City's
municipal advisor identified in the Official Statement and any notice or report to be
provided by the City may be provided by the City's municipal advisor.
(iii) Except for the Hold-the-Offering-Price maturities set forth in Schedule A to
Exhibit C attached hereto,the City represents that it will treat the first price at which 10%
of each maturity of the Series 2021A Bonds (the "10% test") is sold to the public as the
issue price of that maturity (if different interest rates apply within a maturity, each
separate CUSIP number within that maturity will be subject to the 10% test). At or
promptly after the execution of this Purchase Agreement, the Underwriters shall report
to the City the price or prices at which it has sold to the public each maturity of Series
2021A Bonds.
(iv) The Underwriters confirm that they have offered the Series 2021A Bonds to the
public on or before the date of this Purchase Agreement at the offering price or prices
(the "initial offering price"), or at the corresponding yield or yields, set forth in Exhibit B
attached hereto,except as otherwise set forth therein. Schedule A to Exhibit C sets forth,
as of the date of this Purchase Agreement, the maturities, if any, of the Series 2021A
Bonds for which the 10% test has not been satisfied (the Hold-the-Offering-Price
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Maturities) and for which the City and the Senior Managing Underwriter, on behalf of
the Underwriters, agree that the restrictions set forth in the next sentence shall apply,
which will allow the City to treat the initial offering price to the public of each such
maturity as of the sale date as the issue price of that maturity (the "hold-the-offering-
price rule"). So long as the hold-the-offering-price rule remains applicable to any
maturity of the Series 2021A Bonds, the Senior Managing Underwriter will neither offer
nor sell unsold Series 2021A Bonds of that maturity to any person at a price that is higher
than the initial offering price to the public during the period starting on the sale date and
ending on the earlier of the following:
(a) the close of the fifth(5th)business day after the sale date;or
(b) the date on which the underwriters have sold at least 10% of that
maturity of the Series 2021A Bonds to the public at a price that is no higher than
the initial offering price to the public. At the City's request, the Senior Managing
Underwriter shall promptly advise the City or the City's municipal advisor when
the underwriters have sold 10%of that maturity of the Series 2021A Bonds to the
public at a price that is no higher than the initial offering price to the public, if
that occurs prior to the close of the fifth(5th)business day after the sale date.
(v) The Senior Managing Underwriter confirms that:
(a) any selling group agreement and any third party distribution agreement
relating to the initial sale of the Series 2021A Bonds to the public, together with
the related pricing wires,contains or will contain language obligating each dealer
who is a member of the selling group and each broker-dealer that is a party to
such third-party distribution agreement,as applicable,to:
(I) report the prices at which it sells to the public the unsold Series
2021A Bonds of each maturity allocated to it whether or not the Closing
Date has occurred until either all of the Series 2021A Bonds of that
maturity allocated to it have been sold or it is notified by the Senior
Managing Underwriter that the 10% test has been satisfied as to the
Series 2021A Bonds of that maturity provided that, the reporting
obligation after the Closing Date may be at reasonable periodic intervals
or otherwise upon request of the Senior Managing Underwriter and
(II) comply with the hold-the-offering-price rule,if applicable,if and
for so long as directed by the Senior Managing Underwriter and as set
forth in the related pricing wires;
(III) promptly notify the Senior Managing Underwriter of any sales
of Series 2021A Bonds that, to its knowledge, are made to a purchaser
who is a related party to an underwriter participating in the initial sale of
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the Series 2021A Bonds to the public (each such term being used as
defined below);and
(IV) to acknowledge that, unless otherwise advised by the
underwriter, dealer or broker-dealer, the Senior Managing Underwriter
shall assume that each order submitted by the underwriter, dealer or
broker-dealer is a sale to the public.
(b) any agreement among underwriters or selling group agreement relating
to the initial sale of the Series 2021A Bonds to the public, together with the
related pricing wires, contains or will contain language obligating each
underwriter or dealer that is a party to a third-party distribution agreement to be
employed in connection with the initial sale of the Series 2021A Bonds to the
public to require each broker-dealer that is a party to such third-party
distribution agreement to (A) report the prices at which it sells to the public the
unsold Series 2021A Bonds of each maturity allocated to it, whetheror not the
Closing Date has occurred, until either all Series 2021A Bonds of that maturity
allocated to it have been sold or it is notified by the Senior Managing
Underwriter or such underwriter or dealer that the 10%test has been satisfied as
to the Series 2021A Bonds of that maturity, provided that, the reporting
obligation after the Closing Date may be at reasonable periodic intervals or
otherwise upon request of the Senior Managing Underwriter or such underwriter
or dealer, and (B) comply with the hold-the-offering-price rule, if applicable, if
and for so long as directed by the Senior Managing Underwriter or underwriter
or the dealer and as set forth in the related pricing wires;
(vi) The City acknowledges that, in making the representation set forth in this
subsection, the Senior Managing Underwriter will rely on (i) the agreement of each
underwriter to comply with the requirements for establishing the issue price of the Series
2021A Bonds, including, but not limited to, its agreement to comply with the hold-the-
offering-price rule, as set forth in an agreement among underwriters and the related
pricing wires, (ii) in the event a selling group has been created in connection with the
initial sale of the Series 2021A Bonds to the public,the agreement of each dealer who is a
member of the selling group to comply with the requirements for establishing the issue
price of the Series 2021A Bonds, including, but not limited to, its agreement to comply
with the hold-the-offering-price rule, as set forth in a selling group agreement and the
related pricing wires, and (iii) in the event that an underwriter is a party to a third-party
distribution agreement that was employed in connection with the initial sale of the Series
2021A Bonds to the public, the agreement of each broker-dealer that is a party to such
agreement to comply with the requirements for establishing the issue price of the Series
2021A Bonds, including, but not limited to, its agreement to comply with the hold-the-
offering-price rule, as set forth in the third-party distribution agreement and the related
pricing wires. The City further acknowledges that each underwriter shall be solely liable
for its failure to comply with its agreement regarding the requirements for establishing
the issue price of the Series 2021A Bonds,including, but not limited to, its agreement to
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comply with the hold the offering price rule and that no underwriter shall be liable for
the failure of any other underwriter,or of any dealer who is a member of a selling group,
or of any broker-dealer that is a party to a third-party distribution agreement to comply
with its agreement regarding the requirements for establishing the issue price of the
Series 2021A Bonds, including,but not limited to,its agreement to comply with the hold-
the-offering-price rule as applicable to the Series 2021A Bonds.
(vii) The Underwriters acknowledge that sales of any Series 2021A Bonds to any
person that is a related party to the Underwriters shall not constitute sales to the public
for purposes of this section. Further,for purposes of this section:
(a) "public"means any person other than an underwriter or a related party;
(b) "underwriter" means (A) any person that agrees pursuant to a written
contract with the City (or with the lead underwriter to form an underwriting
syndicate)to participate in the initial sale of the Series 2021A Bonds to the public
and (B) any person that agrees pursuant to a written contract directly or
indirectly with a person described in clause(A) to participate in the initial sale of
the Series 2021A Bonds to the public(including a member of a selling group or a
party to a retail distribution agreement participating in the initial sale of the
Series 2021A Bonds to the public),and
(c) "related party" has the meaning ascribed thereto in Treasury Regulation
1.150-1(b), and includes, but is not limited to, a purchaser of any of the Series
2021A Bonds if the Underwriters and the purchasers are subject, directly or
indirectly, to (i) more than 50% common ownership of the voting power or the
total value of their stock, if both entities are corporations (including direct
ownership by one corporation of another), (ii) more than 50% common
ownership of their capital interests or profits interests, if both entities are
partnerships (including direct ownership by one partnership of another), or (iii)
more than 50% common ownership of the value of the outstanding stock of the
corporation or the capital interests or profit interests of the partnership, as
applicable, if one entity is a corporation and the other entity is a partnership
(including direct ownership of the applicable stock or interests by one entity of
the other).
(e) The Official Statement shall be provided for distribution, at the expense of the City, in
such quantity as may be requested by the Underwriters no later than the earlier of (i)
seven (7) business days after the date hereof, or (ii) one (1) business day prior to the
Closing date, in order to permit the Underwriters to comply with Rule 15c2-12 (the
"Rule") of the Securities and Exchange Commission ("SEC"), and the applicable rules of
the Municipal Securities Rulemaking Board ("MSRB"), with respect to distribution of the
Official Statement
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The Senior Managing Underwriter agrees to file the Official Statement with the Electronic
Municipal Market Access system ("EMMA") (accompanied by a completed Form G-32)
by the date of Closing. The filing of the Official Statement with EMMA shall be in
accordance with the terms and conditions applicable to EMMA.
(f) From the date hereof until the earlier of(i)ninety days from the"end of the underwriting
period" (as defined in the Rule),or(ii)the time when the Official Statement is available to
any person from the MSRB (but in no case less than twenty-five (25) days following the
end of the underwriting period), if any event occurs or a condition or circumstance exists
which may make it necessary to amend or supplement the Official Statement in order to
make the statements therein, in the light of the circumstances under which they were
made, not misleading, the party discovering such event, condition or occurrence shall
notify the other party and if, in the reasonable opinion of the City or the reasonable
opinion of the Senior Managing Underwriter, such event requires the preparation and
publication of an amendment or supplement to the Official Statement, the City, at its
expense, will promptly prepare an appropriate amendment or supplement thereto, in a
form and in a manner reasonably approved by the Senior Managing Underwriter (and
file, or cause to be filed, the same with the MSRB, and mail such amendment or
supplement to each record owner of the Series 2021A Bonds)so that the statements in the
Official Statement, as so amended or supplemented, will not, in light of the
circumstances under which they were made, be misleading. Each party will promptly
notify the other parties of the occurrence of any event of which it has knowledge or the
discovery of such conditions or circumstance, which, in its reasonable opinion, is an
event described in the preceding sentence. Notwithstanding the foregoing,if prior to the
Closing either the City or the Underwriters hereto does not in good faith approve the
form and manner of such supplement or amendment, the other may terminate this
Purchase Agreement. The parties agree to cooperate in good faith with regard to the
form and manner of the supplement or amendment to the Official Statement. Unless the
City is otherwise notified by the Underwriters in writing on or prior to the date of
Closing, the end of the underwriting period for the Series 2021A Bonds for all purposes
of the Rule and this Purchase Agreement is the date of Closing. In the event the written
notice described in the preceding sentence is given by the Underwriters to the City, such
written notice shall specify the date after which no participating underwriter, as such
term is defined in the Rule, remains obligated to deliver Official Statements pursuant to
paragraph(b)(4)of the Rule.
(g) The City hereby approves and authorizes the delivery and distribution of the Preliminary
Official Statement dated , 2021 (the "Preliminary Official Statement") and
the execution,delivery and distribution of the Official Statement in substantially the form
of the Preliminary Official Statement, together with such other changes, amendments or
supplements as shall be made and approved in writing by the Senior Managing
Underwriter and the City prior to the Closing in connection with the public offering and
sale of the Series 2021A Bonds.
The City represents and warrants to and agrees with the Underwriters as follows:
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(a) The Bond Resolution and the Rate Instrument (as hereinafter defined) were adopted
and/or enacted by the Commission at meetings duly called and held in open session
upon requisite prior public notice pursuant to the laws of the State of Florida and the
standing resolutions and rules of procedure of the Commission. The City has full right,
power and authority to adopt and/or enact the Bond Resolution and the Rate Instrument.
On the date hereof,the Bond Resolution and the Rate Instrument are, and,at the Closing
shall be, in full force and effect, and no portions thereof have been or shall have been
supplemented, repealed, rescinded or revoked. The Bond Resolution and Rate
Instrument constitute the legal, valid and binding obligations of the City, enforceable in
accordance with their terms. The Bond Resolution creates a lien upon and pledge of the
Net Revenues for the payment of principal and interest on the Series 2021A Bonds and
any additional bonds heretofore or hereinafter issued under the Bond Resolution (the
"Parity Bonds").
(b) As of their respective dates and, with respect to the Official Statement, at the time of
Closing, the statements and information contained in the Preliminary Official Statement
and the Official Statement are and will be accurate in all material respects for the
purposes for which their use is authorized, and do not and will not contain any untrue
statement of a material fact or omit to state any material fact necessary to make the
statements therein, in the light of the circumstances under which they were made, not
misleading. In addition, any amendments to the Preliminary Official Statement and the
Official Statement prepared and furnished by the City pursuant hereto will not contain
any untrue statement of a material fact or omit to state any material fact necessary to
make the statements therein, in the light of the circumstances under which they were
made, not misleading. The Series 2021A Bonds, the Bond Resolution, the Rate
Instrument and the Disclosure Dissemination Agent Agreement relating to the Series
2021A Bonds (the "Continuing Disclosure Agreement") conform to the descriptions
thereof set forth in the Official Statement.
(c) The City is not in breach of or default under any applicable constitutional provision, law
or administrative regulation of the State of Florida or the United States, or any agency or
department of either, or any applicable judgment or decree or any loan agreement,
indenture, bond, note, resolution, agreement or other instrument to which the City is a
party or to which the City or any of its properties or other assets is otherwise subject,and
no event has occurred and is continuing which,with the passage of time or the giving of
notice, or both,would constitute a default or event of default under any such instrument,
in any such case to the extent that the same would have a material and adverse effect
upon the business or properties or financial condition of the City or the Water and Sewer
Utility, including the City's receipts of Net Revenues in the amount contemplated by the
Official Statement; and the execution and delivery of the Series 2021A Bonds, the
Continuing Disclosure Agreement and this Purchase Agreement and the adoption of the
Bond Resolution,the adoption and/or enactment of the Rate Instrument, and compliance
with the provisions on the City's part contained in each, will not conflict with or
constitute a breach of or default under any constitutional provision, law, administrative
regulation, judgment, decree, loan agreement, indenture, bond, note, resolution,
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agreement or other instrument to which the City is a party or to which the City or any of
its properties or other assets is otherwise subject, nor will any such execution, delivery,
adoption or compliance result in the creation or imposition of any lien, charge or other
security interest or encumbrance of any nature whatsoever upon any of the properties or
the assets of the City under the terms of any such law,regulation or instrument,except as
provided or permitted by the Series 2021A Bonds and the Bond Resolution.
(d) As of its date, the Preliminary Official Statement was deemed "final' (except for
permitted omissions)by the City for purposes of paragraph(b)(1)of the Rule.
(e) On the date hereof, the Commission is the governing body of the City and the City is,
and will be on the date of the Closing, duly organized and validly existing as a
municipality under the Act,with the power and authority set forth therein.
(f) The City has full right, power and authority to issue, sell and deliver the Series 2021A
Bonds to the Underwriters as described herein;to provide funds to refund the Refunded
Bonds; to have enacted and/or adopted the ordinances and/or resolutions which
established the rates,fees,rentals,charges and other income which comprise Revenues of
the Water and Sewer Utility (collectively, the "Rate Instrument"); to enter into this
Purchase Agreement and the Continuing Disclosure Agreement (collectively, the "Bond
Documents"), to issue and deliver the Series 2021A Bonds as provided in this Purchase
Agreement and the Bond Resolution,to apply the proceeds of the sale of the Series 2021A
Bonds for the purposes described herein and in the Official Statement, to execute and
deliver the Bond Documents, and to carry out and consummate the transactions
contemplated by the aforesaid documents.
(g) At meetings of the Commission that were duly called and at which a quorum was
present and acting throughout, the Commission approved the execution and delivery of
the Series 2021A Bonds and the Bond Documents;authorized the execution and delivery
of the Official Statement; and authorized the use of the Official Statement in connection
with the public offering of the Series 2021A Bonds. The City represents that it will have
no bonds or other indebtedness outstanding that are secured by the Net Revenues, other
than as described in the Official Statement. All conditions and requirements of the Bond
Resolution relating to the issuance of the Series 2021A Brands have been complied with or
fulfilled,or will be complied with or fulfilled on the date of Closing.
(h) Since September 30, 2020, there has been no material adverse change in the financial
position,results of operations or condition,financial or otherwise,of the City or its Water
and Sewer Utility other than as disclosed in the Official Statement and the City has not
incurred liabilities that would materially adversely affect its ability to discharge its
obligations under the Bond Resolution or the Bond Documents, direct or contingent,
other than as disclosed in the Official Statement.
(i) No authorization, approval, consent or Iicense of any governmental body or authority,
not already obtained, is required for the valid and lawful execution and delivery by the
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City of the Series 2021A Bonds,the Bond Documents,the Official Statement,the adoption
of the Bond Resolution and the adoption and/or enactment of the Rate Instrument, and
the performance of its obligations thereunder or as contemplated thereby; provided,
however, that no representation is made concerning compliance with the registration
requirements of the federal securities laws or the securities or Blue Sky Iaws of the
various states.
(j) The City is not and has not been in default on any bond issued since December 31, 1975
that would be considered material by a reasonable investor, and the City has not served
as a conduit issuer of bonds since such date.
(k) Except as disclosed in the Official Statement, there is no claim, action, suit, proceeding,
inquiry or investigation, at law or in equity, before or by any court, governmental
agency, or public board or body,pending or, to the best of its knowledge, threatened: (i)
contesting the corporate existence or powers of the Commission, or the titles of the
officers of the Commission to their respective offices; (ii) seeking to prohibit, restrain or
enjoin the sale, issuance or delivery of the Series 2021A Bonds or the collection of the
Revenues, pledged to pay the principal of and interest on the Series 2021A Bonds in the
manner and to the extent provided in the Bond Resolution, or the application of the
proceeds of the Series 2021A Bonds or in which an unfavorable decision, ruling or
finding would materially adversely affect the financial position of the City or the
operations of its Water and Sewer Utility or the validity or enforceability of the Series
2021A Bonds, the Bond Resolution, the Rate Instrument or the Bond Documents; (iii)
contesting in any way the completeness or accuracy of the Official Statement; (iv)
adversely affecting the exclusion of interest on the Series 2021A Bonds from gross income
for federal income tax purposes; or (v) challenging the City's ownership or operation of
the Water and Sewer Utility, nor, to the best knowledge of the City, is there any basis
therefor.
(I) When duly executed and delivered, the Series 2021A Bonds and the Bond Documents
will have been duly authorized, executed,issued and delivered and will constitute valid
and binding obligations of the City, enforceable in accordance with their respective
terms, except insofar as the enforcement thereof may be limited by bankruptcy,
insolvency or similar laws relating to the enforcement of creditors'rights.
(m) The City will furnish such information, execute such instruments and take such other
action in cooperation with the Senior Managing Underwriter as the Senior Managing
Underwriter may reasonably request to: (i) qualify the Series 2021A Bonds for offer and
sale under the"blue sky"or other securities laws and regulations of such states and other
jurisdictions of the United States of America as the Senior Managing Underwriter may
designate; (ii) determine the eligibility of the Series 2021A Bonds for investment under
the laws of such states and other jurisdictions; and (iii) continue such qualifications in
effect so long as required for the distribution of the Series 2021A Bonds; provided that
the City will not be required to qualify to do business or submit to service of process in
any such jurisdiction.
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(n) The City has not been notified of any listing or the proposed listing of the City by the
Internal Revenue Service as an issuer whose arbitrage certifications may not be relied
upon.
(o) Any certificate signed by any official of the City and delivered to the Underwriters will
be deemed to be a representation by the City to the Underwriters as to the statements
made therein.
(p) The City will undertake,pursuant to the Continuing Disclosure Agreement,to provide or
cause to be provided to the MSRB certain annual financial information and operating
data of the Water and Sewer Utility, and certain notices of material events, as more fully
set forth in the Continuing Disclosure Agreement. A description of the undertaking will
be set forth in the Official Statement.
(q) The Financial Statements included in the Official Statement have been prepared in
accordance with generally accepted accounting principles applied on a consistent basis
with that of the audited combined financial statements of the City and fairly present the
financial condition and results of the operations of the City and the Water and Sewer
Utility at the dates and for the periods indicated.
(r) The City will provide to the rating agencies rating the Series 2021A Bonds appropriate
periodic credit information necessary for maintaining the ratings on the Series 2021A
Bonds.
(s) Except as disclosed in the Official Statement, within the last five (5) years, the City has
not failed to comply in all material respects with any continuing disclosure undertaking
made by it pursuant to the Rule in connection with outstanding bond issues for which
the City has agreed to undertake continuing disclosure obligations.
(t) At the time of Closing, the City will be in compliance in all respects with the covenants
and agreements contained in the Bond Resolution and no Event of Default,nor an event
which, with the lapse of time or giving of notice, or both, would constitute an Event of
Default under the Bond Resolution will have occurred or be continuing.
(u) The City will not take or omit to take any action which action or omission will in any way
cause the proceeds from the sale of the Series 2021A Bonds to be applied in a manner
contrary to that provided for or permitted in the Bond Resolution and as described in the
Official Statement.
(v) No representation or warranty by the City in this Purchase Agreement, nor any
statement, certificate, document or exhibit furnished to or to be furnished by the City
pursuant to this Purchase Agreement contains, or will contain on the Closing date, any
untrue statement of material fact.
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(w) Between the date of this Purchase Agreement and the date of Closing, the City will not,
without the prior written consent of the Senior Managing Underwriter, offer or issue any
bonds, notes or other obligations for borrowed money, and the City will not incur any
material liabilities, direct or contingent, nor will there be any adverse change of a
material nature in the financial position, results of operations or condition, financial or
otherwise, of the City, other than(i) as contemplated by the Official Statement, or (ii) in
the ordinary course of business.
On or before the acceptance by the City of this Purchase Agreement, the Underwriters shall
receive from the City certified copies of the Bond Resolution and the Rate Instrument.
At 10:00 a.m. (Eastern Time)on ,2021, or at such earlier or later time or date as the
parties hereto mutually agree upon (the "Closing"), the City will cause to be delivered to the
Underwriters, at the offices of Squire Patton Boggs (US) LLP ("Bond Counsel"), in the City of Miami,
Florida or at such other place upon which the parties hereto may agree, the documents mentioned in
Section 5(b) of this Purchase Agreement and shall release the Series 2021A Bonds, in the form of one
typewritten, fully registered bond with a CUSIP identification number thereon for each maturity of the
Series 2021A Bonds, duly executed and authenticated and registered in the name of Cede & Co., as
nominee for DTC, through the DTC FAST System to the Underwriters. At the Closing, the Underwriters
shall evidence their acceptance of delivery of the Series 2021A Bonds and pay the purchase price of the
Series 2021A Bonds as set forth in Section 1(a)of this Purchase Agreement.
The Underwriters have entered into this Purchase Agreement in reliance upon the
representations and agreements of the City herein and the performance by the City of its obligations
hereunder, both as of the date hereof and as of the date of Closing. The City's and the Underwriters'
obligations under this Purchase Agreement are and will be subject to the following further conditions:
(a) at the time of Closing: (i) the Bond Resolution, the Rate Instrument and the Bond
Documents will be in full force and effect and will not have been amended, modified or
supplemented, except as may have been agreed to in writing by the Senior Managing
Underwriter; (ii) the proceeds of the sale of the Series 2021A Bonds shall be applied as
described in the Official Statement;and(iii)the Commission shall have duly adopted and
there shall be in full force and effect,resolutions as,in the opinion of Bond Counsel,shall
be necessary in connection with the transactions contemplated hereby;
(b) at or prior to the Closing,the Underwriters shall receive the following documents:
(i) the opinion of Bond Counsel with respect to the Series 2021A Bonds, dated the
date of Closing, substantially in the form attached to the Official Statement as
[Appendix Fl,either addressed to the Underwriters and the City or accompanied
by a letter addressed to the Underwriters indicating that it may rely on said
opinion as if it were addressed to them;
(ii) a supplemental opinion of Bond Counsel, dated the date of the Closing and
addressed to the Underwriters to the effect that: (A) they have reviewed the
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Page 393 of 538
statements in the Official Statement under the captions ("INTRODUCTION",
"PURPOSE OF THE ISSUE", "DESCRIPTION OF THE SERIES 2021A
BONDS" (except for information under the subheading "Book-Entry Only
System" and "Discontinuance of Book-Entry Only System"), and "SECURITY
AND SOURCES OF PAYMENT"], and believe that, insofar as such statements
purport to summarize certain provisions of the Series 2021A Bonds and the Bond
Resolution,such statements present an accurate summary of such provisions;(B)
they have reviewed the statements in the Official Statement under the caption
"TAX MATTERS" and believe that such statements are accurate; (C) the Series
2021A Bonds are exempt from the registration requirements of the Securities Act
of 1933, as amended (the "1933 Act") and the Bond Resolution is exempt from
qualification under the Trust Indenture Act of 1939,as amended(the"1939 Act");
and (D) to the effect that the Refunded Bonds shall not be deemed to be
Outstanding;
(iii) the opinion of the Law Offices of Steve E. Bullock, P.A., Disdosure Counsel to
the City, dated the date of Closing and either addressed to the Underwriters and
the City or accompanied by a letter addressed to the Underwriters indicating that
it may rely on said opinion as if it were addressed to them, in form and
substance acceptable to the City and the Underwriters, (i) to the effect that
nothing has come to its attention which leads it to believe that the Official
Statement (except for the financial, statistical and demographic data and
information in the Official Statement, including, without limitation, the
appendices thereto, and the information relating to DTC, its operations and the
book-entry system, as to which no opinion is expressed) contains any untrue
statement of a material fact or omits to state a material fact required to be stated
therein or necessary to make the statements therein,in light of the circumstances
under which they were made,not misleading,and (ii) the Continuing Disclosure
Agreement complies, in all material respects, with the requirements of Rule
15(c)2-12(b)(5);
(iv) the opinion of the City Attorney,dated the date of Closing and addressed to the
Underwriters and the City, to the effect that: (A) the Commission is the
governing body of the City and the City is validly existing as a municipality
under the Act, with all corporate power necessary to conduct the operations
described in the Official Statement and to carry out the transactions
contemplated by this Purchase Agreement; (B) the City has obtained all
governmental consents, approvals and authorizations necessary for execution
and delivery of the Bond Documents,for issuance of the Series 2021A Bonds and
for execution and delivery of the Official Statement and consummation of the
transactions contemplated thereby and hereby; (C) the City has full legal right,
power and authority to pledge and grant a lien on the Net Revenues for the
security of the Series 2021A Bonds, on parity and equal status with the Parity
Bonds as to Net Revenues; (D) the Commission has duly adopted the Bond
Resolution and duly enacted and/or adopted the Rate Instrument and approved
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Page 394 of 538
the form, execution, distribution and delivery of the Official Statement; (E) the
Series 2021A Bonds and the Bond Documents have each been duly authorized,
executed and delivered by the City and, assuming due authorization, execution
and delivery thereof by the other parties thereto, if any, each constitutes a valid
and binding agreement of the City, enforceable in accordance with its terms; (F)
the information in the Official Statement with respect to the City (excluding
financial, statistical and demographic information and information relating to
DTC,as to which no opinion need be expressed)is,to the best knowledge of such
counsel after due inquiry with respect thereto,correct in all material respects and
does not omit any matter necessary in order to make the statements made therein
regarding such matters, in light of the circumstances under which such
statements are made,not misleading,and,based on its participation as counsel to
the City, such counsel has no reason to believe that the Official Statement
(excluding financial, statistical and demographic information (and information
relating to DTC) contained as of its date or contains any untrue statement of a
material fact or omitted or omits to state any material fact necessary to make the
statements therein, in light of the circumstances under which they were made,
not misleading; (G) except as disclosed in the Official Statement under the
caption "LITIGATION," there is no action, suit, proceeding or investigation at
law or in equity before or by any court, public board or body pending or, to the
best of knowledge of such counsel, threatened, against or affecting the
Commission or the City challenging the validity of the Series 2021A Bonds, the
Bond Resolution, the Rate Instrument, the Bond Documents, or any of the
transactions contemplated thereby or by the Official Statement, or challenging
the existence of the City or the respective powers of the several offices of the
officials of the City or the titles of the officials holding their respective offices, or
challenging the City's ownership or operation of the Water and Sewer Utility or
the pledge of the Net Revenues for the payment of the Series 2021A Bonds in the
manner and to the extent provided in the Bond Resolution,nor is there any basis
therefor;(H)the execution and delivery of the Bond Documents and the issuance
of the Series 2021A Bonds,and compliance with the provisions thereof,under the
circumstances contemplated thereby, do not and will not in any material respect
conflict with or constitute on the part of the City a breach of or default under,or
result in the creation of a lien on any property of the City (except as
contemplated therein) pursuant to any note, mortgage, deed of trust, indenture,
resolution or other agreement or instrument to which the Commission or the
City is a party, or any existing law, regulation, court order or consent decree to
which the Commission or the City is subject;
(v) an opinion of counsel for the Underwriters covering such matters and in such
form reasonably acceptable to the Senior Managing Underwriter;
(vi) a certificate, dated the date of Closing,signed on behalf of the City by the Mayor
and the City Manager of the City, setting forth such matters as the Senior
Managing Underwriter may reasonably require, including that each of the
•
14
Page 395 of 538
representations of the City contained in Section 2 hereof were true and accurate
in all material respects on the date when made,has been true and accurate in all
material respects at all times since, and continues to be true and accurate in all
material respects on the date of Closing as if made on such date;and stating that
to the best of their knowledge, no event affecting the City, the refunding of the
Refunded Bonds, the Water and Sewer Utility or the Series 2021A Bonds has
occurred since the date of the Official Statement which should be disclosed
therein for the purpose for which it is used or which is necessary to disclose
therein in order to make the statements and information therein not misleading
in any material respect as of the date of Closing;
(vii) a customary signature certificate, dated the date of Closing, signed on behalf of
the City by the City CIerk of the City;
(viii) evidence satisfactory to the Senior Managing Underwriter that the requirements
of Section 210 of the Bond Resolution has been satisfied;
(ix) letters from Moody's Investors Service, Inc. ("Moody's") and S&P Global Inc.
("S&P")addressed to the City,to the effect that the Series 2021A Bonds have been
assigned ratings of " " and " " ( outlook), respectively, which ratings
shall be in effect as of the Closing date;
(x) a customary authorization and incumbency certificate,dated the date of Closing,
signed by authorized officers of the Bond Registrar;
(xi) copies of the Blue Sky Memorandum prepared by Counsel to the Underwriters,
indicating the jurisdictions in which the Series 2021A Bonds may be sold in
compliance with the"blue sky"or securities laws of such jurisdictions;
(xii) an executed copy of the Continuing Disclosure Agreement;
(xiii) such additional documents as may be required by the Bond Resolution to be
delivered as a condition precedent to the issuance of the Series 2021A Bonds;
(xiv) an executed copy of a letter from the Feasibility Consultant consenting to the
references to them in the Official Statement and inclusion of its Financial
Feasibility Report attached as[Appendix CI to the Official Statement;
(xv) an executed copy of certificates of each of the Assistant City Manager/Public
Works Director and the Feasibility Consultant to the effect that the information
contained in the Official Statement is accurate and does not omit to state a
material fact necessary in order to make the statements made therein, in light of
the circumstances under which they were made,not misleading;and
15
Page 396 of 538
(xvi) such additional legal opinions,proceedings,instruments and other documents as
the Senior Managing Underwriter,Underwriters' Counsel or Bond Counsel may
reasonably request.
All of the opinions, letters, certificates, instruments and other documents mentioned in this
Purchase Agreement shall be deemed to be in compliance with the provisions of this Purchase
Agreement if, but only if, in the reasonable judgment of the Senior Managing Underwriter and
Underwriters'Counsel,they are satisfactory in form and substance.
If the City shall be unable to satisfy the conditions to the Underwriters'obligations contained in
this Purchase Agreement or if the Underwriters' obligations are terminated for any reason permitted by
this Purchase Agreement, this Purchase Agreement shall terminate and the Underwriters and the City
shall have no further obligation hereunder, except that the respective obligations of the parties hereto
provided in Section 7 hereof shall continue in full force and effect and the City shall return the Good Faith
Deposit as provided in Section 1(b).
SECTION 7.
(a) The following costs and expenses relating to the transaction contemplated or described in
this Purchase Agreement shall be borne and paid by the City regardless of whether the
transaction contemplated herein shall close: printing of Series 2021A Bonds; printing or
copying of closing documents (including the Preliminary Official Statement and the
Official Statement) in such reasonable quantities as the Underwriters may request; fees
and disbursements of Bond Counsel; fees and disbursements of the City's Financial
Advisor;any accounting fees;the Bond Registrar fees;fees of the rating agencies;the cost
of preparing the verification report, if any; and any other fees as described in Schedule
A-1 hereto. The City shall pay any expenses incurred by the Underwriters on behalf of
the City and its staff in connection with the marketing,issuance and delivery of the Series
2021A Bonds, including, but not limited to, meals, transportation and lodging of the
City's employees and representatives; the City's obligations in regard to these expenses
survive even if the underlying transaction fails to close or consummate.
(b) The Underwriters will pay: (i) the fees and disbursements of Underwriters' Counsel; (ii)
all advertising expenses in connection with the public offering of the Series 2021A Bonds;
and (iii) the cost of preparing, printing and distributing the Blue Sky Memorandum, if
any,and the filing fees required by the"blue sky"laws of various jurisdictions.
The City acknowledges and agrees that (i)the purchase and sale of the Series 2021A Bonds
pursuant to this Purchase Agreement is an arm's-length commercial transaction between the City and the
Underwriters; (ii)in connection with such transaction, including the process leading thereto, the
Underwriters are acting solely as a principal and not as an agent or a fiduciary of the City; (iii)the
Underwriters have neither assumed an advisory or fiduciary responsibility in favor of the City with
respect to the offering of the Series 2021A Bonds or the process leading thereto (whether or not the
Underwriters,or any affiliate of the Underwriters,have advised or is currently advising the City on other
matters) nor has it assumed any other obligation to the City except the obligations expressly set forth in
16
Page 397 of 538
this Purchase Agreement,(iv)the Underwriters have financial and other interests that differ from those of
the City;and (v) the City has consulted with its own legal and financial advisors to the extent it deemed
appropriate in connection with the offering of the Series 2021A Bonds.
The Underwriters shall have the right to cancel their obligations hereunder if the Senior
Managing Underwriter notifies the City in writing of the Underwriters'election to do so between the date
hereof and the Closing if,at any time hereafter and on or prior to the Closing:
(a) A committee of the House of Representatives or the Senate of the Congress of the United
States or the legislature of the State of Florida shall have pending before it legislation, or
a tentative decision with respect to legislation shall be reached by a committee of the
House of Representatives or the Senate of the Congress of the United States of America,
or legislation shall be favorably reported by such a committee or be introduced, by
amendment or otherwise,in,or be passed by,the House of Representatives or the Senate,
or recommended to the Congress of the United States of America for passage by the
President of the United States of America, or be enacted by the Congress of the United
States of America, or an announcement or a proposal for any such legislation shall be
made by a member of the House of Representatives or the Senate of the Congress of the
United States,or a decision by a court established under Article III of the Constitution of
the United States of America or the Tax Court of the United States of America shall be
rendered, or a ruling, regulation, or order of the Treasury Department of the United
States of America or the Internal Revenue Service shall be made or proposed having the
purpose or effect of imposing federal or state income taxation, or any other event shall
have occurred which results in or proposes the imposition of federal or state income
taxation, upon revenues or other income of the general character to be derived by the
City, any of its affiliates, state and local governmental units or by any similar body or
upon interest received on obligations of the general character of the Series 2021A Bonds
which, in the Senior Managing Underwriter's opinion, materially and adversely affects
the market price of the Series 2021A Bonds.
(b) Any legislation,ordinance,rule,or regulation shall be introduced in or be enacted by any
governmental body, department, or agency of the United States or of any state, or a
decision by any court of competent jurisdiction within the United States or any state shall
be rendered which, in the Senior Managing Underwriter's reasonable opinion,materially
adversely affects the market price or marketability of the Series 2021A Bonds or the
ability of the Underwriters to enforce contracts for the sale of the Series 2021A Bonds.
(c) A stop order, ruling, regulation, or official statement by, or on behalf of, the SEC or any
other governmental agency having jurisdiction of the subject matter shall be issued or
made to the effect that the issuance, offering, or sale of obligations of the general
character of the Series 2021A Bonds,or the issuance, offering,or sale of the Series 2021A
Bonds,including all the underlying obligations,as contemplated hereby or by the Official
Statement, is in violation or would be in violation of any provisions of the federal
securities laws as amended and then in effect, including without limitation the
17
Page 398 of 538
registration provisions of the 1933 Act, or the registration provisions of the Securities
Exchange Act of 1934(the"1934 Act"),or the qualification provisions of the 1939 Act.
(d) Legislation shall be introduced by amendment or otherwise in, or be enacted by, the
Congress of the United States of America,or,a decision by a court of the United States of
America shall be rendered to the effect that obligations of the general character of the
Series 2021A Bonds, including all the underlying obligations, are not exempt from
registration under or from other requirements of the 1933 Act or the 1934 Act,or with the
purpose or effect of otherwise prohibiting the issuance, offering, or sale of obligations of
the general character of the Series 2021A Bonds, as contemplated hereby or by the
Official Statement.
(e) Any event shall have occurred, or information shall have become known, which, in the
Senior Managing Underwriter's reasonable opinion, makes untrue in any material
respect any representation by or certificate of the City hereunder, or any statement or
information furnished to the Underwriters by the City for use in connection with the
marketing of the Series 2021A Bonds or any material statement or information contained
in the Official Statement as originally circulated contains an untrue statement of a
material fact or omits to state a material fact necessary in order to make the statements
made, in light of the circumstances under which they were made, not misleading;
provided,however, that the City shall be granted a reasonable amount of time in which
to cure any such untrue or misleading statement or information.
(f) Additional material restrictions not in force as of the date hereof shall have been imposed
upon trading in securities generally by any governmental authority or by any national
securities exchange.
(g) The New York Stock Exchange or any other national securities exchange, or any
governmental authority, shall impose, a general suspension of trading or, as to Series
2021A Bonds or obligations of the general character of the Series 2021A Bonds, any
material restrictions not now in force, or increase materially those now in force, with
respect to the extension of credit by, or a change to the net capital requirements of, the
Underwriters.
(h) A general banking moratorium or suspension or limitation of banking services shall have
been established by federal,Florida or New York authorities or a major financial crisis or
material disruption in commercial banking or securities settlement or clearance services
shall have occurred.
(i) Any proceeding shall be pending, or to the knowledge of the Underwriters, threatened,
to restrain,enjoin,or otherwise prohibit the issuance,sale,or delivery of the Series 2021A
Bonds by the City or the purchase, offering, sale, or distribution of the Series 2021A
Bonds by the Underwriters, or for any investigatory or other proceedings under any
federal or state securities laws or the rules and regulations of the Financial Industry
Regulatory Authority relating to the issuance,sale, or delivery of the Series 2021A Bonds
18
Page 399 of 538
by the City or the purchase, offering, sale, or distribution of the Series 2021A Bonds by
the Underwriters.
(j) There shall have occurred any new outbreak or escalation of hostilities, any declaration
by the United States of war or any national or international calamity or crisis,the effect of
such outbreak, escalation, declaration, calamity or crisis being such as would cause a
major disruption in the municipal bonds market and as, in the reasonable judgment of
the Senior Managing Underwriter,would materially adversely affect the market price or
marketability of the Series 2021A Bonds or the ability of the Underwriters to enforce
contracts for the sale of the Series 2021A Bonds.
(k) Prior to Closing, any of the rating agencies which have rated the Series 2021A Bonds
shall inform the City or the Underwriters that the Series 2021A Bonds will be rated lower
than the respective rating published in the Official Statement or there shall have occurred
or any notice shall have been given of any downgrading, suspension, withdrawal, or
negative change of credit watch status by any national rating service to any Bonds.
(1) There shall have occurred,after the signing hereof,either a financial crisis with respect to
the City or any agency or political subdivision thereof or proceedings under the
bankruptcy laws of the United States or the State of Florida shall have been instituted by
the City, in either case the effect of which, in the reasonable judgment of the Senior
Managing Underwriter, is such as to materially and adversely affect the market price or
the marketability of the Series 2021A Bonds or the ability of the Underwriters to enforce
contracts of the sale of the Series 2021A Bonds.
Any notice or other communication to be given under this Purchase Agreement may be given
by delivering the same in writing as follows:
To the City at:
City of Miami Beach,Florida
1700 Convention Center Drive
Miami Beach,Florida 33139
Attention: John Woodruff,Chief Financial Officer
To the Underwriters (as the Senior Managing Underwriter, the representative on behalf of the
Underwriters)at:
PNC Capital Markets LLC
201 North Franklin Street Suite 1500
Tampa,Florida 33602
Attention:J.Michael 011iff,Managing Director
19
Page 400 of 538
This Purchase Agreement is made solely for the benefit of the City and the Underwriters
(including the successors or assigns of the Underwriters),and no other person,partnership,association or
corporation shall acquire or have any right hereunder or by virtue hereof.
All the representations, warranties and agreements of the Underwriters and the City in this
Purchase Agreement shall remain operative and in full force and effect and shall survive delivery of and
payment for the Series 2021A Bonds hereunder regardless of any investigation made by or on behalf of
the Underwriters.
This Purchase Agreement shall be governed by and construed in accordance with the laws of
the State of Florida.
This Purchase Agreement may be executed in any number of counterparts, each of which shall
be deemed an original, but all of which together shall constitute one and the same agreement; such
counterparts may be delivered by facsimile transmission.
20
Page 401 of 538
If the foregoing is acceptable to you, please sign below and this Purchase Agreement will become
a binding agreement between the City and the Underwriters.
Very truly yours,
PNC CAPITAL MARKETS LLC, on behalf of itself and
HILLTOP SECURITIES INC.
By:
Name:
Title:
Accepted and confirmed as of the date
first above written:
CITY OF MIAMI BEACH, FLORIDA
By:
Name:
Title:
APPROVED AS TO
FORM&LANGUAGE
&FOR EXECU TION
City Attorney Gate
21
Page 402 of 538
EXHIBIT A
(Disclosure and Truth-in-Bonding Statement)
CITY OF MIAMI BEACH,FLORIDA
Water and Sewer Revenue Refunding Bonds,
Series 2021A
,2021
Mayor and City Commission
City of Miami Beach,Florida
1700 Convention Center Drive
Miami Beach,Florida 33139
Ladies and Gentlemen:
In connection with the proposed execution and delivery of the $ City of Miami
Beach, Florida Water and Sewer Revenue Refunding Bonds, Series 2021A (the "Series 2021A Bonds"),
PNC Capital Markets LLC (the "Senior Managing Underwriter"), acting on behalf of itself and Hilltop
Securities Inc. (collectively, with the Senior Managing Underwriter, the "Underwriters"), has agreed to
underwrite a public offering of the Series 2021A Bonds. Arrangements for underwriting the Series 2021A
Bonds will include a Bond Purchase Agreement between the City of Miami Beach, Florida (the "City")
and the Underwriters which will embody the negotiations in respect thereof(the"Purchase Agreement").
The purpose of this letter is to furnish, pursuant to the provisions of Section 218.385, Florida
Statutes, as amended, certain information in respect of the arrangements contemplated for the
underwriting of the Series 2021A Bonds as follows:
(a) The nature and estimated amounts of expenses to be incurred by the Underwriters in
connection with the purchase and reoffering of the Series 2021A Bonds are set forth in
Schedule A-1 attached hereto.
(b) No person has entered into an understanding with the Underwriters or, to the
knowledge of the Underwriters,with the City for any paid or promised compensation or
valuable consideration, directly or indirectly, expressly or implied, to act solely as an
intermediary between the City and the Underwriters or to exercise or attempt to exercise
any influence to effect any transaction in connection with the purchase of the Series
2021A Bonds by the Underwriters.
(c) The total underwriting spread is$ ($ /$1,000 of Bonds).
(d) The Management Fee is$ ($ /$1,000 of Bonds).
(e) The Underwriters'Expenses are$ ($ /$1,000 of Bonds).
(f) No other fee,bonus or other compensation has been or will be paid by the Underwriters
in connection with the issuance of the Series 2021A Bonds to any person not regularly
Exhibit A-1
Page 403 of 538
employed or retained by the Underwriters, except Underwriters' Counsel,Bryant Miller
Olive P.A.,as shown on Schedule A-1 hereto,including any"finder"as defined in Section
218.386(1)(a),Florida Statutes,as amended.
(g) The names and addresses of the Underwriters are:
PNC Capital Markets LLC
201 North Franklin Street,Suite 1500
Tampa,Florida 33602
Hilltop Securities Inc.
450 South Orange Avenue,Suite 460
Orlando,Florida 32801
(h) The City is proposing to issue$ principal amount of the Series 2021A Bonds,
as described in the Official Statement dated , 2021 relating to the Series
2021A Bonds (the"Official Statement"). These obligations are expected to be repaid over
a period of approximately years. At a true interest cost rate of %, total
interest paid over the life of the Series 2021A Bonds will be $ . Proceeds of
the Series 2021A Bonds will provide funds, together with other available funds, to (i)
refund the City's outstanding Water and Sewer Revenue Refunding Bonds, Taxable
Series 2009J-1B (the "Refunded 2009J-1B Bonds") and Water and Sewer Revenue Bonds,
Taxable Series 2009J-1C(the"Refunded 2009J-1C Bonds"and together with the Refunded
2009J-1B Bonds, the "Refunded Bonds"), and(ii)pay the expenses incurred in connection
with the issuance of the Series 2021A Bonds.
(i) The anticipated source of repayment or security for the Series 2021A Bonds is the Net
Revenues (as defined in the Bond Resolution, which in turn is defined in the Purchase
Agreement). Authorizing these obligations will result in an average annual amount of
approximately $ (total debt service divided by years) of the
aforementioned funds not being available each year to finance the other services of the
City over a period of approximately years, with respect to the Series 2021A Bonds.
We note that the Net Revenues were previously pledged to pay debt service on the
Refunded Bonds and, with respect to such debt service, issuance of the Series 2021A
Bonds will produce a net present value debt service savings of approximately
$ , although such savings will not be realized in an equal amount each year
the Series 2021A Bonds are Outstanding.
Exhibit A-2
Page 404 of 538
We understand that you do not require any further disclosure from the Underwriters pursuant to
Section 218.385,Florida Statutes,as amended.
Very truly yours,
PNC CAPITAL MARKETS LLC on behalf of itself and
HILLTOP SECURITIES INC.
By:
Name:
Title:
Exhibit A-3
Page 405 of 538
SCHEDULE"A-1"
DETAILED BREAKDOWN OF UNDERWRITERS'DISCOUNT
CITY OF MIAMI BEACH,FLORIDA
Water and Sewer Revenue Refunding Bonds,
Series 2021A
Schedule A-1
Page 406 of 538
EXHIBIT B
$
CITY OF MIAMI BEACH,FLORIDA
Water and Sewer Revenue Refunding Bonds,
Series 2021A
MATURITIES,PRINCIPAL AMOUNTS,INTEREST RATES,YIELDS AND PRICES
$ Serial Bonds
Maturity Principal
(September 1) Amount Interest Rate Yield Price
Redemption Provisions
[To Come]
Exhibit B-1
Page 407 of 538
EXHIBIT C
CITY OF MIAMI BEACH,FLORIDA
Water and Sewer Revenue Refunding Bonds,
Series 2021A
ISSUE PRICE CERTIFICATE
PNC Capital Markets LLC ("PNC"), for itself and as representative of the Underwriters
(collectively,the"Underwriting Group")for the bonds identified above(the"Issue"),issued by the City of
Miami Beach, Florida (the"Issuer"),based on its knowledge regarding the sale of the Issue, certifies as of
this date as follows:
(1) Issue Price. As of the date of this certificate,for each Maturity of the Issue other than the
Hold-the-Offering-Price Maturities,the first price at which at least 10%of such Maturity of the Issue was
sold to the Public is the respective price listed in the final Official Statement, dated 2021,for
the Issue (the"Sale Price" as applicable to respective Maturities). The aggregate of the Sale Prices of each
Maturity is$ (the"Issue Price").
(2) Initial Offering Price of the Issue. (A) The Underwriters offered the Hold-the-Offering-
Price Maturities to the Public for purchase at the respective initial offering prices listed in Schedule A(the
"Initial Offering Prices") on or before the Sale Date. A copy of the pricing wire or equivalent
communication for the Issue is attached to this Certificate as Schedule B.
(B) As set forth in the Purchase Agreement for the Issue, PNC has agreed in writing that, (i)
for each Maturity of the Hold-the-Offering-Price Maturities, it would neither offer nor sell any of the
unsold bonds of such Maturity to any person at a price that is higher than the Sale Price for such Maturity
during the Holding Period for such Maturity(the"hold-the-offering-price rule"),and (ii)unsold bonds of
the Hold-the-Offering-Price Maturities shall be retained by PNC and not allocated to any of the other
Underwriters. Pursuant to such agreement,PNC has not offered or sold any unsold bonds of the Issue of
any Maturity of the Hold-the-Offering-Price Maturities at a price that is higher than the respective Sale
Price for that Maturity of the bonds during the Holding Period.
(3) Definitions.
"Hold-the-Offering-Price Maturities" means those Maturities of the Issue listed in Schedule A
hereto as the"Hold-the-Offering-Price Maturities."
"Holding Period" means, with respect to a Hold-the-Offering-Price Maturity, the period starting
on the Sale Date and ending on the earlier of(i) the close of the fifth business day after the Sale Date, or
(ii) the date on which the Underwriters have sold at least 10% of such Hold-the-Offering-Price Maturity
to the Public at prices that are no higher than the Sale Price for such Hold-the-Offering-Price Maturity.
"Maturity"means bonds of the Issue with the same credit and payment terms. Bonds of the Issue
with different maturity dates, or bonds of the Issue with the same maturity date but different stated
interest rates,are treated as separate Maturities.
Exhibit C-1
Page 408 of 538
"Public" means any person (including an individual, trust, estate, partnership, association,
company, or corporation) other than an Underwriter or a related party to an Underwriter. The term
"related party"for purposes of this certificate generally means any two or more persons who have greater
than 50 percent common ownership,directly or indirectly.
"Underwriter"means(i) any person that agrees pursuant to a written contract with the Issuer(or
with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Issue
to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a
person described in clause (i) of this paragraph to participate in the initial sale of the Issue to the Public
(including a member of a selling group or a party to a retail distribution agreement participating in the
initial sale of the Issue to the Public).
All capitalized terms not defined in this Certificate have the meaning set forth in the Issuer's Tax
Compliance Certificate or in Attachment A to it.
(4) Yield. Using a methodology acceptable to Bond Counsel, we have calculated the Yield
on the Issue to be %. We understand "Yield" as being the discount rate that, when used in
computing the present worth of all payments of principal and interest to be paid on the Issue, computed
on the basis of a 360-day year and semi-annual compounding, produces an amount equal to the Issue
Price of the Issue as stated in paragraph(1)computed with the adjustments stated in paragraph(5).
(5) Weighted Average Maturity.Using a methodology acceptable to Bond Counsel,we have
calculated the weighted average maturity (defined below) of the Issue to be years, and the
remaining weighted average maturity of the current Refunded Bonds to be years. We understand
the "weighted average maturity" of an issue to be equal to the sum of the products of the issue price of
each maturity of the issue and the number of years to the maturity date of the respective maturity(taking
into account mandatory but not optional redemptions),divided by the issue price of the entire Issue.
(6) Underwriter's Discount. The Underwriter's discount is $ , being the amount
by which the aggregate Issue Price (as set forth in paragraph (1)) exceeds the price paid by PNC to the
Issuer for the Issue.
(7) Premium Maturities Subject to Optional Redemption. The Maturities that mature in
the years through are the only Maturities that are subject to optional redemption before
maturity and have an Initial Offering Price or Sale Price, as applicable, that exceeds their stated
redemption price at maturity by more titan one fourth of 1% multiplied by the product of their stated
redemption price at maturity and the number of complete years to their first optional redemption date.
Accordingly,in computing the Yield on the Issue stated in paragraph(2),each such Maturity was treated
as retired on its optional redemption date or at maturity to result in the lowest yield on that Maturity. No
Maturity is subject to optional redemption within five years of the Issuance Date of the Issue.
(8) No Stepped Coupon Maturities. No Maturity bears interest at an increasing interest
rate.
The signer is an officer of PNC and duly authorized to execute and deliver this Certificate of PNC
for itself and as representative of the Underwriting Group. The representations set forth in this certificate
are limited to factual matters only. Nothing in this certificate represents PNC's interpretation of any
laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and
Exhibit C-2
Page 409 of 538
the Treasury Regulations thereunder. The undersigned understands that the foregoing information will
be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Compliance
Certificate and with respect to compliance with the federal income tax rules affecting the Issue, and by
Squire Patton Boggs(US) LLP,as bond counsel,in connection with rendering its opinion that the interest
on the Issue is excluded from gross income for federal income tax purposes, the preparation of the
Internal Revenue Service Form 8038-G,and other federal income tax advice that it may give to the Issuer
from time to time relating to the Issue. Except as expressly set forth above, the certifications set forth
herein may not be relied upon or used by any third party or for any other purpose.
Dated: ,2021
PNC CAPITAL MARKETS LLC on behalf of itself and
HILLTOP SECURITIES INC.
By:
Name:
Title:
Exhibit C-3
Page 410 of 538
SCHEDULE A
INITIAL OFFERING PRICES OF THE HOLD-THE-OFFERING PRICE MATURITIES
SALE PRICES OF THE GENERAL RULE MATURITIES
Schedule A
Page 411 of 538
DISCLOSURE DISSEMINATION AGENT AGREEMENT
This Disclosure Dissemination Agent Agreement (the "Disclosure Agreement"), dated as
of , 2021, is executed and delivered by the City of Miami Beach, Florida
(the"Issuer") and Digital Assurance Certification, L.L.C., as exclusive Disclosure Dissemination
Agent (the "Disclosure Dissemination Agent" or "DAC") for the benefit of the Holders
(hereinafter defined) of the Bonds (hereinafter defined) and in order to provide certain
continuing disclosure with respect to the Bonds in accordance with Rule 15c2-12 of the United
States Securities and Exchange Commission under the Securities Exchange Act of 1934, as the
same may be amended from time to time (the "Rule").
The services provided under this Disclosure Agreement solely relate to the execution of
instructions received from the Issuer through use of the DAC system and do not constitute
"advice" within the meaning of the Dodd-Frank Wall Street Reform and Consumer Protection
Act(the "Act"). DAC will not provide any advice or recommendation to the Issuer or anyone on
the Issuer's behalf regarding the "issuance of municipal securities" or any "municipal financial
product" as defined in the Act and nothing in this Disclosure Agreement shall be interpreted to
the contrary.
SECTION 1. Definitions. Capitalized terms not otherwise defined in this Disclosure
Agreement shall have the meaning assigned in the Rule or, to the extent not in conflict with the
Rule, in the Official Statement (hereinafter defined). The capitalized terms shall have the
following meanings:
"Annual Filing Date" means the date, set in Sections 2(a) and 2(f), by which the Annual
Report is to be filed with the MSRB.
"Annual Financial Information" means annual financial information as such term is used
in paragraph(b)(5)(i) of the Rule and specified in Section 3(a) of this Disclosure Agreement.
"Annual Report" means an Annual Report described in and consistent with Section 3 of
this Disclosure Agreement.
"Audited Financial Statements" means the financial statements (if any) of the Issuer for
the prior Fiscal Year, certified by an independent auditor as prepared in accordance with
generally accepted accounting principles or otherwise, as such term is used in paragraph (b)(5)(i)
of the Rule and specified in Section 3(b)of this Disclosure Agreement.
"Bonds" means the bonds as listed on the attached Exhibit A, with the 9-digit CUS1P
numbers relating thereto.
"Certification" means a written certification of compliance signed by the Disclosure
Representative stating that the Annual Report, Audited Financial Statements, Voluntary Report,
Notice Event notice or Failure to File Event notice delivered to the Disclosure Dissemination
Agent is the Annual Report, Audited Financial Statements, Voluntary Report, Notice Event
notice or Failure to File Event notice required to be submitted to the MSRB under this Disclosure
Agreement. A Certification shall accompany each such document submitted to the Disclosure
010-9140-0902/2/AMERICAS Page 412 of 538
Dissemination Agent by the Issuer and include the full name of the Bonds and the 9-digit CUSIP
numbers for all Bonds to which the document applies.
"Disclosure Dissemination Agent" means Digital Assurance Certification, L.L.C, acting
in its capacity as Disclosure Dissemination Agent hereunder, or any successor Disclosure
Dissemination Agent designated in writing by the Issuer pursuant to Section 9 hereof
"Disclosure Representative" means the Chief Financial Officer of the Issuer or his or her
designee, or such other person as the Issuer shall designate in writing to the Disclosure
Dissemination Agent from time to time as the person responsible for providing Information to
the Disclosure Dissemination Agent.
"Failure to File Event" means the Issuer's failure to file an Annual Report on or before
the Annual Filing Date.
"Financial obligation" means a (i) debt obligation; (ii) derivative instrument entered into
in connection with, or pledged as a security or a source of payment for, an existing or planned
debt obligation; or (iii) guarantee of(i) or (ii). The term "financial obligation" shall not include
municipal securities as to which a final official statement has been provided to the MSRB
consistent with the Rule.
"Force Majeure Event" means: (i) acts of God,war, or terrorist action; (ii) failure or shut-
down of the Electronic Municipal Market Access system maintained by the MSRB; or(iii)to the
extent beyond the Disclosure Dissemination Agent's reasonable control, interruptions in
telecommunications or utilities services, failure, malfunction or error of any telecommunications,
computer or other electrical, mechanical or technological application, service or system,
computer virus, interruptions in Internet service or telephone service (including due to a virus,
electrical delivery problem or similar occurrence) that affect Internet users generally, or in the
local area in which the Disclosure Dissemination Agent or the MSRB is located, or acts of any
government, regulatory or any other competent authority the effect of which is to prohibit the
Disclosure Dissemination Agent from performance of its obligations under this Disclosure
Agreement.
"Holder"means any person(a)having the power, directly or indirectly,to vote or consent
with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds
through nominees, depositories or other intermediaries) or(b) treated as the owner of any Bonds
for federal income tax purposes.
"Information"means the Annual Financial Information,the Audited Financial Statements
(if any), the Notice Event notices,the Failure to File Event notices and the Voluntary Reports.
"MSRB" means the Municipal Securities Rulemaking Board established pursuant to
Section 15B(b)(1) of the Securities Exchange Act of 1934.
"Notice Event"means any of the events enumerated in paragraph (b)(5)(i)(C)of the Rule
and listed in Section 4(a) of this Disclosure Agreement.
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"Obligated Person" means any person, including the Issuer, who is either generally or
through an enterprise, fund, or account of such person committed by contract or other
arrangement to support payment of all, or part of the obligations on the Bonds (other than
providers of municipal bond insurance, letters of credit, or other liquidity facilities).
"Official Statement" means that Official Statement prepared by the Issuer in connection
with the Bonds.
"Voluntary Report" means the information provided to the Disclosure Dissemination
Agent by the Issuer pursuant to Section 7.
SECTION 2. Provision of Annual Reports.
(a) The Issuer shall provide, annually, an electronic copy of the Annual Report and
Certification to the Disclosure Dissemination Agent, not later than thirty (30) days prior to the
Annual Filing Date. Promptly upon receipt of an electronic copy of the Annual Report and the
Certification, the Disclosure Dissemination Agent shall provide an Annual Report to the MSRB
not later than two hundred forty (240) days after the end of each Fiscal Year, commencing with
the Fiscal Year ending September 30, 2021. Such date and each anniversary thereof is the
Annual Filing Date. The Annual Report may be submitted as a single document or as separate
documents comprising a package, and may cross-reference other information as provided in
Section 3 of this Disclosure Agreement.
(b) If on the fifteenth (15th) day prior to the Annual Filing Date, the Disclosure
Dissemination Agent has not received a copy of the Annual Report and Certification, the
Disclosure Dissemination Agent shall contact the Disclosure Representative by telephone and in
writing (which may be by e-mail) to remind the Issuer of its undertaking to provide the Annual
Report pursuant to Section 2(a). Upon such reminder, the Disclosure Representative shall either
(i) provide the Disclosure Dissemination Agent with an electronic copy of the Annual Report and
the Certification no later than two (2) business days prior to the Annual Filing Date, or (ii)
instruct the Disclosure Dissemination Agent in writing that the Issuer will not be able to file the
Annual Report within the time required under this Disclosure Agreement, state the date by which
the Annual Report for such year will be provided and instruct the Disclosure Dissemination
Agent that a Failure to File Event has occurred and to immediately send a notice to the MSRB in
substantially the form attached as Exhibit B.
(c) If the Disclosure Dissemination Agent has not received an Annual Report and
Certification by 10:00 a.m. Eastern time on the Annual Filing Date (or, if such Annual Filing
Date falls on a Saturday, Sunday or holiday,then the first business day thereafter) for the Annual
Report, a Failure to File Event shall have occurred and the Issuer irrevocably directs the
Disclosure Dissemination Agent to immediately send a notice to the MSRB in substantially the
form attached as Exhibit B, without reference to the anticipated filing date for the Annual
Report.
(d) If Audited Financial Statements of the Issuer are prepared but not available prior
to the Annual Filing Date, the Issuer may provide an electronic copy of its unaudited financial
statements to the Disclosure Dissemination Agent and shall, when the Audited Financial
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010-9140.0902/2/AMERICAS Page 414 of 538
Statements are available, provide in a timely manner an electronic copy of the Audited Financial
Statements to the Disclosure Dissemination Agent, accompanied by a Certification, in each case
for filing with the MSRB. Compliance with the provisions of this Section 2(d) shall constitute
the Issuer's filing of the Annual Report until the Audited Financial Statements are filed.
(e) The Disclosure Dissemination Agent shall:
(i) verify the filing specifications of the MSRB each year prior to the Annual
Filing Date;
(ii) upon receipt, promptly file each Annual Report received under Sections
2(a) and 2(b)with the MSRB;
(iii) upon receipt, promptly file each of the unaudited financial statements and
each of the Audited Financial Statements received under Section 2(d)with the MSRB;
(iv) upon receipt, promptly file the text of each Notice Event received under
Sections 4(a) and 4(b)(ii) with the MSRB, identifying the Notice Event as instructed by
the Issuer pursuant to Section 4(a)or 4(b)(ii) (being any of the categories set forth below)
when filing pursuant to Section 4(c) of this Disclosure Agreement:
1. "Principal and interest payment delinquencies;"
2. "Non-Payment related defaults, if material;"
3. "Unscheduled draws on debt service reserves reflecting financial
difficulties;"
4. "Unscheduled draws on credit enhancements reflecting financial
difficulties;"
5. "Substitution of credit or liquidity providers, or their failure to
perform;"
6. "Adverse tax opinions, the issuance by the Internal Revenue
Service of proposed or final determinations of taxability, Notices of Proposed
Issue (IRS Form 5701-TEB) or other material notices or determinations with
respect to the tax status of the security, or other material events affecting the tax
status of the security;"
7. "Modifications to rights of securities holders, if material;"
8. "Bond calls, if material,and tender offers;"
9. "Defeasances;"
10. "Release, substitution, or sale of property securing repayment of
the securities, if material;"
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11. "Rating changes;"
12. "Bankruptcy, insolvency, receivership or similar event of the
obligated person;"
13. "The consummation of a merger, consolidation, or acquisition
involving an obligated person or the sale of all or substantially all of the assets of
the obligated person, other than in the ordinary course of business, the entry into a
definitive agreement to undertake such an action or the termination of a definitive
agreement relating to any such actions, other than pursuant to its terms, if
material;"
14. "Appointment of a successor or additional trustee or the change of
name of a trustee, if material;"
15. "Incurrence of a financial obligation of an obligated Person, if
material, or agreement to covenants,events of default, remedies,priority rights, or
other similar terms of a financial obligation of an Obligated Person, any of which
affect Bond holders, if material;"and
16. Default, event of acceleration, termination event, modification of
terms, or other similar events under the terms of a financial obligation of an
Obligated Person, any of which reflect financial difficulties."
(v) upon receipt (or irrevocable direction pursuant to Section 2(c) of this
Disclosure Agreement, as applicable), promptly file a completed copy of Exhibit B to this
Disclosure Agreement with the MSRB, identifying the filing as "Failure to provide
annual information as required"when filing pursuant to Section 2(b)(ii) or Section 2(c) of
this Disclosure Agreement;
(vi) upon receipt, promptly file the text of each Voluntary Report received
under Section 7 with the MSRB; and
(vii) provide the Issuer evidence of the filings of each of the above when made,
which shall be by means of the DAC system, for so long as DAC is the Disclosure
Dissemination Agent under this Disclosure Agreement.
(f) The Issuer may adjust the Annual Filing Date upon change of its Fiscal Year by
providing written notice of such change and the new Annual Filing Date to the Disclosure
Dissemination Agent and the MSRB, provided that the period between the existing Annual
Filing Date and new Annual Filing Date shall not exceed one year.
(g) Any Information received by the Disclosure Dissemination Agent before 6:00
p.m. Eastern time on any business day that it is required to file with the MSRB pursuant to the
terms of this Disclosure Agreement and that is accompanied by a Certification and all other
information required by the terms of this Disclosure Agreement will be filed by the Disclosure
Dissemination Agent with the MSRB no later than 11:59 p.m. Eastern time on the same business
day; provided, however, the Disclosure Dissemination Agent shall have no liability for any delay
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in filing with the MSRB if such delay is caused by a Force Majeure Event, provided that the
Disclosure Dissemination Agent uses reasonable efforts to make any such filing as soon as
possible.
SECTION 3. Content of Annual Reports.
(a) Each Annual Report shall contain the following Annual Financial Information
with respect to the Water and Sewer Utility for the prior Fiscal Year: (i) the information in the
Official Statement in the tables under the captions "WATER AND SEWER UTILITY - Water
System - General," and "WATER AND SEWER UTILITY - Sewer System - General;" (ii) any
update to the information in the Official Statement under "WATER AND SEWER UTILITY -
Water System - General - Water Supply Agreement" or "- Cost of Water Purchased," including,
without limitation, the uniform rate charged by the County to the City for the purchase of
wholesale potable water; (iii) any update to the information in the Official Statement under
"WATER AND SEWER UTILITY - Sewer System - General - Sanitary Sewer Service
Agreement" or "- Cost of Sanitary Sewer Service Purchased," including, without limitation, the
uniform rate charged by the County to the City for wastewater flow delivered to the County for
treatment and disposal; (iv) the Revenues, Current Expenses, Net Revenues, debt service and
debt service coverage on all Outstanding Bonds; and (v) the base rates charged for services from
the Water and Sewer Utility.
(b) Audited Financial Statements prepared in accordance with generally accepted
accounting principles ("GAAP") will be included in the Annual Report, but may be provided in
accordance with Section 2(d).
Any or all of the items listed above may be included by specific reference to other
documents, including official statements of debt issues with respect to which the Issuer is an
Obligated Person, which have been previously filed with the Securities and Exchange
Commission or available to the public on the MSRB Internet Website. If the document
incorporated by reference is a final official statement, it must be available from the MSRB. The
Issuer will clearly identify each such document so incorporated by reference.
Any Annual Financial Information containing modified operating data or financial
information is required to explain, in narrative form, the reasons for the modification and the
impact of the change in the type of operating data or financial information being provided.
SECTION 4. Reporting of Notice Events.
(a) The occurrence of any of the following events with respect to the Bonds
constitutes a Notice Event:
1. Principal and interest payment delinquencies;
2. Non-payment related defaults, if material;
3. Unscheduled draws on debt service reserves reflecting financial
difficulties;
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010-9140-0902/2/AMERICAS Page 417 of 538
4. Unscheduled draws on credit enhancements relating to the Bonds
reflecting financial difficulties;
5. Substitution of credit or liquidity providers,or their failure to perform;
6. Adverse tax opinions, the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form
5701-TEB) or other material notices or determinations with respect to the tax status of the
security, or other material events affecting the tax status of the Bonds;
7. Modifications to rights of Bond holders, if material;
8. Bond calls, if material,and tender offers;
9. Defeasances;
10. Release, substitution, or sale of property securing repayment of the Bonds,
if material;
11. Rating changes on the Bonds;
12. Bankruptcy, insolvency, receivership or similar event of the Obligated
Person;
Note: for the purposes of the event identified in this subsection 4(a)(12), the event is considered to
occur when any of the following occur:the appointment of a receiver,fiscal agent or similar officer for an
Obligated Person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state
or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of
the assets or business of the Obligated Person, or if such jurisdiction has been assumed by leaving the
existing governmental body and officials or officers in possession but subject to the supervision and orders
of a court or governmental authority, or the entry of an order confirming a plan of reorganization,
arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over
substantially all of the assets or business of the Obligated Person.
13. The consummation of a merger, consolidation, or acquisition involving an
Obligated Person or the sale of all or substantially all of the assets of the Obligated
Person, other than in the ordinary course of business,the entry into a definitive agreement
to undertake such an action or the termination of a definitive agreement relating to any
such actions, other than pursuant to its terms,if material;
14. Appointment of a successor or additional trustee or the change of name of
a trustee, if material;
15. Incurrence of a financial obligation of an Obligated Person, if material, or
agreement to covenants, events of default, remedies, priority rights, or other similar terms
of a financial obligation of an Obligated Person, any of which affect Bond holders, if
material; and
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010-9140-0902J2/AMERICAS Page 418 of 538
16. Default, event of acceleration, termination event, modification of terms, or
other similar events under the terms of a financial obligation of an Obligated Person, any
of which reflect financial difficulties.
The Issuer shall, in a timely manner not in excess of ten (10) business days after its occurrence,
notify the Disclosure Dissemination Agent in writing of the occurrence of a Notice Event. Such
notice shall instruct the Disclosure Dissemination Agent to report the occurrence pursuant to
subsection (c) of this Section 4 and shall be accompanied by a Certification. Such notice or
Certification shall identify the Notice Event that has occurred (which shall be any of the
categories set forth in Section 2(e)(iv) of this Disclosure Agreement), include the text of the
disclosure that the Issuer desires to make, contain the written authorization of the Issuer for the
Disclosure Dissemination Agent to disseminate such information, and identify the date the Issuer
desires for the Disclosure Dissemination Agent to disseminate the information (provided that
such date is not later than the tenth(10th)business day after the occurrence of the Notice Event).
(b) The Disclosure Dissemination Agent is under no obligation to notify the Issuer or
the Disclosure Representative of an event that may constitute a Notice Event. In the event the
Disclosure Dissemination Agent so notifies the Disclosure Representative, the Disclosure
Representative will within two business days of receipt of such notice (but in any event not later
than the tenth (10th) business day after the occurrence of the Notice Event, if the Issuer
determines that a Notice Event has occurred), instruct the Disclosure Dissemination Agent that
(i)a Notice Event has not occurred and no filing is to be made or(ii) a Notice Event has occurred
and the Disclosure Dissemination Agent is to report the occurrence pursuant to Section 4(c),
together with a Certification. Such notice or Certification shall identify the Notice Event that has
occurred (which shall be any of the categories set forth in Section 2(e)(iv) of this Disclosure
Agreement), include the text of the disclosure that the Issuer desires to make, contain the written
authorization of the Issuer for the Disclosure Dissemination Agent to disseminate such
information, and identify the date the Issuer desires for the Disclosure Dissemination Agent to
disseminate the information (provided that such date is not later than the tenth (10th) business
day after the occurrence of the Notice Event).
(c) If the Disclosure Dissemination Agent has been instructed by the Issuer as
prescribed in subsection (a) or(b)(ii)of this Section 4 to report the occurrence of a Notice Event,
the Disclosure Dissemination Agent shall promptly file a notice of such occurrence with the
MSRB in accordance with Section 2(e)(iv)hereof
SECTION 5. CUSIP Numbers. Whenever providing information to the Disclosure
Dissemination Agent, including but not limited to Annual Reports, documents incorporated by
reference to the Annual Reports, Audited Financial Statements, notices of Notice Events, Failure
to File Events and Voluntary Reports filed pursuant to Section.7(a), the Issuer shall indicate the
full name of the Bonds and the 9-digit CUSIP numbers for the Bonds as to which the provided
information relates.
SECTION 6. Additional Disclosure Obligations. The Issuer acknowledges and
understands that other state and federal laws, including but not limited to the Securities Act of
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I933 and Rule 10b-5 promulgated under the Securities Exchange Act of 1934, may apply to the
Issuer, and that the failure of the Disclosure Dissemination Agent to so advise the Issuer shall not
constitute a breach by the Disclosure Dissemination Agent of any of its duties and
responsibilities under this Disclosure Agreement. The Issuer acknowledges and understands that
the duties of the Disclosure Dissemination Agent relate exclusively to execution of the
mechanical tasks of disseminating information as described in this Disclosure Agreement.
SECTION 7. Voluntary Reports.
(a) The Issuer may instruct the Disclosure Dissemination Agent to file information
with the MSRB, from time to time pursuant to a Certification of the Disclosure Representative
accompanying such information(a"Voluntary Report").
(b) Nothing in this Disclosure Agreement shall be deemed to prevent the Issuer from
disseminating any other information through the Disclosure Dissemination Agent using the
means of dissemination set forth in this Disclosure Agreement or including any other
information in any Annual Report, Audited Financial Statements, Voluntary Report, Notice
Event notice or Failure to File Event notice, in addition to that required by this Disclosure
Agreement. If the Issuer chooses to include any information in any Annual Report, Audited
Financial Statements, Voluntary Report, Notice Event notice, or Failure to File Event notice in
addition to that which is specifically required by this Disclosure Agreement,the Issuer shall have
no obligation under this Disclosure Agreement to update such information or include it in any
future Annual Report, Audited Financial Statements, Voluntary Report, Notice Event notice or
Failure to File Event notice.
SECTION 8. Termination of Reporting Obligation. The obligations of the Issuer and
the Disclosure Dissemination Agent under this Disclosure Agreement shall terminate with
respect to the Bonds upon the legal defeasance, prior redemption or payment in full of all of the
Bonds, when the Issuer is no longer an Obligated Person with respect to the Bonds, or upon
delivery by the Disclosure Representative to the Disclosure Dissemination Agent of an opinion
of nationally recognized bond counsel to the effect that continuing disclosure is no longer
required.
SECTION 9. Disclosure Dissemination Agent. The Issuer has appointed Digital
Assurance Certification, L.L.C. as exclusive Disclosure Dissemination Age-it under this
Disclosure Agreement. The Issuer may, upon thirty (30) days written notice to the Disclosure
Dissemination Agent, replace or appoint a successor Disclosure Dissemination Agent. Upon
termination of DAC's services as Disclosure Dissemination Agent, whether by notice of the
Issuer or DAC, the Issuer agrees to appoint a successor Disclosure Dissemination Agent or,
alternately, agrees to assume all responsibilities of Disclosure Dissemination Agent under this
Disclosure Agreement for the benefit of the Holders of the Bonds. Notwithstanding any
replacement or appointment of a successor, the Issuer shall remain liable until payment in full for
any and all sums owed and payable to the Disclosure Dissemination Agent. The Disclosure
Dissemination Agent may resign at any time by providing thirty (30)days' prior written notice to
the Issuer.
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SECTION 10. Remedies in Event of Default. In the event of a failure of the Issuer or
the Disclosure Dissemination Agent to comply with any provision of this Disclosure Agreement,
the Holders' rights to enforce the provisions of this Disclosure Agreement shall be limited solely
to a right, by action in mandamus or for specific performance, to compel performance of the
parties' obligation under this Disclosure Agreement. Any failure by a party to perform in
accordance with this Disclosure Agreement shall not constitute a default on the Bonds or under
any other document relating to the Bonds, including the Bond Resolution, and all rights and
remedies shall be limited to those expressly stated herein.
SECTION 1 l. Duties, Immunities and Liabilities of Disclosure Dissemination Agent.
(a) The Disclosure Dissemination Agent shall have only such duties as are
specifically set forth in this Disclosure Agreement. The Disclosure Dissemination Agent's
obligation to deliver the information at the times and with the contents described herein shall be
limited to the extent the Issuer has provided such information to the Disclosure Dissemination
Agent as required by this Disclosure Agreement. The Disclosure Dissemination Agent shall
have no duty with respect to the content of any disclosures or notice made pursuant to the terms
hereof. The Disclosure Dissemination Agent shall have no duty or obligation to review or verify
any Information or any other information, disclosures or notices provided to it by the Issuer and
shall not be deemed to be acting in any fiduciary capacity for the Issuer, the Holders of the
Bonds or any other party. The Disclosure Dissemination Agent shall have no responsibility for
the Issuer's failure to report to the Disclosure Dissemination Agent a Notice Event or a duty to
determine the materiality thereof. The Disclosure Dissemination Agent shall have no duty to
determine, or liability for failing to determine, whether the Issuer has complied with this
Disclosure Agreement. The Disclosure Dissemination Agent may conclusively rely upon
certifications of the Issuer at all times.
The obligations of the Issuer under this Section shall survive resignation or removal of
the Disclosure Dissemination Agent and defeasance,redemption or payment of the Bonds.
(b) The Disclosure Dissemination Agent may, from time to time, consult with legal
counsel (either in-house or external) of its own choosing in the event of any disagreement or
controversy, or question or doubt as to the construction of any of the provisions hereof or its
respective duties hereunder, and shall not incur any liability and shall be fully protected in acting
in good faith upon the advice of such legal counsel. The reasonable fees and expenses of such
counsel shall be payable by the Issuer.
(c) All documents, reports, notices, statements, information and other materials
provided to the MSRB under this Disclosure Agreement shall be provided in an electronic format
and accompanied by identifying information as prescribed by the MSRB.
SECTION 12. Amendment: Waiver. Notwithstanding any other provision of this
Disclosure Agreement, the Issuer and the Disclosure Dissemination Agent may amend this
Disclosure Agreement and any provision of this Disclosure Agreement may be waived, if such
amendment or waiver is supported by an opinion of counsel expert in federal securities laws
acceptable to both the Issuer and the Disclosure Dissemination Agent to the effect that such
amendment or waiver does not materially impair the interests of Holders of the Bonds and would
not, in and of itself, cause the undertakings herein to violate the Rule if such amendment or
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010-9140-090212/AMERICAS Page 421 of 538
waiver had been effective on the date hereof but taking into account any subsequent change in or
official interpretation of the Rule; provided neither the Issuer or the Disclosure Dissemination
Agent shall be obligated to agree to any amendment modifying their respective duties or
obligations without their consent thereto.
Notwithstanding the preceding paragraph, the Disclosure Dissemination Agent shall have
the right to adopt amendments to this Disclosure Agreement necessary to comply with
modifications to and interpretations of the provisions of the Rule as announced by the Securities
and Exchange Commission from time to time by giving not less than 20 days written notice of
the intent to do so together with a copy of the proposed amendment to the Issuer. No such
amendment shall become effective if the Issuer shall,within 10 days following the giving of such
notice, send a notice to the Disclosure Dissemination Agent in writing that it objects to such
amendment.
SECTION 13. Sources of Payments; No Personal Liability. Notwithstanding anything
to the contrary contained in this Disclosure Agreement, the Issuer shall be required to use only
Revenues to pay any costs and expenses to be incurred in the performance of this Disclosure
Agreement by it, and the performance of its obligations hereunder shall be subject to the
availability of Revenues for that purpose; provided, that any such costs and expenses shall
constitute Current Expenses under the Bond Resolution. This Disclosure Agreement does not
and shall not constitute a general obligation of the Issuer. No covenant, stipulation, obligation or
agreement of the Issuer contained in this Disclosure Agreement shall be deemed to be a
covenant, stipulation, obligation or agreement of any present or future officer, agent or employee
of the Issuer in other than that person's official capacity.
SECTION 14. Beneficiaries. This Disclosure Agreement shall inure solely to the
benefit of the Issuer, the Disclosure Dissemination Agent, the Underwriters, and the Holders
from time to time of the Bonds,and shall create no rights in any other person or entity.
SECTION 15. Governing Law. This Disclosure Agreement shall be governed by the
laws of the State of Florida.
SECTION 16. Counterparts. This Disclosure Agreement may be executed in several
counterparts, each of which shall be an original and all of which shall constitute but one and the
same instrument.
The Disclosure Dissemination Agent and the Issuer have caused this Disclosure
Agreement to be executed, on the date first written above, by their respective officers duly
authorized.
DIGITAL ASSURANCE CERTIFICATION,
L.L.C., as Disclosure Dissemination Agent
By:
Name:
Title:
11
010-9140-0902/2/AMERICAS Page 422 of 538
CITY OF MIAMI BEACH, FLORIDA,
as Issuer
By:
John Woodruff
Chief Financial Officer
APPROVED AS TO
FORM &LANGUAGE
&FOR EXECUTION
City Attorney Date
12
010-9140-0902/2/AMERICAS Page 423 of 538
EXHIBIT A
NAME AND CUSIP NUMBERS OF BONDS
Name of Issuer: City of Miami Beach, Florida
Obligated Person: City of Miami Beach, Florida
Name of Bond Issue: Water and Sewer Revenue Refunding Bonds, Series 2021A
Date of Issuance: ,2021
Date of Official Statement: ,2021
CUSIP Numbers:
A-1
010-9140-0902/2/AMERICAS Page 424 of 538
EXHIBIT B
NOTICE TO MSRB OF FAILURE TO FILE ANNUAL REPORT
Issuer: City of Miami Beach, Florida
Obligated Person: City of Miami Beach, Florida
Name of Bond Issue: Water and Sewer Revenue Refunding Bonds, Series 2021A
Date of Issuance: , 2021
NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report with
respect to the above-named Bonds as required by the Disclosure Dissemination Agent
Agreement, dated as of , 2021, between the Issuer and Digital Assurance
Certification, L.L.C., as Disclosure Dissemination Agent. The Issuer has notified the Disclosure
Dissemination Agent that it anticipates that the Annual Report will be filed by
Dated:
Digital Assurance Certification, L.L.C., as
Disclosure Dissemination Agent, on behalf
of the Issuer
cc: City of Miami Beach, Florida
B-1
010-9140-0902/2/AMERICAS Page 425 of 538
SEB DRAFT-04/12/21
PRELIMINARY OFFICIAL STATEMENT DATED ,2021
NEW ISSUE - Book-Entry-Only Ratings: See"RATINGS"herein
In the opinion of Squire Patton Boggs (US) LLP, Bond Counsel, under existing law (i) assuming
continuing compliance with certain covenants and the accuracy of certain representations, interest on the
Series 2021A Bonds is excluded from gross income for federal income tax purposes, and is not an item of
tax preference for purposes of the federal alternative minimum tax, and(ii) the Series 2021A Bonds and
the income thereon are exempt from taxation under the laws of the State of Florida, except estate taxes
imposed by Chapter 198, Florida Statutes, as amended, and net income and franchise taxes imposed by
Chapter 220, Florida Statutes, as amended. Interest on the Series 2021A Bonds may be subject to certain
federal taxes imposed only on certain corporations. For a more complete discussion of the tax aspects
relating to the Series 2021A Bonds, see the discussion under the heading "TAX MATTERS" herein.
MIAMI BEACH CITY OF MIAMI BEACH, FLORIDA
Water and Sewer Revenue Refunding Bonds
Series 2021A
Dated: Date of Delivery Due: September 1, as shown on inside cover page
The City of Miami Beach,Florida Water and Sewer Revenue Refunding Bonds, Series 2021A(the
"Series 2021A Bonds")will be issued by the City of Miami Beach, Florida(the"City") as fully registered
bonds, without coupons, in denominations of$5,000 or any whole multiple thereof. When issued, the
Series 2021A Bonds will be registered in the name of Cede & Co., as nominee of The Depository Trust
Company, New York, New York ("DTC"), which will act as securities depository for the Series 2021A
Bonds. Purchasers will not receive certificates representing their ownership interests in the Series 2021A
Bonds purchased. See "DESCRIPTION OF THE SERIES 2021A BONDS -Book-Entry Only System"
herein. Interest on the Series 2021A Bonds will accrue from their date of delivery and will be payable on
September 1, 2021 and semiannually on each March 1 and September 1 thereafter. U.S. Bank National
Association,Fort Lauderdale, Florida,will serve as the initial bond registrar and paying agent(collectively,
the"Bond Registrar")for the Series 2021A Bonds. While the Series 2021A Bonds are registered through
the DTC book-entry only system, principal of and interest on the Series 2021A Bonds will be payable by
the Bond Registrar to DTC.
The Series 2021A Bonds are being issued for the purpose of providing funds, together with other
legally available moneys, to (i)provide for(a) the refunding and prepayment of all* of the City of Miami
Beach, Florida Water and Sewer Revenue Refunding Bonds, Taxable Series 2009J-1B, which will be
outstanding immediately prior to issuance of the Series 2021A Bonds in the aggregate principal amount
of$10,000,000, and(b) the refunding and prepayment of all* of the City of Miami Beach, Florida Water
and Sewer Revenue Bonds, Taxable Series 2009J-1C, which will be outstanding immediately prior to
issuance of the Series 202IA Bonds in the aggregate principal amount of$30,000,000 (collectively, the
"Refunded Bonds");and(ii)pay costs related to the issuance of the Series 2021A Bonds and the refunding
and prepayment of the Refunded Bonds. See "INTRODUCTION" and "PURPOSE OF THE ISSUE"
herein.
The Series 2021A Bonds are payable from and secured by a lien on and a pledge of the Net
Revenues derived from the City's ownership or operation of the Water and Sewer Utility and certain other
moneys held under the Resolution (as such terms are defined herein). Such lien on and pledge of Net
Revenues and certain other moneys held under the Resolution, as described herein (the "Pledged
Revenues"), shall be on a parity with the lien on and pledge of the Pledged Revenues(i) granted in favor
Page 426 of 538
of the Series 2017 Bonds (as defined herein) and any other Bonds which shall remain Outstanding
subsequent to issuance of the Series 2021A Bonds and (ii) that may be granted by the City in favor of .
Additional Bonds, Refunding Bonds, Alternative Parity Debt and parity Short-Term Indebtedness;
provided, however, that no deposit to the Reserve Account shall be made in connection with the
issuance of the Series 2021A Bonds and the Series 2021A Bonds shall not be secured by, or entitled
to any benefit from, amounts, Reserve Account Insurance Policies or Reserve Account Letters of
Credit that may be held in the Reserve Account or any subaccount therein for the benefit of other
Bonds that may be issued and Outstanding under the Bond Resolution (as such terms are defined
herein). Upon issuance of the Series 2021A Bonds,no amounts will be held in the Reserve Account for
the benefit of Bonds Outstanding under the Bond Resolution. See"INTRODUCTION"and"SECURITY
AND SOURCES OF PAYMENT" herein.
The Series 2021A Bonds are subject to optional and mandatory sinking fund redemption prior to
maturity as described herein. See "DESCRIPTION OF THE SERIES 2021A BONDS - Redemption
Provisions"herein.
THE CITY IS OBLIGATED TO PAY THE PRINCIPAL OF AND INTEREST ON THE SERIES
2021A BONDS SOLELY FROM THE PLEDGED REVENUES. THE SERIES 2021A BONDS SHALL
NOT CONSTITUTE AN INDEBTEDNESS OF THE CITY,MIAMI-DADE COUNTY,FLORIDA, THE
STATE OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF
ANY CONSTITUTIONAL OR STATUTORY PROVISION OR LIMITATION AND THE FAITH AND
CREDIT OF THE CITY, MIAMI-DADE COUNTY, FLORIDA, THE STATE OF FLORIDA OR ANY
POLITICAL SUBDIVISION THEREOF IS NOT PLEDGED TO THE PAYMENT OF THE PRINCIPAL
OF OR INTEREST ON THE SERIES 2021A BONDS. ISSUANCE OF THE SERIES 2021A BONDS
SHALL NOT DIRECTLY,INDIRECTLY OR CONTINGENTLY OBLIGATE THE CITY,MIAMI-DADE
COUNTY, FLORIDA, THE STATE OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF
TO LEVY OR TO PLEDGE ANY TAXES WHATEVER THEREFOR, OR TO MAKE ANY
APPROPRIATION FOR THE PAYMENT OF THE PRINCIPAL OF OR INTEREST ON THE SERIES
2021A BONDS, EXCEPT AS PROVIDED IN THE RESOLUTION.
This cover page contains certain information for quick reference only. It is not a summary
of this issue. Investors must read the entire Official Statement, including the Appendices, to obtain
information essential to the making of an informed investment decision.
The Series 2021A Bonds are offered when, as and if issued by the City, subject to the opinion on
certain legal matters relating to their issuance of Squire Patton Boggs (US) LLP, Miami, Florida, Bond
Counsel. Certain legal matters will be passed upon for the City by Rafael A. Paz, Esquire, Acting City
Attorney, and certain legal matters relating to disclosure will be passed upon for the City by the Law
Offices of Steve E. Bullock, P.A., Miami, Florida, Disclosure Counsel. Bryant Miller Olive P.A., Miami,
Florida, is serving as Counsel to the Underwriters. RBC Capital Markets, LLC, St. Petersburg, Florida,
is serving as Financial Advisor to the City in connection with the issuance of the Series 2021A Bonds. It
is expected that the Series 2021A Bonds will be available for delivery through DTC in New York New York
on or about , 2021.
PNC Capital Markets LLC HilltopSecurities
DN: Bond
Dated: , 2021
* Preliminary, subject to change.
Page 427 of 538
Red herring: This Preliminary Official Statement and the information contained herein are subject to
amendment and completion without notice. The Series 2021A Bonds may not be sold and offers to buy may
not be accepted prior to the time the Official Statement is delivered in final form. Under no circumstances
shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, nor
shall there be any sale of the Series 2021A Bonds in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under the securities laws of any such
jurisdiction.
Page 428 of 538
MATURITIES,PRINCIPAL AMOUNTS,INTEREST RATES,
PRICES,YIELDS AND INITIAL CUSIP NUMBERS*t
$ Series 2021A Serial Bonds
Due Principal Interest Initial
(September 1) Amount Rate Price Yield CUSIP Number
2021 $ % % 59324
2022 59324
2023 59324
2024 59324
2025 59324
2026 59324
2027 59324
2028 59324
2029 59324
2030 59324
2031 59324
2032 59324
2033 59324
2034 59324
2035 59324
2036 59324
2037 59324
2038 59324
2039 59324
$ Series 2021A Term Bonds
$ %Series 202IA Term Bonds Due September 1,20 —Price: /Yield:
%Initial CUSIP Number: 59324
* Preliminary, subject to change.
t Neither the City nor the Underwriters is responsible for the use of CUSIP Numbers,nor is a representation made
as to their correctness. The CUSIP Numbers are included solely for the convenience of the readers of this
Official Statement.
Page 429 of 538
CITY OF MIAMI BEACH,FLORIDA
MAYOR
Dan Gelber
CITY COMMISSION
Ricky Arriola, Commissioner
Michael Gongora, Commissioner
Steven Meiner, Commissioner
David Richardson,Commissioner
Mark Samuelian, Commissioner
Micky Steinberg, Commissioner
ADMINISTRATION
Interim City Manager Assistant City Manager
Raul J.Aguila,Esquire Alina Tejeda Hudak
Acting City Attorney City Clerk
Rafael A.Paz,Esquire Rafael E.Granado,Esquire
Chief Financial Officer Public Works Director
John Woodruff,MBA Roy Coley,MBA
CONSULTANTS
Bond Counsel Financial Advisor
Squire Patton Boggs(US)LLP RBC Capital Markets,LLC
Miami,Florida St.Petersburg,Florida
Disclosure Counsel Independent Auditor
Law Offices of Steve E.Bullock,P.A. RSM US LLP
Miami,Florida Miami,Florida
Page 430 of 538
No dealer, broker, salesman or other person has been authorized by the City or the Underwriters
to make any representations, other than those contained in this Official Statement, in connection with the
offering contained herein, and if given or made, such other information or representations must not be
relied upon as having been authorized by any of the foregoing. This Official Statement does not constitute
an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Series 2021A Bonds
by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation
or sale. The information contained in this Official Statement has been obtained from public documents,
records and other sources considered to be reliable and, while not guaranteed as to completeness or
accuracy, is believed to be correct. Any statement in this Official Statement involving estimates,
assumptions and opinions, whether or not so expressly stated, are intended as such and are not to be
construed as representations of fact, and the Underwriters and the City expressly make no representation
that such estimates, assumptions and opinions will be realized or fulfilled. Any information, estimates,
assumptions and matters of opinion contained in this Official Statement are subject to change without
notice, and neither the delivery of this Official Statement, nor any sale hereunder, shall, under any
circumstances,create any implication that there has been no change in the affairs of the City since the date
hereof.
The Underwriters have provided the following sentence for inclusion in this Official Statement.
The Underwriters have reviewed the information in this Official Statement in accordance with, and as part
of their respective responsibilities to investors under the federal securities laws as applied to the facts and
circumstances of this transaction, but the Underwriters do not guarantee the accuracy or completeness of
such information.
The order and placement of materials in this Official Statement, including the Appendices, are not
to be deemed a determination of relevance,materiality or importance, and this Official Statement,including
the Appendices, must be considered in its entirety. The captions and headings in this Official Statement
are for convenience only and in no way define, limit or describe the scope or intent, or affect the meaning
or construction, of any provisions or sections in this Official Statement. The offering of the Series 2021 A
Bonds is made only by means of this entire Official Statement.
References to website addresses presented in this Official Statement are for informational purposes
only and may be in the form of a hyperlink solely for the reader's convenience. Unless specified
otherwise, such websites and the information or links contained therein are not incorporated into, and are
not part of, this Official Statement.
Certain statements included or incorporated by reference in this Official Statement constitute
"forward-looking statements." Such statements generally are identifiable by the terminology used, such
as "plan," "expect," "estimate," "project," "forecast," "budget" or other similar words. The achievement
of certain results or other expectations contained in such forward-looking statements involve known and
unknown risks, uncertainties and other factors that may cause actual results,performance or achievements
described to be materially different from any future results, performance or achievements expressed or
implied by such forward-looking statements. The City does not plan to issue any updates or revisions to
those forward-looking statements if or when its expectations or events, conditions or circumstances on
which such statements are based occur.
THE SERIES 2021A BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
ACT OF 1933,AS AMENDED, OR ANY STATE SECURITIES LAW,NOR HAS THE RESOLUTION
BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939,AS AMENDED,IN RELIANCE
UPON EXEMPTIONS CONTAINED IN SUCH ACTS. THE EXEMPTION OF THE SERIES.2021A
BONDS FROM REGISTRATION OR QUALIFICATION IN CERTAIN STATES CANNOT BE
Page 431 of 538
REGARDED AS A RECOMMENDATION THEREOF. IN MAKING AN INVESTMENT DECISION,
INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE CITY AND THE TERMS OF
THIS OFFERING,INCLUDING THE MERITS AND RISKS INVOLVED. NEITHER THE SECURITIES
AND EXCHANGE COMMISSION NOR ANY OTHER FEDERAL, STATE OR GOVERNMENTAL
ENTITY OR AGENCY WILL HAVE PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
OFFICIAL STATEMENT OR APPROVED OR RECOMMENDED THE SERIES 2021A BONDS FOR
SALE. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE.
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVERALLOT OR
EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE
SERIES 2021A BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN
THE OPEN MARKET,AND SUCH STABILIZING,IF COMMENCED,MAY BE DISCONTINUED AT
ANY TIME. THE UNDERWRITERS MAY OFFER AND SELL THE SERIES 2021A BONDS TO
CERTAIN DEALERS AND OTHERS AT PRICES LOWER THAN THE PUBLIC OFFERING PRICES
STATED ON THE INSIDE COVER PAGE OF THIS OFFICIAL STATEMENT,AND SUCH PUBLIC
OFFERING PRICES MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITERS.
THIS OFFICIAL STATEMENT SHALL NOT CONSTITUTE A CONTRACT BETWEEN THE
CITY OR THE UNDERWRITERS AND ANY ONE OR MORE HOLDERS OF THE SERIES 2021A
BONDS.
THIS OFFICIAL STATEMENT IS BEING PROVIDED TO PROSPECTIVE PURCHASERS
EITHER IN BOUND PRINTED FORM ("ORIGINAL BOUND FORMAT") OR IN ELECTRONIC
FORMAT ON THE WEBSITE: WWW.MUNIOS.COM. THIS OFFICIAL STATEMENT MAY BE
RELIED UPON ONLY IF IT IS IN ITS ORIGINAL BOUND FORMAT OR IF IT IS PRINTED IN FULL
DIRECTLY FROM SUCH WEBSITE.
THIS PRELIMINARY OFFICIAL STATEMENT IS IN A FORM DEEMED FINAL BY THE
CITY FOR PURPOSES OF RULE 15C2-12 UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS AMENDED, EXCEPT FOR CERTAIN FINANCIAL INFORMATION PERMITTED TO BE
OMITTED PURSUANT TO RULE 15C2-12(B)(1).
ii
Page 432 of 538
TABLE OF CONTENTS
Page
INTRODUCTION 1
PURPOSE OF THE ISSUE 2
General. 2
Plan of Refunding. 2
ESTIMATED SOURCES AND USES OF FUNDS. 3
DESCRIPTION OF THE SERIES 2021A BONDS. 4
General. 4
Redemption Provisions. 4
Book-Entry-Only System 6
Discontinuance of Book-Entry Only System. 8
SECURITY AND SOURCES OF PAYMENT 8
General. 8
Flow of Funds. 10
Reserve Account. 11
Rate Covenant. 12
Additional Bonds 13
Refunding Bonds 14
Limited Liability. 15
Other Parity Indebtedness. 15
Subordinated Indebtedness. 15
Modifications or Supplements to Resolution 16
DEBT SERVICE SCHEDULE 17
WATER AND SEWER UTILITY. 18
General. 18
Public Works Department. 18
Water System 23
Sewer System. 30
Capital Improvement Plan 36
Customers. 39
Rates,Fees and Charges. 45
Historical and Projected Operating Results. 51
PENSION AND OTHER POST EMPLOYMENT BENEFITS. 54
Defined Benefit Plans. 54
Other Retirement and Compensation Plans. 63
Other Post Employment Benefits 64
INVESTMENT CONSIDERATIONS. 67
COVID-19 67
Climate Change. 68
Cybersecurity 70
TAX MATTERS 71
General. 71
Risk of Future Legislative Changes and/or Court Decisions. 73
Original Issue Discount and Original Issue Premium. 73
FINANCIAL STATEMENTS 74
CONTINUING DISCLOSURE 74
LITIGATION. 75
LEGAL MATTERS. 75
Page 433 of 538
ENFORCEABILITY OF REMEDIES. 76
RATINGS. 76
UNDERWRITING. 77
FINANCIAL ADVISOR 77
CONTINGENT FEES 77
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY LAWS. 77
AUTHORIZATION CONCERNING OFFICIAL STATEMENT. 78
MISCELLANEOUS. 78
APPENDICES
APPENDIX A - General Information and Economic Data Regarding the
City of Miami Beach,Florida and Miami-Dade County,Florida. A-1
APPENDIX B - Excerpts from Comprehensive Annual Financial Report of the City of
Miami Beach,Florida for the Fiscal Year Ended September 30,2019 B-1
APPENDIX C - The Resolution. C-1
APPENDIX D - Proposed Form of Opinion of Bond Counsel. D-1
APPENDIX E - Proposed Form of Opinion of Disclosure Counsel. E-1
APPENDIX F - Form of Disclosure Dissemination Agent Agreement. F-1
iv
Page 434 of 538
OFFICIAL STATEMENT
relating to
CITY OF MIAMI BEACH,FLORIDA
Water and Sewer Revenue Refunding Bonds
Series 2021A
INTRODUCTION
The purpose of this Official Statement, including the cover page and all appendices, is to set forth
certain information relating to the City of Miami Beach, Florida (the "City"), its water transmission and
distribution system and sewage collection and transmission system, each of which is owned and operated
by the City(collectively,the"Water and Sewer Utility"),and the sale by the City of its$
aggregate principal amount of Water and Sewer Revenue Refunding Bonds, Series 2021A (the "Series
2021A Bonds"). The Series 2021A Bonds are being issued pursuant to the Constitution and laws of the
State of Florida,including Chapter 166,Florida Statutes,as amended,and the City of Miami Beach Charter
(collectively, the"Act") and other applicable provisions of law, and pursuant and subject to the terms and
conditions of Resolution No. 95-21585 adopted by the Mayor and City Commission of the City
(collectively, the "City Commission") on May 17, 1995 (the "Bond Resolution"), as supplemented by
Resolution No. 21- adopted by the City Commission on , 2021 (the "Series
2021 A Resolution" and, collectively with the Bond Resolution, the "Resolution"). For a complete
description of the terms and conditions of the Series 2021A Bonds, and the provisions of the Resolution,
see"APPENDIX C - The Resolution."
The Series 2021A Bonds will be issued in book-entry only form and purchasers of the Series
202IA Bonds will not receive certificates representing their interest in the Series 2021A Bonds purchased.
The Series 2021A Bonds will contain such other terms and provisions, including provisions regarding
redemption, as described in "DESCRIPTION OF THE SERIES 2021A BONDS"herein.
The City has previously issued pursuant to the Bond Resolution its (i) $115,180,000 original
principal amount of City of Miami Beach, Florida Water and Sewer Revenue and Revenue Refunding
Bonds, Series 2017 (the "Series 2017 Bonds"), $111,555,000 of which will be Outstanding immediately
prior to issuance of the Series 2021A Bonds; (ii) $10,000,000 original principal amount of City of Miami
Beach,Florida Water and Sewer Revenue Refunding Bonds,Taxable Series 2009J-1B (the"Series 2009J-
1B Bonds"), all of which will be Outstanding immediately prior to issuance of the Series 2021A Bonds;
and(iii) $30,000,000 original principal amount of City of Miami Beach,Florida Water and Sewer Revenue
Bonds, Taxable Series 2009J-1C (the "Series 2009J-1C Bonds"), all of which will be Outstanding
immediately prior to issuance of the Series 2021A Bonds. Upon issuance of the Series 202IA Bonds, all*
of the Series 2009J-1B Bonds and all* of the Series 2009J-1C Bonds shall be deemed refunded and
prepaid. See "PURPOSE OF THE ISSUE - Plan of Refunding" herein. The Series 2021A Bonds, the
Series 2017 Bonds and any Additional Bonds and Refunding Bonds hereafter issued are collectively
referred to herein as the "Bonds."
The principal of and interest on the Series 2021A Bonds will be secured by a lien on and pledge
of the Pledged Revenues as described herein, on a parity with the Series 2017 Bonds and any other Bonds,
* Preliminary, subject to change.
Page 435 of 538
Alternative Parity Debt or parity Short-Term Indebtedness that may be issued from time to time under the
Bond Resolution; provided, however, that no deposit to the Reserve Account shall be made in
connection with the issuance of the Series 2021 A Bonds and the Series 2021A Bonds shall not be
secured by,or entitled to any benefit from,amounts,Reserve Account Insurance Policies or Reserve
Account Letters of Credit that may be held in the Reserve Account or any subaccount therein for
the benefit of other Bonds that may be issued and Outstanding under the Bond Resolution. Upon
issuance of the Series 2021A Bonds, no amounts will be held in the Reserve Account for the benefit of
Bonds Outstanding under the Bond Resolution. See "SECURITY AND SOURCES OF PAYMENT -
General and - Reserve Account" herein.
This introduction is intended to serve as a brief description of this Official Statement and is
expressly qualified by reference to this Official Statement as a whole. A full review should be made of
this entire Official Statement, as well as the documents and reports summarized or described herein. The
description of the Series 2021A Bonds, the documents authorizing and securing the same, including,
without limitation, the Resolution, and the information from various reports contained herein are not
comprehensive or definitive. All references herein to such documents and reports are qualified by the
entire, actual content of such documents and reports. Copies of such documents and reports may be
obtained from the City by contacting the City's Chief Financial Officer, 1700 Convention Center Drive,
Miami Beach, Florida 33139, Telephone number: (305) 673-7466, Facsimile number: (305) 673-7795,
Email address: www.miamibeachfl.gov/finance.
Capitalized terms used but not defined in this Official Statement shall have the meaning ascribed
to such terms in the Resolution. See "APPENDIX C -The Resolution."
PURPOSE OF THE ISSUE
General
The Series 2021A Bonds are being issued for the purpose of providing funds, together with other
legally available moneys, to (i) provide for (a) the refunding and prepayment of all* of the Outstanding
Series 2009J-1B Bonds,and(b)the refunding and prepayment of all* of the Outstanding Series 2009J-1C
Bonds(collectively,the"Refunded Bonds"),as more particularly described below in"PURPOSE OF THE
ISSUE -Plan of Refunding;"and(ii)pay costs related to the issuance of the Series 2021A Bonds and the
refunding and prepayment of the Refunded Bonds. See "ESTIMATED SOURCES AND USES OF
FUNDS"herein.
Plan of Refunding
A portion of the proceeds of the Series 2021A Bonds,together with other legally available moneys,
will be used to provide for the refunding and prepayment of all* of the Refunded Bonds. The Refunded
Bonds shall be prepaid on the date of issuance of the Series 2021A Bonds at a price equal to one hundred
percent(100%)of the principal amount of the Refunded Bonds,without premium,plus any unpaid interest
that shall be due on the Refunded Bonds on their prepayment date.
The Refunded Bonds are expected to consist of the following:
* Preliminary, subject to change. 2
Page 436 of 538
Series 2009J-1B Bonds
Maturity Principal Maturity Principal
(December 1) Amount (December 1) Amount
2021 $3,170,000 2023 $3,500,000
2022 3,330,000
Series 2009J-1C Bonds
Maturity Principal Maturity Principal
(December 1) Amount (December 1) Amount
2031 $2,270,000 2036 $3,475,000
2032 2,855,000 2037 3,645,000
2033 3,000,000 2038 3,830,000
2034 3,150,000 2039 4,020,000
2035 3,305,000
ESTIMATED SOURCES AND USES OF FUNDS
The following table sets forth the estimated sources and uses of funds in connection with the
issuance of the Series 2021A Bonds:
Sources of Funds
Par Amount of Series 2021A Bonds $
Net Original Issue Premium/Discount
Other Legally Available Moneysm
Total Estimated Sources of Funds $
Uses of Funds
Deposit to Prepay Refunded Bondsm $
Deposit to Series 2021A Cost of Issuance Account°
Underwriters' Discount
Total Estimated Uses of Funds $
(1) Constitutes amount held under the Bond Resolution to pay principal of and interest due on the Refunded Bonds.
(2) See"PURPOSE OF THE ISSUE-Plan of Refunding"herein.
(3) To pay certain costs of issuance of the Series 2021 A Bonds and the refunding and prepayment of the Refunded
Bonds, including, without limitation, printing costs and the fees of bond counsel, disclosure counsel, the
financial advisor, and the rating agencies.
3
Page 437 of 538
DESCRIPTION OF THE SERIES 2021A BONDS
General
The Series 2021A Bonds will be dated their date of delivery. The Series 202IA Bonds will bear
interest at the rates and will mature on the dates and in the amounts set forth on the inside cover page of
this Official Statement. Interest on the Series 2021A Bonds is payable semiannually commencing on
September 1, 2021 and on each March 1 and September 1 thereafter. Such interest shall be calculated on
the basis of a 360 day year consisting of twelve 30-day months. The City has appointed U.S. Bank
National Association, Fort Lauderdale, Florida, to serve as the paying agent and as the bond registrar for
the Series 2021A Bonds (collectively, the "Bond Registrar").
In any case where the maturity date of, or the date for the payment of the principal of or interest
on the Series 2021A Bonds, or the date fixed for redemption of the Series 2021A Bonds shall not be a
business day,then payment of such interest or principal or redemption price need not be made by the Bond
Registrar on such date but may be made on the next succeeding business day with the same force and effect
as if made on the Interest Payment Date, the date of maturity or the date fixed for redemption, and no
interest shall accrue for the period after such Interest Payment Date, date of maturity or date fixed for
redemption.
The Series 2021A Bonds will be issued as fully registered bonds, without coupons, in
denominations of$5,000 or any whole multiple thereof, and when issued, will be registered in the name
of Cede&Co.,as registered owner and nominee of The Depository Trust Company,New York,New York
("DTC"). Purchases of beneficial interests in the Series 2021A Bonds will be made in book-entry-only
form, without certificates. Unless a securities depository other than DTC is selected by the City, so long
as the Series 2021A Bonds shall be in book-entry-only form, the principal of and interest on the Series
2021A Bonds will be payable to Cede&Co.(or such other nominee selected by DTC),as registered owner
thereof, and will be distributed by DTC and the DTC Participants to the Beneficial Owners (as such terms
are hereinafter defined). See "DESCRIPTION OF THE SERIES 202IA BONDS - Book-Entry Only
System"herein.
Redemption Provisions
Optional Redemption
The Series 2021A Bonds maturing on or before September 1,20 are not subject to redemption
prior to maturity. The Series 2021A Bonds maturing on or after September 1, 20 are subject to
redemption prior to maturity, at the option of the City, on or after September 1, 20_, in whole or in part
at any time, in any order of maturity selected by the City and by lot or by such other manner as the Bond
Registrar shall deem appropriate within a maturity, at a redemption price equal to one hundred percent
(100%) of the principal amount of the Series 2021A Bonds to be redeemed, tcgether with accrued interest
to the date fixed for redemption and without premium.
Mandatory Sinking Fund Redemption
The Series 2021A Bonds maturing on September 1, 20 are subject to mandatory sinking fund
redemption prior to maturity, in part, by lot or by such other manner as the Bond Registrar shall deem
appropriate, through the application of Amortization Requirements, at a redemption price equal to one
hundred percent (100%) of the principal amount thereof, on September 1 of each year in the following
amounts and in the years specified:
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Due Amortization
(September 1) Requirement
*
* Final maturity.
Notice of Redemption
Mailing of Notice of Redemption. At least thirty (30) days, but not more than sixty (60) days,
before the redemption date, a notice of redemption signed by the Chief Financial Officer(a) shall be filed
with the Bond Registrar and (b) shall be mailed by the Bond Registrar, first class mail, postage prepaid,
to all registered owners of Series 2021A Bonds (which, so long as DTC shall act as securities depository
for the Series 2021A Bonds, shall be Cede&Co.) to be redeemed at their addresses as they appear on the
registration books of the Bond Registrar, but failure so to mail any such notice to any registered owner
shall not affect the validity of the proceedings for such redemption.
Each such notice shall specify the redemption date and the place or places where amounts due upon
such redemption will be payable and, if less than all of the Series 2021A Bonds are to be redeemed, the
numbers or other distinguishing marks of such Series 2021A Bonds to be redeemed in part and the
respective portions thereof to be redeemed. Such notice shall further state that on such date there shall
become due and payable upon each of the Series 202IA Bonds to be redeemed the redemption price or the
specified portions thereof in the case of Series 2021A Bonds to be redeemed in part only, together with
interest accrued to the redemption date, and that from-and after such date interest thereon shall cease to
accrue and be payable on such Series 2021A Bonds or portions thereof so redeemed.
In the case of an optional redemption of the Series 2021A Bonds, the redemption notice may state
that(a)it is conditioned upon the deposit of moneys with the Bond Registrar or with a bank, trust company
or other appropriate fiduciary institution acting as escrow agent, in amounts necessary to effect the
redemption, no later than the redemption date, or (b) the City retains the right to rescind such notice on
or prior to the scheduled redemption date (in either case, a "Conditional Redemption"), and such notice
and optional redemption shall be of no effect if such moneys are not so deposited or if the notice is
rescinded as described in this paragraph. Any such notice of Conditional Redemption shall be captioned
"Conditional Notice of Redemption." Any Conditional Redemption may be rescinded at any time prior
to the redemption date if the City delivers a written direction to the Bond Registrar directing the Bond
Registrar to rescind the redemption notice. The Bond Registrar shall give prompt notice of such rescission
to the affected Bondholders. Any Series 2021A Bonds subject to Conditional Redemption where
redemption has been rescinded shall remain Outstanding, and neither the rescission nor the failure by the
City to make such moneys available shall constitute an Event of Default under the Bond Resolution.
Effect of Calling for Redemption. On the date so designated for redemption, notice having been
filed and mailed in the manner and under the conditions described above,the Series 2021 A Bonds so called
for redemption shall become and be due and payable at the redemption price provided for redemption of
such Series 2021A Bonds on such date, and, moneys for payment of the redemption price being held in
separate accounts by the Chief Financial Officer or by the Bond Registrar in trust for the Holders of the
Series 2021A Bonds to be redeemed,all as provided in the Resolution, interest on the Series 2021A Bonds
so called for redemption shall cease to accrue, such Series 2021A Bonds shall cease to be entitled to any
lien, benefit or security under the Resolution, and the Holders or registered owners of such Series 2021A
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Bonds shall have no rights in respect thereof except to receive payment of the redemption price thereof and
accrued interest thereon.
Book-Entry Only System
The following description of the procedures and record keeping with respect to beneficial
ownership interests in the Series 2021A Bonds, payment of the principal of and interest on the Series
2021A Bonds to DTC Participants or Beneficial Owners (as such terms are hereinafter defined) of the
Series 2021A Bonds, confirmation and transfer of beneficial ownership interest in the Series 2021A Bonds
and other related transactions by and between DTC, the DTC Participants and the Beneficial Owners of
the Series 2021A Bonds is based solely on information furnished by DTC on its website for inclusion in
this Official Statement. Accordingly, neither the City nor the Underwriters can make any representation
concerning these matters or take any responsibility for the accuracy or completeness of such information.
DTC will act as securities depository for the Series 2021A Bonds. The Series 2021A Bonds will
be issued as fully-registered securities registered in the name of Cede & Co., as DTC's partnership
nominee, or such other name as may be requested by an authorized representative of DTC. One fully-
registered Series 2021A Bond certificate will be issued for each maturity of the Series 2021A Bonds, each
in the aggregate principal amount of such maturity, as set forth on the inside cover page of this Official
Statement, and will be deposited with DTC.
DTC, the world's largest depository, is a limited-purpose trust company organized under the New
York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a
member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York
Uniform Commercial Code, and a"clearing agency"registered pursuant to the provisions of Section 17A
of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues
of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments
from over one hundred(100)countries that its participants("Direct Participants")deposit with DTC. DTC
also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions
in deposited securities, through electronic computerized book-entry transfers and pledges between Direct
Participants' accounts,thereby eliminating the need for physical movement of securities certificates. Direct
Participants include both U.S. and non-U.S. securities brokers and dealers, banks,trust companies,clearing
corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust
&Clearing Corporation("DTCC"). DTCC is the holding company for DTC, National Securities Clearing
Corporation and Fixed Income Clearing Corporation,all of which are registered clearing agencies. DTCC
is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others
such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies and clearing
corporations that clear through or maintain a custodial relationship with a Direct Participant,either directly
or indirectly("Indirect Participants"and, together with Direct Participants, "DTC Participants"). DTC has
a S&P Global Ratings, a division of Standard&Poor's Financial Services LLC,rating of AA+. The DTC
rules applicable to the DTC Participants are on file with the Securities and Exchange Commission. More
information about DTC can be found at www.dtcc.com.
Purchases of Series 2021 A Bonds under the DTC system must be made by or through Direct
Participants, which will receive a credit for the Series 2021A Bonds on DTC's records. The ownership
interest of each actual purchaser of each Series 2021A Bond("Beneficial Owner")is in turn to be recorded
on the DTC Participants' records. Beneficial Owners will not receive written confirmation from DTC of
their purchase but Beneficial Owners are expected to receive written confirmations providing details of the
transaction, as well as periodic statements of their holdings, from the DTC Participant through which the
Beneficial Owner entered into the transaction. Transfers of ownership interests in the Series 2021A Bonds
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are to be accomplished by entries made on the books of DTC Participants acting on behalf of Beneficial
Owners. Beneficial Owners will not receive certificates representing their ownership interests in Series
2021A Bonds, except in the event that use of the book-entry system for the Series 2021A Bonds is
discontinued.
To facilitate subsequent transfers, all Series 2021A Bonds deposited by Direct Participants with
DTC are registered in the name of DTC's partnership nominee, Cede & Co., or such other name as may
be requested by an authorized representative of DTC. The deposit of Series 2021A Bonds with DTC and
their registration in the name of Cede & Co., or such other DTC nominee, will not effect any change in
beneficial ownership of the Series 2021A Bonds. DTC has no knowledge of the actual Beneficial Owners
of the Series 2021A Bonds; DTC's records reflect only the identity of the Direct Participants to whose
accounts such Series 2021A Bonds are credited, which may or may not be the Beneficial Owners. The
DTC Participants will remain responsible for keeping account of their holdings on behalf of their
customers.
Conveyance of notices and other communications by DTC to Direct Participants, by Direct
Participants to Indirect Participants, and by DTC Participants to Beneficial Owners, will be governed by
arrangements among them, subject to any statutory or regulatory requirements as may be in effect from
time to time. Beneficial Owners of Series 2021A Bonds may wish to take certain steps to augment the
transmission to them of notices of significant events with respect to the Series 2021A Bonds, such as
redemptions, defaults and proposed amendments to the documents securing the Series 2021 A Bonds. For
example, Beneficial Owners of the Series 2021A Bonds may wish to ascertain that the nominee holding
the Series 2021A Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners.
In the alternative,Beneficial Owners may wish to provide their names and addresses to the Bond Registrar
and request that copies of notices are provided directly to them.
Redemption notices shall be sent by the Bond Registrar to DTC. If less than all of the Series
2021A Bonds within an issue are being redeemed,DTC's practice is to determine by lot the amount of the
interest of each Direct Participant in such issue to be redeemed.
Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to
Series 2021A Bonds unless authorized by a Direct Participant in accordance with DTC's Procedures.
Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record
date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants
to whoseaccounts the Series 2021A Bonds are credited on the record date(identified in a listing attached
to the Omnibus Proxy).
Principal and interest payments on the Series 2021A Bonds will be made to Cede&Co., or to such
other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit
Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the
City or the Bond Registrar on the payable date in accordance with their respective holdings shown on
DTC's records. Payments by DTC Participants to Beneficial Owners will be governed by standing
instructions and customary practices, as is the case with securities held for the accounts of customers in
bearer form or registered in "street name," and will be the responsibility of such Participant and not of
DTC, nor its nominee, the Bond Registrar or the City, subject to any statutory or regulatory requirements
as may be in effect from time to time. Payment of principal and interest to Cede & Co. (or such other
nominee as may be requested by an authorized representative of DTC) is the responsibility of the City or
the Bond Registrar, disbursement of such payments to Direct Participants shall be the responsibility of
DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of DTC
Participants.
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When reference is made to any action which is required or permitted to be taken by the Beneficial
Owners, such reference shall only relate to those permitted to act (by statute, regulation or otherwise) on
behalf of such Beneficial Owners for such purposes. When notices are given,they shall be sent by the City
only to DTC.
NEITHER THE CITY NOR THE BOND REGISTRAR WILL HAVE ANY
RESPONSIBILITY OR OBLIGATION TO ANY DIRECT OR INDIRECT PARTICIPANT OR THE
PERSONS FOR WHOM THEY ACT AS NOMINEES WITH RESPECT TO THE SERIES 2021A
BONDS IN RESPECT OF THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR
ANY DIRECT OR INDIRECT PARTICIPANT, THE PAYMENT BY DTC OR ANY DIRECT OR
INDIRECT PARTICIPANT OF ANY AMOUNT IN RESPECT OF THE PRINCIPAL OF OR
INTEREST ON THE SERIES 2021A BONDS, ANY NOTICE WHICH IS PERMITTED OR
REQUIRED TO BE GIVEN TO BONDHOLDERS UNDER THE BOND RESOLUTION, THE
SELECTION BY DTC OR ANY DIRECT OR INDIRECT PARTICIPANT OR ANY PERSON TO
RECEIVE PAYMENT IN THE EVENT OF A PARTIAL REDEMPTION OF THE SERIES 2021A
BONDS,OR ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY DTC AS BONDHOLDER.
SO LONG AS CEDE & CO. IS THE REGISTERED OWNER OF THE SERIES 2021A BONDS,
AS NOMINEE OF DTC, REFERENCES IN THIS OFFICIAL STATEMENT TO THE
BONDHOLDERS OR REGISTERED OWNERS OF THE SERIES 2021A BONDS SHALL MEAN
CEDE & CO.,AND SHALL NOT MEAN THE BENEFICIAL OWNERS OF THE SERIES 2021A
BONDS.
Discontinuance of Book-Entry Only System
In the event the City determines that it is in the best interest of the Beneficial Owners to obtain
Series 2021A Bond certificates, the City may notify DTC and the Bond Registrar, whereupon DTC will
notify the DTC Participants, of the availability through DTC of Series 2021 A Bond certificates. In such
event,the City shall prepare and execute, and the Bond Registrar shall authenticate,transfer and exchange,
Series 2021A Bond certificates as requested by DTC in appropriate amounts and within the guidelines set
forth in the Bond Resolution. DTC may also determine to discontinue providing its services with respect
to the Series 2021A Bonds at any time by giving written notice to the City and the Bond Registrar and
discharging its responsibilities with respect thereto under applicable law. Under such circumstances (if
there is no successor securities depository), the City and the Bond Registrar shall be obligated to deliver
Series 2021A Bond certificates as described herein.
In the event Series 2021A Bond certificates are issued,the provisions of the Bond Resolution shall
apply to, among other things, the transfer and exchange of such certificate and the method of payment of
principal of and interest on such certificates. Whenever DTC requests the City and the Bond Registrar to
do so, the City will direct the Bond Registrar to cooperate with DTC in taking appropriate action after
reasonable notice(i)to make available one or more separate certificates evidencing the Series 2021 A Bonds
to any DTC Participant having Series 2021 A Bonds credited to its DTC account; or (ii) to arrange for
another securities depository to maintain custody of certificates evidencing the Series 2021A Bonds.
SECURITY AND SOURCES OF PAYMENT
General
The Bonds issued under the Bond Resolution are limited obligations of the City, payable solely
from and secured by a lien upon and pledge of Net Revenues and, to the extent provided in the Bond
Resolution, from Impact Fees and Special Assessments, and all moneys held in the respective Funds and
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Accounts established under the Bond Resolution other than the Subordinated Indebtedness Account and
the Arbitrage Rebate Fund(collectively, the"Pledged Revenues"). See"APPENDIX C -The Resolution"
for a further description of the sources of funds pledged as security for the Bonds and referred to herein
as the Pledged Revenues. The Series 2021 A Bonds are payable from and secured by the Pledged Revenues
on a parity with the Series 2017 Bonds and any other Bonds, Alternative Parity Debt or parity Short-Term
Indebtedness that may be issued from time to time under the Bond Resolution; provided, however, that
no deposit to the Reserve Account shall be made in connection with the issuance of the Series 2021A
Bonds and the Series 2021A Bonds shall not be secured by,or entitled to any benefit from,amounts,
Reserve Account Insurance Policies or Reserve Account Letters of Credit held in the Reserve
Account or any subaccount therein for the benefit of any other Bonds that may be issued and
Outstanding under the Bond Resolution.
With respect to the Series 2021A Bonds, there will be no Special Assessments or Impact Fees
available to pay principal of or interest on the Series 2021A Bonds. Therefore, as applied to the Series
2021A Bonds, "Pledged Revenues" shall not be deemed to include Special Assessments or Impact Fees.
"Net Revenues" is defined in the Bond Resolution as being, for any particular period, the amount
of Revenues for such period less Current Expenses for such period.
"Revenues" is defined in the Bond Resolution as all moneys received by the City in connection
with or as a result of its ownership or operation of the Water and Sewer Utility, including the income
derived by the City from the sale of water produced, treated or distributed by, or the collection,
transmission, treatment or disposal of wastewater by the Water and Sewer Utility,any proceeds of use and
occupancy insurance on the Water and Sewer Utility or any part thereof, payments made to the City under
Interest Rate Swap arrangements, income from investments made under the Bond Resolution and, except
for certain purposes related to the issuance of Additional Bonds under the Bond Resolution, amounts
transferred or to be transferred from the Rate Stabilization Account; provided, however, Revenues shall
not include grants, contributions or donations, investment income from investments of moneys on deposit
in the Construction Fund,the Subordinated Indebtedness Account,the Impact Fee Account and the Special
Assessment Account, proceeds of insurance (except use and occupancy insurance) and condemnation
awards, moneys held in the Subordinated Indebtedness Account and in any Arbitrage Rebate Fund created
pursuant to the Bond Resolution, proceeds of sales of property constituting a part of the Water and Sewer
Utility, Special Assessments, the proceeds of Bonds or other Utility Debt and Impact Fees.
"Current Expenses" is defined in the Bond Resolution as the City's reasonable and necessary
current expenses of maintenance, repair and operation of the Water and Sewer Utility and shall include,
without limiting the generality of the foregoing,all ordinary and usual expenses of maintenance and repair,
which may include expenses not annually recurring,all payments due to the County for the services WASD
provides to the City in connection with the Water and Sewer Utility, any reasonable payments to pension
or retirement funds properly chargeable to the Water and Sewer Utility, insurance premiums, engineering
expenses relating to maintenance, repair and operation, fees and expenses of the Bond Registrar, legal and
accounting expenses, any fees, fines, or penalties lawfully imposed on the Water and Sewer Utility, any
taxes which may be lawfully imposed on the Water and Sewer Utility or its income or operations and
reserves for such taxes, annual fees for the maintenance of Credit Facilities, Liquidity Facilities, Reserve
Account Insurance Policies,Reserve Account Letters of Credit or Interest Rate Swaps(other than payments
due under an Interest Rate Swap on a parity with interest due on the Bonds and termination payments
thereunder), and any other expenses required to be paid by the City in connection with the Water and
Sewer Utility under the provisions of the Bond Resolution or by law,including any amounts required from
time to time to pay arbitrage rebate under the Code to the United States of America directly or to fund the
Arbitrage Rebate Fund, but shall not include any reserves for extraordinary maintenance or repair, or any
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allowance for depreciation, or any administrative expenses payable to the City's General Fund, or any
deposits or transfers to the credit of the Debt Service Account,the Reserve Account,the Rate Stabilization
Account, the Subordinated Indebtedness Account, the Impact Fee Account or the Special Assessment
Account.
Flow of Funds
The City maintains a special fund designated the "Water and Sewer Enterprise Fund" (the
"Enterprise Fund"). The Bond Resolution establishes within the Enterprise Fund the Debt Service Account
(and within the Debt Service Account,the Bond Service Subaccount and Redemption Subaccount),Reserve
Account,Rate Stabilization Account,Subordinated Indebtedness Account,Impact Fee Account and Special
Assessment Account. The Bond Resolution also establishes the Construction Fund. All such funds and
accounts will be held by the City, and no independent trustee has been appointed to hold the moneys in
such funds for the benefit of the Bondholders.
The City deposits all Revenues collected from the operation of the Water and Sewer Utility into
the Enterprise Fund. Not later than the twentieth (20th) day of each month, the City will withdraw from
the Enterprise Fund (except for an amount equal to the next two (2) month's Current Expenses under the
Annual Budget, which amount shall be held for the payment of Current Expenses) and deposit the funds
withdrawn in the following order:
(a) To the Bond Service Subaccount of the Debt Service Account, an amount which,
together with amounts concurrently deposited therein from Impact Fees pursuant to the Bond
Resolution and from Special Assessments pursuant to the Bond Resolution, will equal one-sixth
(1/6) of the amount of interest payable on the Bonds of each Series on the next Interest Payment
Date, and one-twelfth (1/12) or, if principal is payable semiannually, one-sixth (1/6), of the next
maturing installment of principal on all Serial Bonds then Outstanding;provided, however, that in
each month intervening between the date of delivery of Bonds (beginning with the month
following the month in which such delivery takes place) and the next succeeding Interest Payment
Date or principal payment date, respectively, the amount specified in this subparagraph shall be
the amount which when multiplied by the number of deposits to the credit of the Bond Service
Subaccount required to be made during such respective periods as provided above will equal the
amounts required (in addition to any amounts received as accrued interest or capitalized interest
from the proceeds of the Bonds) for such next succeeding interest payment and next maturing
installment of principal, respectively;
(b) To the Redemption Subaccount of the Debt Service Account, an amount which,
together with amounts concurrently deposited therein from Impact Fees pursuant to the Bond
Resolution and from Special Assessments pursuant to the Bond Resolution,will equal one-twelfth
(1/12) or, if any Bonds are required to be retired semiannually in satisfaction of the Amortization
Requirements therefor, one-sixth (1/6), of the principal amount of Term Bonds of each Series
required to be retired in satisfaction of the Amortization Requirements, if any,for such Fiscal Year;
(c) To the Reserve Account, the amount, if any, as may be required to make the
amount deposited to the credit of the Reserve Account in such month equal to the Reserve Account
Deposit Requirement for such month; provided, however, that if the Reserve Account Deposit
Requirement is being satisfied by the restoration of any amounts drawn or paid under a Reserve
Account Insurance Policy or a Reserve Account Letter of Credit,there shall be paid to the provider
thereof such amount, if any, of any balance remaining after the deposits under clauses (a) and (b)
above, as may be required to cause the Reserve Account Deposit Requirement to be satisfied;
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(d) To the Rate Stabilization Account, amounts determined from time to time by the
City Commission; and
(e) To the Subordinated Indebtedness Account, an amount, if any, equal to the sum
of one-twelfth(1/12)of the principal,redemption premium, if any, and interest coming due on any
Subordinated Indebtedness during the succeeding twelve(12)month period and the amount,if any,
required to be deposited in any special reserve subaccount established within the Subordinated
Indebtedness Account.
Impact Fees are required to be deposited to the Impact Fee Account, and Special Assessments are
required to be deposited to the Special Assessment Account,and the amounts in such accounts are required
to be used for the specific purposes for which such Impact Fees or Special Assessments have been levied.
No Special Assessments or Impact Fees shall be available to pay principal of or interest on the Series
2021A Bonds. For a further description of such Accounts, see "APPENDIX C -The Resolution."
Reserve Account
General
Under the Bond Resolution, the City has established the Reserve Account within the Enterprise
Fund. The Reserve Account is held for the benefit of all Bonds Outstanding; provided, however, that
pursuant to a Series Resolution for one or more particular Series of Bonds, the City may establish a
separate subaccount within the Reserve Account for such particular Series of Bonds. In such event, such
Series of Bonds shall be secured only by the moneys held for the credit of such separate subaccount and
by no other amounts held for the credit of the Reserve Account or any other subaccount therein, and the
Bonds Outstanding of any other Series will have no claim whatsoever on the moneys held for the credit
of such separate subaccount in the Reserve Account.
The Reserve Account Requirement under the Bond Resolution is an amount equal to the lesser of
(i) the Maximum Principal and Interest Requirements for all Bonds Outstanding secured by the Reserve
Account in the current or any subsequent Fiscal Year, or(ii) the maximum amount allowed to be funded
from Bond proceeds under the Code; provided that if the Series Resolution corresponding to a Series of
Bonds provides for the establishment of a separate subaccount in the Reserve Account to secure only such
Series of Bonds (with such Series of Bonds having no claim on the other moneys deposited to the credit
of the Reserve Account), the Reserve Account Requirement for such Series of Bonds shall be calculated
as set forth in the corresponding Series Resolution.
No Deposit for Series 2021A Bonds
The Series 2021A Resolution provides that, notwithstanding anything to the contrary contained in
the Bond Resolution (i) the Series 2021A Bonds shall not be secured by, nor payable from moneys,
Reserve Account Insurance Policies or Reserve Account Letters of Credit on deposit in, the Reserve
Account or any subaccount therein created under or pursuant to the Bond Resolution and(ii) the Reserve
Account Requirement with respect to the Series 2021A Bonds shall be $0.00. As a result, the Series
2021A Bonds shall not be entitled to any benefit from amounts,Reserve Account Insurance Policies
or Reserve Account Letters of Credit that may be held in the Reserve Account or any subaccount
therein for the benefit of other Bonds issued and Outstanding under the Bond Resolution. Upon
issuance of the Series 2021A Bonds, no amounts will be held in the Reserve Account for the benefit of
Bonds Outstanding under the Bond Resolution.
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Rate Covenant
The City has covenanted in the Bond Resolution that it will fix, charge and collect reasonable rates
and charges for the use of the services and facilities furnished by the Water and Sewer Utility and that from
time to time, and as often as it shall appear necessary, it will adjust such rates and charges by increasing
or decreasing the same or any selected categories of rates and charges so that the Net Revenues(excluding
from the computation of Current Expenses for any Fiscal Year any amount received from any source other
than Revenues and applied to the payment of Current Expenses in such Fiscal Year) will be sufficient to
provide an amount in each Fiscal Year at least equal to one hundred ten percent (110%) of the Principal
and Interest Requirements on all Bonds for such Fiscal Year and one hundred percent (100%) of all
amounts required to be deposited to the Reserve Account (or paid to the provider of a Reserve Account
Insurance Policy or Reserve Account Letter of Credit), Rate Stabilization Account and Subordinated
Indebtedness Account for such Fiscal Year.
If the City has covenanted to levy Special Assessments or Impact Fees against property to be
benefitted by any Improvements (which levy is done in accordance with State law), and if, in the case of
Special Assessments, the City has pledged such Special Assessments to the payment of Bonds or portions
thereof and if, in the case of Impact Fees, such Impact Fees are legally available for application with
respect to the payment of Bonds or portions thereof,then the Net Revenues in any Fiscal Year for purposes
of the rate covenant shall be increased by an amount equal to eighty percent (80%) of the amount which
the Consulting Engineers estimate will be received from the levy of said Special Assessments or Impact
Fees, as the case may be, during such Fiscal Year, said amount to be the installment payments on the
Special Assessments or Impact Fees, as the case may be, plus, in the case of Special Assessments, any
interest payable on the unpaid portion of the Special Assessments during such Fiscal Year.
If in any Fiscal Year the Net Revenues are less than the amount required under the preceding
paragraphs, within thirty (30) days of the receipt of the audit report for such Fiscal Year, the City is
required to either cause the Chief Financial Officer, or employ a Rate Consultant, to review and analyze
the financial status and operations of the Water and Sewer Utility, and to submit, within sixty (60) days
thereafter, a written report to the City recommending revisions of the rates, fees and charges of the Water
and Sewer Utility and the methods of operation of the Water and Sewer Utility that will result in producing
the amount so required in the following Fiscal Year. Promptly upon its receipt of such recommendations,
the City is required to transmit copies thereof to the City Manager and, if such recommendations were
prepared by the Rate Consultant, the Chief Financial Officer and to revise its rates, fees and charges, or
alter its methods of operation and take such other action as will conform with such recommendations.
If the City fails to comply with the recommendations of the Chief Financial Officer or Rate
Consultant, as applicable, the registered owners of not less than ten percent(10%) in principal amount of
all Bonds then Outstanding may institute and prosecute an action or proceeding in any court or before any
board or commission having jurisdiction to compel the City to comply with the recommendations and the
requirements of the preceding paragraph.
If the City complies with all recommendations of the Chief Financial Officer or Rate Consultant,
as applicable, in respect to its rates, fees, charges and methods of operation, the failure of Net Revenues
to meet the rate covenant described above will not constitute an Event of Default so long as the Revenues,
together with available moneys in the Funds and Accounts created under the Bond Resolution, other than
the Construction Fund and the Arbitrage Rebate Fund, are sufficient to pay in cash the Current Expenses
and to pay the Principal and Interest Requirements on all Bonds Outstanding under the Bond Resolution
and other Utility Debt for such Fiscal Year.
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Additional Bonds
Additional Bonds of the City may be issued from time to time under and secured by the Bond
Resolution, on a parity as to the pledge of the Net Revenues with the Bonds and any Alternative Parity
Debt and parity Short-Term Indebtedness that may be issued under the Bond Resolution, subject to the
conditions described below, for the purpose of paying all or any part of the Cost of any Improvements and
the funding of the Reserve Account and/or the Rate Stabilization Account.
Before any Additional Bonds are permitted to be issued under the Bond Resolution, the City
Commission shall adopt a Series Resolution authorizing the issuance of such Additional Bonds and there
shall be filed with the City, among other things, the following:
(a) a certificate of the Chief Financial Officer, an Accountant or the Rate Consultant,
demonstrating that either(i)the percentage derived by dividing the Net Revenues projected for the
Water and Sewer Utility for the Fiscal Year following the Fiscal Year in which the Completion
Date of the Improvements to be financed by the Additional Bonds then to be delivered is expected
to occur, as certified by the Rate Consultant, adjusted as permitted below, by the Maximum
Principal and Interest Requirements,including the Principal and Interest Requirements with respect
to the Additional Bonds then to be delivered, for any future Fiscal Year is not less than one
hundred ten percent (110%); or(ii) the percentage derived by dividing the Net Revenues for any
period of twelve (12) consecutive months selected by the City out of the eighteen (18) months
preceding the delivery of such certificate, by the Maximum Principal and Interest Requirements,
including the Principal and Interest Requirements with respect to the Additional Bonds then to be
delivered, for any future Fiscal Year is not less than one hundred ten percent (110%) (the period
during which Net Revenues are determined being referred to hereinafter as the "Measurement
Period"); and
(b) if the certificate described in (a)(i) above is being delivered, a certificate of the
Rate Consultant setting forth the projected Net Revenues for the Fiscal Year following the Fiscal
Year in which the Completion Date of the Improvements to be financed by the Additional Bonds
then to be delivered is expected to occur;
(c) a certificate of the Chief Financial Officer to the effect that no event of default
under the Bond Resolution and no event which with the passage of time, the giving of notice or
both would become an event of default, has occurred within the twelve (12) consecutive calendar
months prior to the date of such certificate and is continuing, or, if any such event or events has
occurred and is continuing, that the issuance of such Series of Additional Bonds will cure the
same; and
(d) an opinion of the City Attorney or Bond Counsel that the issuance of such
Additional Bonds has been duly authorized and that all conditions precedent to the delivery of such
Additional Bonds have been fulfilled.
In determining whether to execute and deliver the certificate mentioned in paragraph(a)above,the
following adjustments to Net Revenues may be made:
(1) If the City, prior to the issuance of the proposed Additional Bonds, shall have increased
the rates, fees, rentals or other charges for the services of the Water and Sewer Utility, the Net Revenues
for the Measurement Period shall be adjusted to show the Net Revenues which would have been derived
from the Water and Sewer Utility in such Measurement Period as if such increased rates, fees, rentals or
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other charges for the services of the Water and Sewer Utility had been in effect during all of such
Measurement Period.
(2) If the City shall have acquired or has contracted to acquire any privately or publicly owned
existing water system or sewer system, then the Net Revenues derived from the Water and Sewer Utility
during the Measurement Period shall be increased by addition to the Net Revenues for the Measurement
Period of the net revenues which would have been derived from said existing water system or sewer system
as if such existing water system or sewer system had been a part of the Water and Sewer Utility during
the Measurement Period. For the purposes of this paragraph, the Net Revenues derived from said existing
water system or sewer system during the Measurement Period shall be adjusted by deducting the cost of
operation and maintenance of said existing water system or sewer system from the gross revenues of said
existing water system or sewer system in the same manner provided in the Bond Resolution for the
determination of Net Revenues.
(3) If the City, in connection with the issuance of Additional Bonds, shall enter into a contract
(with a duration not less than the final maturity of such Additional Bonds)with any public or private entity
whereby the City agrees to furnish services in connection with any water system or sewer system, then the
Net Revenues of the Water and Sewer Utility during the Measurement Period shall be increased by the least
amount which said public or private entity shall guarantee to pay in any one (1)year for the furnishing of
said services by the City, after deducting therefrom the proportion of operating expenses and repair,
renewal and replacement cost attributable in such year to such services. Such payments shall be deemed
to be Net Revenues of the Water and Sewer Utility and pledged for the Bonds in the same manner as other
Net Revenues of the Water and Sewer Utility.
(4) If the City has covenanted to levy Special Assessments or Impact Fees against property
to be benefited by any Improvements (which levy must be done in accordance with State law), and if, in
the case of Special Assessments,the City has pledged or pledges such Special Assessments to the payment
of Bonds or portions thereof and if, in the case of Impact Fees, such Impact Fees are legally available for
application with respect to Bonds or portions thereof, then solely for purposes of clauses (a) and(b) above
the Net Revenues during the Measurement Period shall be increased by an amount equal to eighty percent
(80%) of the amount which the Consulting Engineers estimate will be received from the levy of said
Special Assessments or Impact Fees, as the case may be, during any Fiscal Year occurring within three(3)
years of the date of the sale of such Additional Bonds, said amount to be the installment payments on the
Special Assessments or Impact Fees, as the case may be, plus, in the case of Special Assessments, any
interest payable on the unpaid portion of the Special Assessments during such Fiscal Year.
In the future, the City intends to issue Additional Bonds in accordance with its current multi-year
capital improvement plan. See "WATER AND SEWER UTILITY - Capital Improvement Plan" herein.
For a more detailed description of the conditions required to be satisfied in connection with the issuance
of Additional Bonds and the effect of issuing such Bonds, see "APPENDIX C -The Resolution" and, in
particular, Section 209 of the Bond Resolution.
Refunding Bonds
Under the provisions of the Bond Resolution, Refunding Bonds of the City may be issued under
and secured by the Bond Resolution, on a parity as to the pledge of the Net Revenues with the Bonds and
any Alternative Parity Debt and parity Short-Term Indebtedness that may be issued under the Bond
Resolution, for the purpose of refunding all or a portion of any Bonds Outstanding of any one or more
Series, funding the Reserve Account and/or the Rate Stabilization Account and paying any expenses in
connection with such refunding.
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Before any Refunding Bonds are permitted to be issued under the Bond Resolution, the City
Commission shall adopt a Series Resolution authorizing the issuance of such Refunding Bonds and there
shall be filed with the City, among other things, (A) either: (i) a certificate of the Chief Financial Officer
that the issuance of the Refunding Bonds will result in a decrease in total Principal and Interest
Requirements for all Bonds Outstanding, or (ii) the certificates required by (a), (b) and (c) under the
caption"Additional Bonds"above;provided,however,that with respect to the certificates required by(a)(i)
and (b), the projected Net Revenues shall be computed for the Fiscal Year immediately following the
issuance of the Refunding Bonds; (B) an opinion relating to the Refunding Bonds required by (d) under
the caption "Additional Bonds" above and (C) an opinion of Bond Counsel to the effect that upon the
issuance of such Refunding Bonds and the application of the proceeds thereof, the Bonds to be refunded
will no longer be deemed to be Outstanding under the Bond Resolution and that the issuance of the
Refunding Bonds will not adversely affect the exclusion of interest on any Bonds then Outstanding from
gross income for federal income tax purposes.
The Series 2021A Bonds are being issued as Refunding Bonds. See "INTRODUCTION" and
"PURPOSE OF THE ISSUE-Plan of Refunding"herein. For a more detailed description of the conditions
required to be satisfied in connection with the issuance of Refunding Bonds and the effect of issuing such
Bonds, see"APPENDIX C -The Resolution" and, in particular, Section 210 of the Bond Resolution.
Limited Liability
The City is not obligated to pay the Series 2021A Bonds or the interest thereon except from the
Pledged Revenues and neither the faith and credit nor any physical properties of the City are pledged to
the payment of the Series 2021A Bonds. The issuance of the Series 2021A Bonds does not directly or
indirectly or contingently obligate the City to levy any form of taxation whatever therefor or to make any
appropriation for their payment except from the Pledged Revenues. Neither the full faith and credit nor
the taxing power of the City, Miami-Dade County, Florida (the "County"), the State or any political
subdivision thereof is pledged to the payment of the Series 2021A Bonds.
Other Parity Indebtedness
In addition to the issuance of Additional Bonds and Refunding Bonds, the City may issue other
obligations on a parity with the Series 2021A Bonds and other Bonds Outstanding under the Bond
Resolution as long as such obligations are issued in accordance with the provisions of the Bond Resolution
authorizing their issuance as parity indebtedness. Such obligations include the issuance of Short-Term
Indebtedness without the delivery of the certificates described under the caption"Additional Bonds"above
as long as immediately following the issuance of such Short-Term Indebtedness, the outstanding principal
amount of all Short-Term Indebtedness does not exceed ten percent (10%) of the Net Revenues of the
Water and Sewer Utility, as shown on the Annual Budget for the current Fiscal Year.
For a more detailed description of the other types of indebtedness that may be issued from time
to time on a parity with the Series 2021A Bonds and other Bonds Outstanding under the Bond Resolution,
in addition to Additional Bonds and Refunding Bonds,and the tests applicable to the issuance of such other
types of indebtedness, see "APPENDIX C - The Resolution" and, in particular, Sections 211 and 212 of
the Bond Resolution.
Subordinated Indebtedness
The City may issue obligations under the Bond Resolution that are secured by the Net Revenues
without satisfying the conditions for the issuance of Additional Bonds, Refunding Bonds or Alternative
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Parity Debt so long as such obligations are issued as Subordinated Indebtedness. Subordinated
Indebtedness is payable solely from amounts on deposit in the Subordinated Indebtedness Account. Net
Revenues may be deposited in the Subordinated Indebtedness Account only after the deposit of amounts
required to be made to the accounts securing the Bonds or Alternative Parity Debt, including the Rate
Stabilization Account. As a result, the lien on Net Revenues in favor of Subordinated Indebtedness is
junior and subordinate to the pledge of and lien on Net Revenues in favor of the Series 2017 Bonds, the
Series 2021A Bonds and any other Bonds or Alternative Parity Debt issued under the Bond Resolution.
Modifications or Supplements to Resolution
Except as set forth in the third(3rd) succeeding paragraph below, no supplemental resolution may
be adopted by the City Commission for the purpose of modifying, altering, amending, adding to or
rescinding, in any particular, any of the terms or provisions of the Bond Resolution or of any resolution
supplemental thereto without the consent in writing of the Holders of not less than a majority in aggregate
principal amount of the Bonds then Outstanding;provided,however, that no such supplemental resolution
shall(i) permit an extension of the maturity of the principal of or the interest on any Bond, (ii)reduce the
principal amount of any Bond or the redemption premium or the rate of interest thereon, (iii) create a
superior or parity lien upon or a pledge of Revenues other than the lien and pledge created by the Bond
Resolution, or a preference or priority of any Bond or Bonds over any other Bond or Bonds, or(iv)reduce
the aggregate principal amount of the Bonds required for consent to such supplemental resolution without,
in each case, the consent of the Holders of all the Bonds Outstanding.
The consent of the Holders of any Additional Bonds or Refunding Bonds issued under the Bond
Resolution shall be deemed given if the underwriters or initial purchasers for resale consent in writing to
such supplemental resolution and the nature of the amendment effected by such supplemental resolution
is disclosed in the official statement or other offering document pursuant to which such Additional Bonds
or Refunding Bonds are offered and sold to the public.
In addition, for purposes of providing the written consent of the Holders of any Series of Bonds
to any supplemental resolution modifying, altering, amending, adding to or rescinding, in any particular,
any of the terms or provisions of the Bond Resolution or of any resolution supplemental thereto, to the
extent any Series of Bonds is secured by a Credit Facility,so long as the issuer of such Credit Facility shall
not be in default in its obligations under such Credit Facility, the consent of the Credit Facility Issuer for
such Series of Bonds shall constitute the consent of the Holders of such Bonds.
Notwithstanding the foregoing,the City may,from time to time,without the consent of the Holders
of any Series of Bonds, amend, change, modify or alter the Bond Resolution for any of the specifically
authorized reasons set forth in Sections 1001(a)through(k)of the Bond Resolution. See"APPENDIX C-
The Resolution."
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DEBT SERVICE SCHEDULE
Set forth below are the debt service requirements of the Series 2021A Bonds, all other Bonds
Outstanding upon issuance of the Series 2021A Bonds and the total combined debt service on all Bonds
Outstanding immediately following issuance of the Series 2021A Bonds.
Total Series
Fiscal Year 2021A Bonds
Ending Series 2021A Bonds Outstanding and Outstanding
September 30 Principal Interest Total Bonds* Bonds*
2021 $ $ $ $ 6,809,400.00 $
2022 6,639,400.00
2023 6,639,150.00
2024 6,640,400.00
2025 10,222,900.00
2026 10,227,400.00
2027 8,658,650.00
2028 8,654,650.00
2029 8,655,400.00
2030 8,655,150.00
2031 7,778,400.00
2032 5,125,400.00
2033 5,131,800.00
2034 5,132,300.00
2035 5,138,300.00
2036 5,144,300.00
2037 5,145,050.00
2038 5,150,550.00
2039 5,153,350.00
2040 5,157,350.00
2041 9,282,350.00
2042 9,278,350.00
2043 9,278,750.00
2044 9,280,250.00
2045 9,278,500.00
2046 9,277,750.00
2047 9,282,000.00
Total $_ $ $ $200,817,250.00 $
* Does not include debt service on the Refunded Bonds. See"PURPOSE OF THE ISSUE-Plan of Refunding"
herein. The Series 2017 Bonds will be the only other Outstanding Bonds upon issuance of the Series 202IA
Bonds. See"INTRODUCTION" herein.
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WATER AND SEWER UTILITY
The following is intended to provide only a summary description of the Water and Sewer Utility.
More detailed information relating to the Water and Sewer Utility may be obtained by reviewing the City
of Miami Beach, Florida Water and Sewer Rate Study dated October 5, 2020 (the "Rate Study")prepared
by GovRates, Inc., as the City's consultant for the most recent analysis and recommendation of rates to be
charged for services of the Water and Sewer Utility(the"Rate Consultant"). The Rate Study was prepared
to address issues and provide information relevant to Water and Sewer Utility rates for the Fiscal Years
ended September 30, 2020 and ending September 30, 2021 through September 30, 2030. The period
between Fiscal Year ending September 30, 2021 through September 30, 2025, for which estimates,
projections and forecast from the Rate Study or other sources may be provided in this Official Statement,
is hereinafter sometimes referred to as the"Forecast Period." A copy of the Rate Study may be obtained
from the City by contacting the City's Chief Financial Officer, 1700 Convention Center Drive, Miami
Beach, Florida 33139, Telephone number: (305) 673-7466, Facsimile number: (305) 673-7795, Email
address: www.miamibeachfl.gov/finance.
General
The Water and Sewer Utility is operated on a consolidated basis. The water transmission and
distribution portion of the Water and Sewer Utility (the "Water System") provides the system for
distributing water to the residents of the City. The Water System does not have any water treatment
facilities. The City purchases potable water at wholesale prices from the County. Similarly, the sewage
collection and transmission portion of the Water and Sewer Utility (the "Sewer System") comprises the
facilities and equipment that collect the wastewater of the residents of the City and conveys it to
appropriate sewage treatment facilities. Like the Water System, the Sewer System does not have any
sewage treatment facilities. All of the wastewater from the Sewer System is treated at the County's Central
District Wastewater Treatment Plant. For such service, the City pays the County a monthly fee directly
proportional to the amount of potable water consumed and the amount of wastewater generated.
The City exercises exclusive jurisdiction,control and supervision over the Water and Sewer Utility.
The City Commission has the legal authority to fix, charge and collect from its customers,rates, fees, and
charges, and to acquire, construct, finance and operate the Water and Sewer Utility, without supervision
or regulation by any other commission, board, bureau, agency or other political subdivision of the County
or the State;provided,however,that environmental impacts are regulated by various governmental entities.
See"WATER AND SEWER UTILITY - Government Regulations"herein.
Public Works Department
General
The City's Public Works Department (the "Public Works Department") is a large, full service
organization providing planning,design,construction, maintenance,repairs and operation services for City
infrastructure, including utility systems, roadways and greenways. The department oversees City
cleanliness and manages the solid waste/recycling collection and disposal program. The department is
represented by professional, semi-professional and licensed disciplines working in the following divisions
and sections: Operations, Engineering, Water Distribution, Sewer Collection, Stormwater Management,
Streets and Street Lighting, Sanitation, and Greenspace Management. The Public Works Department was
designated as an Accredited Public Works Agency by the American Public Works Association in May 2007
and re-accredited in June 2011, 2015 and August of 2019. The American Public Works Association notes
that such accreditation provides formal recognition of acceptance by the Public Works Department of
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concepts of continuous improvement and official verification of the department's compliance with
recommended policies, procedures and practices established in the Public Works Management Practices
Manual.
The Public Works Department is responsible for the management, planning, design, construction,
maintenance, repair and operation of the City's infrastructure. Such responsibilities include operation and
maintenance of the City's roadways, greenways, stormwater facilities, and the facilities of the Water and
Sewer Utility. The Public Works Department is also responsible for solid waste and recycling collection
in the City. The Public Works Department consists of four (4) divisions: Operations, Engineering,
Sanitation, and Greenspace Management.
Alina Tejeda Hudak is the Assistant City Manager in charge of the Public Works Department and
Roy Coley is the Director of the department. As such, they are responsible for the management and
supervision of all Water and Sewer Utility programs and initiatives. Rudy De La Torre, the Director of
the Operations Division of the Public Works Department, is responsible for, among other duties,the daily
operations of the Water and Sewer Utility. Mr. De La Torre oversees the operation and maintenance of
the City's water distribution, wastewater collection, stormwater, street and street lighting systems.
Operations Division
Sections within the Operations Division of the Public Works Department consist of the following:
Water Division. The section referred to as the Water Division is responsible for providing reliable
and high quality water that protects public health and safety in compliance with all federal, state, and local
regulations. The Water Division conducts several thousand tests annually to ensure that the customers of
the Water System receive the highest quality drinking water. Additionally, the Water Division maintains
the City's 177 miles of water mains, 86 water crossings, 1,009 fire hydrants, 717 fire lines, and 23,000
water valves.
Sewer (Wastewater) Division. The section referred to as the Sewer (Wastewater) Division is
responsible for operating and maintaining a reliable sanitary sewer system that protects public health and
safety in compliance with all federal, state,and local regulations. The Sewer Division maintains the City's
122 miles of sanitary gravity sewer pipes and 3,160 sanitary sewer manholes.
Stormwater Division. The section referred to as the Stormwater Division is responsible for
• operating and maintaining a reliable stormwater collection, conveyance, and treatment system that protects
public health and safety in compliance with all federal, state, and local regulations. The Stormwater
Division cleans and maintains the City's 110 miles of stormwater lines, more than 7,800 stormwater
structures (stormwater manholes, storm drains, and catch basins), 367 outfalls, and 49 pump stations.
Pumping Operations Services. The Pumping Operations Services team supports the water, sewer,
and stormwater divisions by(i)operating the City's 78 pump stations(consisting of 6 water pump stations,
23 sewer pump stations, and 49 stormwater pump stations), (ii) maintaining the City's 4 water storage
tanks, and (iii) managing the Control Room, which is a 24/7/365 live-human support center for all
customers of the Water and Sewer Utility.
Streets and Street Lighting Division. The Streets and Street Lighting Division is responsible for
providing quality maintenance and repairs of roads,sidewalks,and street lighting infrastructure in the City,
including, without limitation, 140 miles of streets, 33 miles of alleys, 29 bridges (lights), 242 miles of
sidewalk, 200 miles of curb and gutter, 7,300 linear feet of City-owned seawall, and 7,200 street lights.
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Other Divisions
Other divisions within the Public Works Department are overseen by Jay J. Fink, P.E., one of the
Assistant Directors of the Public Works Department. Mr. Fink reports directly to the Public Works
Director. Nelson Perez-Jacome, P.E., the City Engineer, is responsible for the daily operations of the
divisions overseen by Mr. Fink. Such divisions provide the following services:
Engineering Division. The Engineering Division performs design and drafting for plans,prepares
specifications for improvements to the City's infrastructure, maintains engineering and utility records, and
performs inspections on the City's bridges, seawalls, storm sewer, sanitary sewer,water, and street lighting
systems. The Survey Section within the division provides surveys, legal descriptions, construction layouts,
line and grade for water and sewer, streets, streetlights, and stormwater improvements. The division also
issues utility construction permits, reviews planning and zoning board issues, and conducts building plan
reviews. The Right-of-Way Management Section within the division issues permits and oversees utilization
of rights-of-way.
Sanitation Division. The Sanitation Division is responsible for the collection and disposal of
residential garbage, trash and refuse generated at municipal buildings, the residential recycling program,
sanitation inspections, street sweeping on public rights-of-way and collection and disposal of litter from
public litter bins. Collection and disposal services for residential garbage, as well as residential recycling,
are provided by a private hauler contracted by the City.
Greenspace Management Division. The primary directive of the Greenspace Management Division
is to promote the health, vitality, sustainability, and resiliency of the vegetation in all of the City's
rights-of-way, including specifically, without limitation, the gateways to the City, the City's green spaces
that are not dedicated parks, the City's Lincoln Road Mall, and the municipal buildings,parking facilities,
and coastal areas within the City. The division is committed to the proliferation of the City's urban tree
canopy and the protection of its natural environment through the use of Florida Friendly Landscaping
Principles and Integrated Pest Management Protocol to promote water conservation and combat the growth
of undesirable plants and pests. The Division consists of three (3) sections, In-house Landscape and Tree
Maintenance, Contracted Landscape Maintenance, and Right-of-Way Enhancement.
The Public Works Department is also supported by other departments within the City. For
example, the City Manager's office provides managerial and administrative guidance, the Finance
Department performs the utility billing functions, the Procurement Department handles requests for
proposals for engineering consultant contracts, requests for payment of invoices, advertising, awarding of
construction contracts, and purchases of equipment, and the Office >>f Management and Budget approves
spending requests and allocates funding for all water, wastewater and stormwater operations. Set forth
below is a brief summary of the background, qualifications and experience of those management officials
of the City who are responsible for the operation of the Water and Sewer Utility:
[EACH BIO.TO BE REVISED,AS NEEDED]
Raul J. Aguila, Esq., Interim City Manager. Mr. Aguila was appointed Interim City Manager
for the City in December 2020. Prior to accepting his position as Interim City Manager,Mr.Aguila served
as the City Attorney for the City for nearly seven years, after having served as one of the attorneys in the
City Attorney's Office for more than twenty years. During Mr. Aguila's tenure as City Attorney, the City
spearheaded cutting-edge quality-of-life and social equality legislation that has influenced local
governments throughout Florida and the country, earning the City the distinction as one of the first cities
in the United States to enact human rights legislation and domestic partnership protections. Additionally,
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during Mr. Aguila's tenure as City Attorney, the City was one of the first to pass ordinances guaranteeing
a living wage to employees of City contractors, and requiring City contractors to provide equal benefits
to the domestic partners of their employees. As a result of being the City's lead transactional attorney
during most of his tenure in the City Attorney's office, Mr. Aguila has been personally involved in the
overwhelming majority, if not all, of the City's most important public and public-private development
projects, including the revitalization of Lincoln Road, the Miami Beach Convention Center, the Loews
Hotel, and the New World Center and SoundScape Park (home of the New World Symphony). Most
recently, Mr. Aguila advised the City on its $439 million General Obligation Bond Program, which is
already revitalizing public spaces, public structures, and public security for the future of the City. Mr.
Aguila received his Bachelor of Arts from Florida International University and his Juris Doctorate from
the University of Miami.
Alina Tejeda Hudak, Assistant City Manager. Ms. Hudak was appointed Assistant City
Manager for the City in February 2020 to oversee several major departments, including the Public Works
Department. Prior to her employment with the City, Ms. Hudak spent 35 years serving in various upper
management and leadership positions for Miami-Dade County. Her career began with the County in 1984
as a management trainee. In 1993, she was appointed Assistant County Manager and, in 1996, was
appointed Director of the General Services Administration, one of the County's largest and most complex
operational responsibilities, then composed of seven divisions and over 800 employees. In 1998, she
returned to the County Manager's Office as an Assistant County Manager, where she led an extensive
procurement reform effort that culminated in the creation of improved and expedited procurement
legislation. In 2011,Ms. Hudak was appointed County Manager to ensure County business continuity and
excellence during a transformation in leadership and governance. Prior to accepting the position as
Assistant City Manager for the City, Ms. Hudak served as a Deputy Mayor for Miami-Dade County.
Winning a myriad of accolades from national and local community organizations, Ms. Hudak has
been a trailblazer as the first woman Director of a large operational department for Miami-Dade County,
the first Hispanic woman appointed Assistant County Manager, and the first woman to serve as County
Manager. Ms. Hudak led Miami-Dade County's nationally-recognized response to the ZIKA emergency
in 2016,recognized by the Centers for Disease Control and Prevention as the only government to eradicate
the disease transmission successfully. She also led the County's largest debris removal effort after
Hurricane Irma in 2017. Ms. Hudak holds a Bachelor's degree in Business Administration and a Master's
degree in Public Administration, both from the University of Miami.
John Woodruff, Chief Financial Officer. Mr. Woodruff was appointed Chief Financial Officer
for the City in February 2017. Mr. Woodruff previously served as Interim Chief Financial Officer for the
City from September 2015 through January 2016. Mr. Woodruff also served as the Director of the Office
of Budget and Performance Improvement for the City from 2013 through March 2016,prior to leaving the
City to become the Director of the Office of Management and Budget for the City of San Antonio, Texas.
Prior to joining the City, Mr. Woodruff served as co-owner of Panama Realtor Property Management
Services from August 2012 to June 2013. He also served in various capacities for Pinellas County,Florida,
including serving as Director of the Pinellas County Office of Management and Budget from April 2007
to July 2012 and as a Manager in such office from April 2002 to April 2007. Prior to employment in
Florida, Mr. Woodruff served in various positions for the City of San Antonio, Texas, including serving
as a Senior Budget and Management Analyst in the Office of Management and Budget for the City of San
Antonio from February 2000 to April 2002 and as a Budget and Management Analyst in such office from
January 1998 to February 2000. He also interned with the U.S.Department of Commerce,the International
Affairs Department for the City of San Antonio and the Mayor's Office for the City of San Antonio. Mr.
Woodruff received a Master of Business Administration, in International Business, from the University of
Texas at San Antonio and a Bachelor of Arts in History from the University of Texas at Austin.
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Roy Coley, Public Works Director. Mr. Coley was appointed Director of the Public Works
Department in April, 2018. Prior to being appointed Director, Mr. Coley served as the Assistant Public
Works Director and Director of the Infrastructure Division of the Public Works Department from August,
2015, when he began his career with the City. He has over 23 years of experience in water resources
operations and maintenance, including 10 years with the Florida Keys Aqueduct Authority where he was
the Director of Operations responsible for water and wastewater throughout the Florida Keys. In 2010, the
American Water Works Association published his research and work on water quality management in Key
West drinking water systems in its technical manual M56 second edition. He is licensed by the states of
Alabama and Florida in water and wastewater treatment and has six certifications from California State
University College of Engineering, Sacramento, in various water resources treatment and management
fields. Mr.Coley received his Bachelor of Arts,summa cum laude, in Organizational Leadership from St.
Thomas University and his Master of Business Administration from Saint Leo University.
Rodolfo De La Torre,Infrastructure Director. Mr. De La Torre was appointed Director of the
Infrastructure Division of the Public Works Department(currently the Operations Division)in April 2018.
Since his appointment,Mr.De La Tone has been responsible for directing nearly 120 licensed,skilled,and
certified professionals of the Operations Division's four disciplines:Water, Sewer, Stormwater,and Streets
and Street Lighting, and overseeing an annual budget totaling nearly$100 million. Under his leadership,
the Operations Division has had several accomplishments, including,but not limited to,securing a modern
and user-friendly Advanced Metering Infrastructure system for the customers of the Water System,
initiating the Miami Beach Smart Street Lighting Master Plan, and transforming the Operations Division's
warehouse that houses nearly$1.7 million of inventory into a highly-secured and highly-regarded facility
that has achieved superior audits since Fiscal Year 2018.
Nelson Perez-Jacome, P.E., City Engineer. Mr. Perez-Jacome was appointed City Engineer for
the City in March, 2019. Mr. Perez-Jacome is a Civil Engineer with considerable experience in the
procurement,design,permitting,and construction of large scale water,wastewater,and stormwater projects.
Prior to accepting his position as City Engineer, Mr. Perez-Jacome worked for several engineering firms
in senior level positions, including Client Services Manager for AECOM from 2018 to 2019, principal
engineer for Hazen and Sawyer from 2015 to 2018, and project engineer for King Engineering Associates
from 2014 to 2015 and for A&P Consulting Transportation Engineers from 2010 to 2014. He has provided
engineering consulting services to a wide array of clients in Florida, including, without limitation, the
Miami-Dade County Water& Sewer Department,the City of North Miami Beach,the City of Homestead,
the City of Coral Gables, the City of Hialeah, the Town of Medley, and Broward County Water &
Wastewater Services. He has worked on a myriad of water mains, force mains, sanitary sewer collection
systems, pump stations, and stormwater management systems, providing design and construction
management services.
Mr.Perez-Jacome is actively involved in the local engineering community,serving as the President
of the American Society of Civil Engineers, the Secretary of the Cuban-American Association of Civil
Engineers (CAACE), and the YP committee chair of the American Water Works Association Florida
Section(FSAWWA). He has received multiple professional accolades,including the CAACE 2013 Young
Engineer of the Year Award and the FSAWWA Region VII 2013 Volunteer of the Year Award. Mr.
Perez-Jacome received his Bachelor of Science in Civil Engineering from Florida International University
and his Master of Engineering in Environmental Engineering Sciences, with a specialization in water,
wastewater, and stormwater, from the University of Florida.
For a more detailed discussion of the Public Works Department, including the various training and
certification programs provided for operators and other personnel of the Water and Sewer Utility, see the
City's website at https://www.miamibeachfl.gov/city-hall/public-works/.
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Water System
General
The City owns, operates and maintains the potable water system serving customers within the
corporate limits of the City. The Water System includes water storage, pumping, transmission and
distribution facilities. The City's water storage and conveyance system consists of approximately 177 miles
of transmission and distribution lines, two 4.0 million gallons ("MG") and two 3.0 MG above ground
reinforced concrete storage tanks and six water booster pump stations that serve specific areas throughout
the City. Also included in the Water System are 23,000 water valves, 750 fire mains, 1,009 fire hydrants
and 12,500 water meters. The Water System provided potable water service to approximately 10,407
domestic and 3,071 irrigation retail accounts during Fiscal Year 2019.
Because the City is a coastal barrier island surrounded by salt water, it was never practical for the
City to develop its own water supply system. The least costly and highest quality water comes from the
Biscayne Aquifer water supply wells located on the mainland, which are owned and operated by the
County. As a result, the most economical water supply approach was to purchase water from the County
for distribution to the City's residents and businesses. The City's potable water is supplied exclusively by
the Miami-Dade Water and Sewer Department (the "MDWASD"), the department of the County that
oversees operation of the County's water and sewer system. Set forth below is a summary of the water
purchased for the Water System from the County during Fiscal Year 2019.
Fiscal Year Ended
Water System-Water Use Summary September 30,2019
Average Annual Accounts Servedu) 13,478
Average Annual ERUs Served'm 53,272
Total Finished Water Purchased
Total Gallons (000s) 8,109,301
MGD -Annual Average Daily Flowm 22,217
Total Finished Water Sold to Retail Customers
Total Gallons (000s) 6,924,691
MGD -Annual Average Daily Flow° 18,972
Non-Revenue Water Percentage (% of Purchases) 14.60%
Source: City of Miami Beach,Florida Water and Sewer Rate Study dated October 5,2020.and City of Miami Beach,
Florida Public Works Department.
(1) Reflects all classes of customers served and includes 10,407 domestic accounts and 3,071 irrigation accounts.
(2) ERUs=Equivalent Residential Units. See"WATER AND SEWER UTILITY-Water System-Accounts"
herein.
(3) MGD=Millions Gallons Per Day.
Non-Revenue Water. The International Water Association (the "IWA") and the American Water
Works Association(the"AWWA")use the term"non-revenue water"to describe the volume of water lost
through leakage, meter inaccuracies, flushing and other authorized usage. Non-revenue water represents
finished water that is not billed to water system customers.
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In 2013,the AWWA assembled validated water audit data from twenty-six(26)utilities across the
United States of America and Canada that ranged in size from 850 to over 500,000 water service
connections. These water audit data were averaged to develop the percentages of finished water produced
and billed on an annual average day flow("AADF")basis. Such water audit data revealed that 80.0% of
finished water was billed to customers, with approximately 14.6%constituting real, unaccounted for water
losses,approximately 2.8%constituting apparent lost water and approximately 2.6%constituting lost water
from authorized uses, like flushing of water lines, fire hydrant testing and lift station wash downs for
maintenance purposes. Real water losses are the result of leakage in the distribution system piping and
apparent water losses are the result of faulty meters, data collection errors and theft.
As noted in the Water System - Water Use Summary table above, the percentage of water
purchased for the Water System in Fiscal Year 2019 that constituted non-revenue water was 14.6%. The
non-revenue water in the 2013 AWWA Water Audit data averaged approximately 20%. Hence, the
purchase of water for the Water System that constituted non-revenue water for Fiscal Year 2019 was less
than the national average. For more additional information relating to non-revenue water, see "WATER
AND SEWER UTILITY - Customers - Water System" herein. To address the problem of leaks that may
be in the Water System's distribution network,older pipes are scheduled to be replaced as part of the City's
current multi-year capital improvement plan. ' See "WATER AND SEWER UTILITY - Capital
Improvement Plan"herein.
Water Supply Agreement. On June 24, 1957, the City entered into an agreement with the
Department of Water and Sewers of the City of Miami to obtain potable water. That agreement expired
on June 18, 1989. The County subsequently became the legal successor in interest to the Department of
Water and Sewers of the City of Miami and assumed all rights,duties, and obligations of such department.
Thereafter, the City executed five (5) year service term agreements with the MDWASD for the purchase
of potable water.
On May 20, 2006, the County and the South Florida Water Management District(the"SFWMD")
entered into a contract under which the County was required to secure twenty (20) year water service
agreements with its volume (wholesale) water customers (including the City)to coincide with the request
of the County for twenty (20) year water consumptive use permits issued by the SFWMD. On July 29,
2008,the City entered into a twenty(20)year"Contract Providing for the Rendition of Water Service"with
the MDWASD (the "Water Supply Agreement"). The Water Supply Agreement addresses a number of
issues,including,without limitation,the basis for charges,points of delivery,meter reading,water pressures
and maximum hourly demand rates. The agreement provides that if the County ever has an insufficient
supply of water to fulfill the requirements of all its customers, it shall furnish to the City the City's pro-rata
share of the available supply.
Under the Water Supply Agreement, the City's flow of potable water is metered at the four
interconnections that serve as the points of delivery of potable water from the County to the City. The City
maintains four large diameter metered supply interconnections with the County's water distribution system
consisting of one 20 inch diameter main located in the southernmost section of the City, one 30 inch
diameter main and one 36 inch diameter main located in the middle portions of the City, and one 36 inch
diameter main located in the northernmost section of the City.
Cost of Water Purchased. The City is charged a uniform rate(applicable to all volume customers)
for the delivered potable water metered at each point of delivery that is based on prior fiscal year costs,
reflecting the sum of the following for the County's regional water system:
- Budgeted operating expenses, including taxes assessed (if any);
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- Budgeted annual renewal and replacement expenses;
- Budgeted annual interest obligations of outstanding notes and bonds;
- Budgeted annual charge for the amortization of the outstanding notes and bonds;
- Budgeted annual charge for customer accounting and service;
- Projected annual administration and general expenses; and
- Charge for debt service coverage requirement for bond issues for the County's regional water
system.
The uniform rate is the sum of the above expenditure items divided by the total projected amount
of metered water sales used to bill all the County's water customers over the same time period. As of
October 1, 2019, the uniform rate charged by the County to the City for the purchase of wholesale potable
water was$1.6904 per 1,000 gallons. Effective October 1, 2020,the uniform rate charged by the County
to the City increased to $1.7947 per 1,000 gallons.
Since the City is a large volume user of the County's water and sewer system, cost increases
incurred with respect to the County's system, which are passed through to the County's customers, have
a direct impact on the rates charged by the City to its retail customers. The City anticipates that rate
increases for the services received from the County by the Water System will be imposed by the County
over the next several years as a result of, among other factors, recent and anticipated debt issuances of the
County to fund improvements to its water and sewer system,a portion of the cost of which can be included
in the rates charged to the City.
Water Storage and Distribution System
The City's water distribution system provides water service to all areas of the City. The system
is operated and maintained by the Public Works Department. The table below provides information as to
the specific size,amount and age of piping comprising the City's water distribution system. As evidenced
in the table below, the vast majority of the piping that comprises the Water System is estimated to be forty
(40) years old or older. See"WATER AND SEWER UTILITY -Capital Improvement Plan" herein.
[TABLE NEEDS UPDATING? Information below is from last Annual Report filed on EMMA but
the information in that Annual Report was from the 2017 Engineer's Report]
Water Main Piping
Diameter Length(miles)W') Length(milesr) Total Length(miles)
2-4 inches 2.91 15.17 18.08
6-8 inches 23.43 72.31 95.74
10-12 inches 7.59 17.66 25.25
14-24 inches 8.24 24.20 32.44
26-36 inches 0.16 2.89 3.05
Above 36 inches 0.08 2.63 2.71
Total 42.41 134.86 177.27
Source: The City of Miami Beach,Florida Public Works Department.
(1) Pipe age is estimated to be less than forty(40)years.
(2) Pipe age is estimated to be forty(40) years or older.
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Potable water purchased for the Water System is stored in four (4) reinforced concrete above
ground water storage tanks, two (2) of which are located in the northern portion of the City and two (2)
of which are located in the southern portion of the City. In total the ground storage tanks of the Water
System have a capacity of approximately 14.0 MG. Stored water is used to supplement the water supply
during periods of high demand and for fire suppression storage. The water storage tanks are refilled by
system pressure during periods of low demand, which generally occurs at night.
The ground storage tanks of the Water System are considered by the City to be in good condition
overall.
Accounts
The City estimates that during Fiscal Year 2019, the Water and Sewer Utility provided potable
water and sanitary sewer service to an average of 13,478 domestic and irrigation water accounts and 53,272
water equivalent residential units. An ERU is representative of the average daily capacity of a single
family residential unit,generally represents the lowest level and the most common level of use and is used
to evaluate the size and capacity needs of a utility system. The estimate of the ERUs served provides a
more accurate representation of the service provided, since it attempts to place all customers on an
equivalent basis as to capacity needs.
For the purpose of calculating the ERUs for the Water and Sewer Utility, (i) all
individually-metered single family residential accounts were considered as being one (1) ERU (which is
consistent with the City's pricing structure for the application of rates for service from the Water System)
and(ii) all master-metered multifamily residential and non-residential ERUs were based on the meter size
serving the respective customer premise and information published by the AWWA regarding meter
capacities, which were used to develop meter equivalent factors (by meter size, the larger the meter, the
more ERUs allocated to the account). This approach is also used by the Florida Public Service
Commission and many other public utilities in the development of rates for water and sanitary sewer
service.
For the determination of the estimated number of retail ERUs served, such estimate was based on
the use of meter equivalent factors applied to the meters in service for all customers, except the
individually-metered residential customer class. Such meter equivalent factors are set forth in the table
below. The meter equivalent factors were based on information published by the AWWA that documents
the capacities of the various meters that are used by several Florida utilities in the establishment of rates
for service, including the Florida Public Service Commission. See "WATER AND SEWER UTILITY -
Custom-,rs" herein for information relating to the sales and growth of customer accounts of the Water
System.
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Meter Equivalent Factors
Meter Size(Inches) Meter Equivalent(ERU Factor)
5/8"and 3/4" 1
1" 2.5
1-1/2" 5
2" 8
3" 16
4" 25
6" 50
8" 80
10" 115
12" 215
Source: City of Miami Beach, Florida Water and Sewer Rate Study dated October 5, 2020.
A summary of the domestic water meters and ERUs by customer class of the Water System for Fiscal Year 2019
is as follows:
Water System Annual Average Accounts By Class-Domestic(Fiscal Year 2019)
Master-Metered Multifamily
Residential Non-Residential
Individually-
Metered Public
Description Residential Apartment Condominium Duplex Commercial Hotel (City) Total
Accounts 5,692 1,234 1,235 25 1,842 268 111 10,407
Percent 54.69% 11.86% 11.86% 0.24% 17.70% 2.58% 1.07% 100.00%
Total ERUs 15,421 4,157 8,832 62 7,920 2,329 846 39,567
Percent 38.97% 10.51% 22.32% 0.16% 20.02% 5.88% 2.14% 100.00%
Source: City of Miami Beach,Florida Water and Sewer Rate Study dated October 5, 2020.
A summary of the irrigation customers and ERUs by customer class of the Water System for Fiscal Year 2019 is
as follows:
[Remainder of page intentionally left blank]
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Water System Annual Average Accounts By Class-Irrigation(Water Only)(Fiscal Year 2019)
Master-Metered Multifamily
Residential Non-Residential
Individually-
Metered Public
Description Residential Apartment Condominium Duplex Commercial Hotel (City) Total
Accounts 1,919 56 222 0 279 69 526 3,071
Percent 62.49% 1.82% 7.23% 0.00% 9.08% 2.25% 17.13% 100.00%
Total ERUs 6,356 216 1,353 5 1,916 471 3,388 13,705
Percent 46.38% 1.58% 9.87% 0.03% 13.98% 3.44% 24.72% 100.00%
Source: City of Miami Beach,Florida Water and Sewer Rate Study dated October 5, 2020.
A summary of the water meters and ERUs by customer class of the Water System on a combined basis (domestic
and irrigation) for Fiscal Year 2019 is as follows:
Water System Annual Average Accounts By Class-Domestic and Irrigation(Fiscal Year 2019)
Master-Metered Multifamily
Residential Non-Residential
Individually-
Metered Public
Description Residential Apartment Condominium Duplex Commercial Hotel (City) Total
Accounts 7,611 1,290 1,457 25 2,121 337 637 13,478
Percent 56.47% 9.57% 10.81% 0.18% 15.74% 2.50% 4.73% 100.00%
Total ERUs 21,777 4,373 10,185 67 9,836 2,800 4,234 53,272
Percent 40.88% 8.21% 19.12% 0.12% 18.46% 5.26% 7.95% 100.00%
Source: City of Miami Beach,Florida Water and Sewer Rate Study dated October 5, 2020.
As reflected in the tables above, the residential classes (i.e., individually metered residential and
master metered multifamily residential) are the primary classes served by the Water System. Such classes
represented approximately 77%of the total accounts served by the Water System during Fiscal Year 2019.
In addition, the residential classes accounted for approximately 68%of the estimated ERUs served by the
Water System during Fiscal Year 2019.
Government Regulations
General. Federal regulatory jurisdiction of the Water System is vested in the United States
Environmental Protection Agency(the"USEPA"). The Water System must comply with the federal Safe
Drinking Water Act (the "SDWA"). However, the USEPA has delegated the primary responsibility for
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enforcement of drinking water standards to the State of Florida. The State, acting through the Florida
Department of Environmental Protection (the "FDEP"), has its own system of operational permits which
govern the MDWASD's use and treatment of water. On a regional level, the SFWMD controls
groundwater withdrawals through consumptive use permits,which stipulate the maximum annual and daily
withdrawals allowed by the County, with permit durations from five(5)to twenty(20) years. Locally, the
County's Department of Environmental Resource Management ("DERM") has jurisdiction delegated by
the FDEP over the quality of treated potable water.
Drinking water is subject to federal, state, and regional regulations that are intended to protect
public health and ensure aesthetic quality. The National Primary Drinking Water Regulations are legally
enforceable standards that apply to public water systems. Primary standards protect public health by
limiting the levels of undesirable constituents present in drinking water. The federal government has given
the FDEP primacy over the majority of drinking water regulations. DERM has been given jurisdiction over
such regulations for water systems located within the County by the FDEP.
The City samples, tests, and reports different drinking water parameters as required by the federal,
State and County guidelines and regulations for potable water. Review of the City's most recent water
quality testing results indicated that the water quality of the Water System has consistently achieved
compliance with applicable primary drinking water standards.
Federal Regulatory Requirements. The SDWA was passed in 1974 to protect public drinking water
supplies throughout the nation. The SDWA provides jurisdiction to the USEPA to assess and regulate all
contaminants that may have an adverse effect on public health. Since 1974, the SDWA has been amended
to include a wide range of contaminants and specific rules concentrating on particular areas. Because the
City operates and maintains its water distribution system, the two (2) rules of the SDWA that impact the
City are the (i) Total Coliform Rule and (ii) Lead and Copper Rule.
Total Coliform Rule. The total coliform rule sets the maximum contaminant level (the
"MCL")for total coliforms for water distribution systems. In 1989 the USEPA established a MCL for total
coliforms based on the presence or absence of total coliforms. A monitoring program is required for water
distribution systems, which includes a minimum number of samples to be taken each month, based upon
system size. The MCL for water distribution systems is the presence of coliforms in not more than one
(1) sample or five percent(5%) of the samples taken per month, whichever is greater.
The City tests for the presence of total coliform at each of their above ground water storage
facilities every Monday and Wednesday. The City also tests sixteen(16)separate sample points throughout
the City on every Monday of the month and sixteen(16)different separate sample points every Wednesday
of the month. Such tests have provided assurance that the potable water of the Water System is
consistently absent of any detectable total coliform.
Lead and Copper Rule. In 1986 a federal initiative was instituted to eliminate the use of
lead-based products in the construction of water systems. In 1991, the USEPA published a regulation to
control lead and copper in drinking water. Action levels for lead and copper were established and an
annual sampling program of high risk areas was implemented. When ten percent (10%) of the lead or
copper levels of the first draw samples from the high-risk locations of a water system exceed the action
levels, remediation is required, which includes corrosion control, public education, and lead service line
removal.
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Based on the results from its sampling program, the City has determined that the Water System
is in conformance with the lead and copper rule and no detection of lead or copper that would require
remediation has occurred.
State Regulatory Requirements
Total Chlorine Residual. Rule 62-555.350(6)of the Florida Administrative Code("FAC")
requires that the total chlorine residual in drinking water be a minimum of 0.6 mg/L. The City tests
chlorine residual at each of its above ground water storage facilities every workday (Monday through
Friday). The City also tests sixteen (16) separate sample points every Monday of the month and sixteen
(16) different separate sample points every Wednesday of the month. Such tests have provided assurance
that the water of the Water System meets the chlorine residual requirement.
pH Levels. pH is a measure of the hydrogen ion content of water. It indicates whether
the water is acidic(i.e., has a pH that is less than 7),basic (i.e., has a pH that is greater than 7 and up to
14),or neutral(i.e.,has a pH of 7). There is no health based standard range for pH. However,the USEPA
has established a Secondary Drinking Water Regulation for pH of 6.5 to 8.5. Per FAC 62-550.520(1), a
lime softening plant is allowed to produce finished water with a pH as high as 9.0 without having to gain
FDEP approval. The majority of the water of the Water System is obtained from the MDWASD Hialeah
and Preston Water Treatment Plants, with a small portion being obtained from the MDWASD Alexander
On Water Treatment Plant. The three(3) treatment plants that provide water to the City are lime softening
plants.
The City samples water and tests for pH and temperature at several locations throughout
the City. Based on such samples and tests, the water of the Water System averages,between a pH of 9.3 -
9.4. This range is acceptable and not uncommon for a typical distribution system in South Florida that
receives its water from a lime softening plant. In addition, pursuant to an agreement between the
MDWASD and the Florida Department of Health, the average pH level of water from the Water System
is deemed acceptable for volume water customers receiving water from the MDWASD's lime softening
facilities.
Local Regulatory Requirements. Under the Home Rule Amendment and Charter of Miami-Dade
County,Florida,as amended,the County is vested with the authority to set service standards and to operate
and regulate water systems in incorporated and unincorporated areas of the County. The County's water
supply facilities produce the overwhelming majority of all potable water consumed within the County and
such facilities are the sole supplier of water to the Water System. The County's ability to satisfy the long
term potable water requirements of its population depends heavily on effective management of its natural
water resources. In this regard, as the designated countywide water and sewer utility, the MDWASD has
been given extensive responsibility and authority to promulgate rules and regulations governing utilization
of the County's water system.
Sewer System
General
The City owns, operates and maintains a sanitary sewer collection and transmission system serving
customers within its corporate boundaries. All land development within the City is required to connect to
the Sewer System in accordance with City policy. As a result, all customers of the Water System also
receive service from the Sewer System. There are no septic tanks in operation in the City.
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The Sewer System is comprised of a gravity collection network, pump stations and force mains.
The Sewer System's gravity sewer network directs wastewater to pump stations which in turn pump
wastewater flow through a manifolded force main network. The Sewer System also transmits wastewater
from three (3) smaller "satellite" cities: the Town of Bay Harbor Islands, the Village of Bal Harbor and
the Town of Surfside (collectively, the "Satellite Cities"). Previously constituting one of the Satellite
Cities, the City of North Bay Village currently connects to the County's sewer system directly and, as a
result, no longer utilizes the facilities of the Sewer System. Each of the Satellite Cities has entered into
a service agreement with the City for the conveyance of wastewater for disposal that has an initial term
of five (5) years, with the option to renew for successive five (5) year terms. The service agreements
between the City and the Satellite Cities are dated July 5, 2016, with respect to the Town of Bay Harbor
Islands, July 9, 2015, with respect to the Town of Surfside, and February 8, 2017, with respect to the
Village of Bal Harbor. The service agreements are in effect pursuant to a recent exercise of the renewal
option, with respect to the Town of Surfside, or pursuant to the original term, which is expected to be
renewed upon its expiration,with respect to the Town of Bay Harbor Islands and the Village of Bal Harbor.
Wastewater received from the Satellite Cities is metered at the connection to the Sewer System's
force main network. All wastewater collected by the Sewer System is directed southward through the force
main network and exits the City at South Pointe Park through a subaqueous 60-inch diameter force main
under the shipping channel known as Government Cut. Wastewater flow is received for treatment and
disposal at the MDWASD's Central District Wastewater Treatment Plant("CDWWTP")located at Virginia
Key.
The County's wastewater collection, transmission and treatment system is divided into three (3)
districts,referred to as the North,Central and South Districts. Each district is served by its own wastewater
treatment plant. In addition to the City, the CDWWTP treats wastewater from the City of Miami as well
as other communities and unincorporated areas within the Central District. The County's wastewater
transmission system has the capability to transfer limited quantities of wastewater flows between districts.
The Sewer System's wastewater conveyance network consists of 117 miles of gravity sewer mains,
26 miles of active force mains, 23 pump station service areas (basins), and 3,100 sewer manholes that
provided sanitary sewer service to approximately 9,607 retail accounts and 3 wholesale wastewater accounts
during Fiscal Year 2019. Operation and maintenance activities performed for the Sewer System by the
Public Works Department include cleaning and flushing sewer pipes and mains, repairing and replacing
damaged sewer lines, pump station repair and maintenance, and repairing the many valves of the system.
Set forth in the table below is a summary of the wastewater disposal services purchased for the
Sewer System from the County during Fiscal Year 2019.
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Fiscal Year Ended
Sewer System-Wastewater Disposal Summary September 30,2019
Average Annual Retail Accounts Served()) 9,607
Average Annual ERUs Servedp1(2) 36,969
Total Wastewater Treatment by Contract(Satellite Cites)
Total Gallons Purchased (000s) 8,058,077
MGD -Annual Average Daily Flowm 22,077
Total Wastewater Flow Billed to Customers
Total Gallons Billed -Retail Customers (000s)(4)
Amount of Gallons Billed 5,133,315
MGD -Annual Average Daily Flow(3) 14,064
Total Gallons Billed -Wholesale Customers (000s)(5)
Amount of Gallons Billed 901,657
MGD -Annual Average Daily Flowm 2,470
Total Wastewater Billed to Both Retail and Wholesale Customers
Total Gallons Billed (000s) 6,034,972
MGD -Annual Average Daily Flow(3) 16,534
Source: City of Miami Beach,Florida Water and Sewer Rate Study dated October 5,2020 and City of Miami Beach,
Florida Public Works Department.
(1) Reflects all classes of retail customers served and does not include "pass-through" wholesale service to the
Satellite Cities.
(2) ERUs =Equivalent Residential Units. See "WATER AND SEWER UTILITY - Water System-Accounts"
herein.
(3) MGD=Millions Gallons Per Day.
(4) Billed flows for sanitary sewer retail customers based on metered water use, as measured at the customer's
premise. As is standard in the industry, wastewater flows received from a retail property is not individually
metered for sewer collection purposes.
(5) Billed flows for sanitary sewer wholesale customers (i.e., the Satellite Cities) are billed based on metered
wastewater collected from each respective local government.
Sanitary Sewer Service Agreement. On May 17, 1972, the City entered into agreements with the
Department of Water and Sewers of the City of Miami to obtain sewage disposal services from the City
of Miami. The County subsequently became the legal successor in interest to the Department of Water and
Sewers of the City of Miami and assumed all rights, duties, and obligations of such department.
Thereafter, the City contracted with the MDWASD to receive sewage disposal services from the County.
On December 17, 2014, the City and the County entered into the "Interlocal Contract Providing
Sewage Disposal Service"(the"Sanitary Sewer Service Agreement"),which represented a twenty(20)year
sewage disposal service agreement with the County. The Sanitary Sewer Service Agreement may be
terminated at any time by mutual consent and agreement of the parties.
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Cost of Sanitary Sewer Service Purchased. Under the Sanitary Sewer Service Agreement, the
wastewater flow from the Sewer System is metered at the CDWWTP and the City is charged a uniform
rate(applicable to all volume customers of the County's water and sewer system) for the Sewer System's
wastewater flow that is delivered to the County for treatment and disposal. The uniform rate is initially
based on projections from the prior fiscal year reflecting the sum of the following for the County's regional
sewer system:
- Budgeted annual operating and maintenance expenses, including taxes assessed (if any), in
connection with the County's regional (i) force main and regional gravity interceptor sewage
system; (ii) regional sewage pumping stations; and (iii) sewage treatment plants, and
reclamation facilities and disposal, including sewage effluent outfalls, deep disposal wells
and/or any other effluent disposal process;
- Budgeted annual renewal and replacement expenses for all the County's regional capital
wastewater facilities, according to the County's policy in effect at the time for determining a
rate consistent with good municipal utility accounting practices and the budgeted renewal and
replacement projects for the ensuing fiscal year;
- Budgeted annual interest obligations of outstanding loans, lines of credit, notes, and bonds for
its regional sewage system;
- Budgeted annual charge for the amortization of the County's outstanding loans,lines of credit,
notes and bonds for its regional sewage system;
- Budgeted annual administration and general expenses for the County's regional sewage system
that are not covered by the minimum charge; and
- Charge for the County's debt service coverage requirement for loans, lines of credit,notesand
bonds for its regional sewer system.
No costs associated with the County's stormwater system or local collection systems are included
in the rate for wholesale wastewater treatment service provided to the City. The uniform rate is the sum
of the above expenditure items divided by the total projected amount of flow at the County wastewater
treatment facilities that is used to bill all of the County's sewage disposal customers over the same period.
As of October 1, 2019, the uniform rate was $ per 1,000 gallons during dry season months
(typically November through April) and $ per 1,000 gallons during wet season months
(typically May through October), or an average of$3.1954 per 1,000 gallons. For the Fiscal Year 2021,
the County wholesale sanitary sewer rate will be $2.8850 during the dry season and $3.7092 during the
wet season, or an average of$3.2971 per 1,000-gallons.
Following the close of each fiscal year,a year-end adjustment is calculated to reconcile actual costs
with collections during the year and determine whether the City owes additional charges or is due a refund
(a "true-up," which allows the City to annually pay the actual cost of wastewater treatment and disposal
service).
Since the City is a large volume user of the County's water and sewer system, cost increases
incurred with respect to the County's system, which are passed through to the County's customers, have
a direct impact on the rates charged by the City to its retail customers. The City anticipates that rate
increases for the services received from the County by the Sewer System will be imposed by the County
over the next several years as a result of, among other factors,recent and anticipated debt issuances of the
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County to fund improvements to its water and sewer system,a portion of the cost of which can be included
in the rates charged to the City.
Sanitary Sewer Collection and Transmission System
The gravity collection network of the Sewer System carries wastewater from homes and businesses
and transmits it to pump stations through a series of gravity pipelines and manholes. Manholes located at
regular intervals allow access to the pipe for inspection and cleaning. Due to the City's high ground water
table and relatively flat topography, deep gravity sewers are not practical. Therefore, multiple pumps
stations are utilized in the Sewer System to transmit wastewater flows.
Normal electric utility service for all pump stations is supplied by the Florida Power and Light
Company("FPL"). When FPL utility power is not available, emergency power from a generator must be
used so the station can continue to pump wastewater and avoid an overflow at the pump stations. The City
owns six (6) portable generators for use at the pump stations of the Sewer System. Pump stations
considered critical to the Sewer System are equipped with permanent onsite generators. In addition, each
pump station utilizes a Supervisory Control and Data Acquisition ("SCADA") system to monitor pump
station operating conditions and alarms. The SCADA system monitors, transmits, and records all data on
the various pump station parameters. The SCADA system transmits an alarm signal to Public Works
Department facilities. The SCADA system is monitored 24 hours per day for alarm notifications. When
an alarm is received, staff of the Public Works Department are dispatched to investigate the alarm and
perform the necessary corrective actions.
Accounts
The City estimates that during Fiscal Year 2019, the Water and Sewer Utility provided sanitary
sewer service to an average of 9,607 retail domestic accounts. Set forth below is a summary of the retail
domestic accounts of the Sewer System by customer class for Fiscal Year 2019. Also see"WATER AND
SEWER UTILITY - Customers" herein for information relating to the sales and growth of customer
accounts of the Sewer System, including wholesale service provided to the Satellite Cities.
Sewer System Annual Average Accounts By Class-Domestic(Fiscal Year 2019)
Master-Metered Multifamily
Residential Non-Residential
Individually-
Metered Public
Description Residential Apartment Condominium Duplex Commercial Hotel (City) Total
Accounts 5,084 1,162 1,195 22 1,767 266 111 9,607
Percent 52.92% 12.09% 12.44% 0.23% 18.39% 2.77% 1.16% 100.00%
Total ERUs 13,667 3,939 8,550 56 7,595 2,316 846 36,969
Percent 36.97% 10.66% 23.13% 0.15% 20.54% 6.26% 2.29% 100.00%
Source: City of Miami Beach,Florida Water and Sewer Rate Study dated October 5, 2020.
Identical to the Water System, as reflected in the table above, the residential classes (i.e.,
individually metered residential and master metered multifamily residential)are the primary classes of retail
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accounts served by the Sewer System. Such classes represented approximately 78% of the total retail
accounts served by the Sewer System during Fiscal Year 2019. In addition, the residential classes
accounted for approximately 71% of the estimated ERUs served by the Sewer System during Fiscal Year
2019.
Government Regulations
General. Wastewater collection, treatment and disposal is regulated at the national level by the
USEPA, at the state level by the FDEP, and at the local level by DERM. The City owns, operates and
maintains a wastewater collection and transmission system comprised of a gravity collection network,pump
stations, and force mains. The City is therefore responsible to operate and maintain the Sewer System in
accordance with all applicable federal, State and County regulations.
The City transmits all of its wastewater to the MDWASD for treatment and disposal, making the
City a volume sewer customer("VSC") of the MDWASD. Being a VSC, the City is required to comply
with all of the requirements of Chapter 24-42.2 of the Code of Miami-Dade County,Florida, known as the
Volume Sewer Customer Ordinance(the "VSC Ordinance").
Federal Regulatory Requirements. Federal regulatory requirements have been imposed in response
to the enactment of several federal laws, including, without limitation, the federal Water Pollution Control
Act of 1972,the Marine Protection,Research and Sanctuaries Act of 1972 and the federal Clean Water Act
of 1977. Regulations promulgated pursuant to the federal statutory framework are mainly designed to
address compliance with requirements and restrictions imposed on (i) wastewater treatment plant
construction, operation,maintenance,upgrading and rehabilitation, (ii) the introduction of toxins and other
pollutants into wastewater treatment facilities, and (iii) pollutant discharges from treatment facilities or
sources of collection or conveyance. Enforcement of all federal requirements is entrusted to the USEPA.
The USEPA has delegated permitting and enforcement authority to the FDEP.
State Regulatory Requirements. State regulations set forth various permitting requirements
applicable to sanitary sewer systems. Construction of new wastewater facilities or the modification of
existing facilities requires a construction permit issued by the FDEP. Prior approval of the FDEP is
required to place new collection and transmission systems into operation. State regulations also set forth,
among other requirements, criteria and standards for treating wastewater prior to discharge, including,
without limitation, discharge into disposal systems. In addition, operation of all wastewater treatment and
disposal facilities requires acquisition by the County of an operating permit from FDEP. With respect to
obtaining permits required by the FDEP to complete the improvements to the Sewer System contained in
the City's current multi-year capital improvement plan,the City believes that it will be able to obtain such
permits in the time period required to implement such improvements as currently contemplated. For a
general description of Sewer System capital projects currently contemplated in the City's multi-year capital
improvement plan, see "WATER AND SEWER UTILITY -Capital Improvement Plan"herein.
Local Regulatory Requirements. Wastewater collection, transmission, treatment and disposal is
regulated locally by DERM. Within the County, DERM serves as the permitting agency for the FDEP.
NAPOT. As part of the VSC requirements,the City must maintain records for the run time
of each pump station in the Sewer System. These runtimes must be reported to DERM on a monthly basis
and DERM maintains a database to determine a nominal average pump operating time("NAPOT"). Pump
stations must operate at a NAPOT value at or below ten (10) hours. Once ten (10) hours is exceeded,
corrective actions must be taken to bring the pump station into compliance.
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Of the 24 pump stations in the Sewer System,two(2)are currently under moratorium,with
corrective action required, one (1) that was cited as having a NAPOT exceeding ten (10) hours is
incomplete and subject to further review, and two (2) that were cited as having a NAPOT exceeding ten
(10)hours have received approval of the corrective action taken. In addition, five (5)pump stations in the
Sewer System have been identified as approaching the ten(10) hour NAPOT limit and, as a result, should
be assessed and rehabilitated in order to prevent a moratorium status from being issued. All of the pump
stations identified as approaching the ten(10)hour NAPOT limit are located in the northern portion of the
Sewer System service area. No sewer allocations are permitted while a pump station is in a moratorium
status or when its information is incomplete and subject to further review. [TO BE UPDATED, AS
NEEDED, BY THE CITY]
Consent Decree. The County has entered into consent decrees with federal and State
authorities previously to address issues in the operation or maintenance of certain facilities of the County's
water and sewer system. The terms of such consent decrees sometimes impose requirements on the
government entities that receive service from the County's water and sewer system. The County is
currently operating under a consent decree with the FDEP,the USEPA, and the United States Department
of Justice. Such consent decree obligates the County to make changes to its sanitary sewer operating
practices to ensure compliance with State and federal requirements for the operation of sanitary sewer
collection systems. The consent decree was formally approved by the USEPA and the County's Board of
County Commissioners with an effective date of December 6, 2013 (the "2013 Consent Decree").
As a result of the 2013 Consent Decree,all wastewater VSCs in the County were required
to provide a Plan of Compliance documenting how they will comply with the new requirements of the 2013
Consent Decree. DERM also prepared proposed amendments to the VSC Ordinance and submitted them
for USEPA review on April 4, 2014. The USEPA approved the proposed changes to the VSC Ordinance,
with an effective date of March 17, 2015. As required by the 2013 Consent Decree, the County's Board
of County Commissioners implemented the approved changes to the VSC Ordinance on September 11,
2015. The new VSC Ordinance, as amended,required all utilities to develop a Plan of Compliance within
six(6) months of the September 11, 2015 enactment.
In response to the requirements of the new VSC Ordinance, the City developed its Plan
of Compliance for the Sewer System, which included implementation of: (i) a Sewer Overflow Response
Plan; (ii) a new Information Management System; (iii) a Sewer System Asset Management Program; (iv)
a Gravity Sewer System Operation and Maintenance Program; (v) a Pump Station Operations and
Preventative Maintenance Program; and (vi) a Force Main Operations, Preventative Maintenance and
Assessment/Rehabilitation Program. The City's Plan of Compliance for the Sewer System was submitted
to DERM on March 11, 2016 for review and comment. The City is currently awaiting a formal response
to its Plan of Compliance from DERM. [TO BE UPDATED, AS NEEDED,BY THE CITY]
Capital Improvement Plan
General
In 2019 the City retained an engineering firm to develop a master plan for the Water and Sewer
Utility(the"Master Plan"). The objective of the Master Plan is to determine the capital improvements that
should be made to the Water and Sewer Utility for the next twenty-five (25) years and to prioritize the
implementation of such improvements. From the list of projects established in the version of the Master
Plan reviewed by the City in 2020, the City(i)created a list of the most critically needed projects and(ii)
developed a capital improvement plan which contains a five-year schedule,beginning in Fiscal Year 2020,
for the design,planning,acquisition,construction and installation of such critical projects(the"CEP"). The
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CIP includes the rehabilitation of aged infrastructure, the replacement of assets at the end of their useful
life, and the upgrade of certain existing facilities. The total projected cost of the CIP is anticipated to be
approximately$122.2 million. Set forth below is the list of improvements included in the CIP and the cost
projected to acquire, construct or install the improvements.
Summary of CIP Projects
Cost of Projecte
Fiscal Year Ending September 30
General Description 2020 2021 2022 2023 2024 Total
of Project
Water and
Wastewater Mains $16,093,000 $10,277,855 $14,214,469 $15,441,872 $15,268,653 $71,295,849
and Rehabilitation
Water Pump Station -0- 5,592,900 4,710,396 -0- -0- 10,303,296
Improvements
Wastewater Stations -0 - 11,103,400 5,209,019 -0- -0- 16,312,419
Rehabilitation
Value Assessment
and Replacement 900,000 927,000 954,810 -0- -0- 2,781,810
Program
Sewer Pump Station 850,600 -0- -0- -0- -0- 850,600
Odor Control
SCADA and PLC
Replacement at 1,625,250 -0- -0- -0- -0- 1,625,250
Pumping Stations(2)
Wastewater
Manhole 1,500,000 1,545,000 1,591,350 1,639,091 1,688,263 7,963,704
Rehabilitation
Water Meter 11,104,893 -0- -0- -0- -0- 11,104,893
Replacement
TOTAL $32,073,743 $29,446,155 $20,680,044 $17,080,963 $16,956,916 $122,237,821
Source: City of Miami Beach, Florida Public Works Department.
(1) Based on current estimates established by the Public Works Department, which are subject to change.
(2) Project provides for the installation of Supervisory Control And Data Acquisition(SCADA)systems and Programmable
Logic Control(PLC) systems.
The City has identified several funding sources it currently intends to use to fund the improvements
identified in the CII', including Water and Sewer Utility revenues available after payments required by the
terms of the Bond Resolution and other required transfers have been made,and proceeds from the issuance
of Bonds. Set forth below are the sources currently projected to fund the CIP.
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City of Miami Beach,Florida
Water and Sewer Utility Capital Improvement Plan
Estimated Sources of Funding
Estimated CIP Percent of Total
Funding Source Funding a) CIP Funding
Series 2021 Bonds') $ 11,500,000 9.4%
Series 2017 Bondsm 24,000,000 19.6
Available Revenuee 36,737,821 30.1
Additional Bonde) 50,000,000 40.9
Total $122,237,821 100.0%
Source: City of Miami Beach, Florida Public Works Department.
(1) Constitutes amount expected to be available to pay for projects included in the CI?. Such amount,
however,may change if other sources of funds are made available to finance projects in the CIP.
(2) Represents the net present value debt service savings expected to result from issuing the Series 2021
Bonds, which will be available to fund projects included in the CIP.
(3) Represents proceeds available from the issuance of the Series 2017 Bonds that are scheduled to be
assigned to fund projects in the CIP.
(4) Represents(i)revenues generated by the Water and Sewer Utility from prior Fiscal Years that are
unencumbered and currently available to fund CIP projects and (ii) revenues projected to be
generated by the Water and Sewer Utility and available to fund CIP projects after payments required
under the Bond Resolution and all other required transfers have been made.
(5) Represents Additional Bonds currently projected to be issued during Fiscal Year 2022.
Approximately 30.1% of the total cost of the projects in the CIP are currently expected to be
funded from available revenues of the Water and Sewer Utility. The City is not required to maintain a
renewal and replacement fund or similar account under the Bond Resolution as a reserve to provide funding
for Water and Sewer Utility renewals, replacements,additions or repairs. However, as part of the ongoing
operations of the Water and Sewer Utility, the City has historically accrued funds for capital reinvestment.
Funds accrued for Water and Sewer Utility capital reinvestment historically have averaged approximately
twelve percent (12%) of total revenues collected by the Water and Sewer Utility annually. Revenues
collected by the Water and Sewer Utility for the Fiscal Year ended September 30, 2019 totaled
$91,353,611.
The City expects to continue to accrue funds for Water and Sewer Utility capital reinvestment, as
noted above in the sources expected to be available to fund the CIP. No assurance can be given, however,
that such accrual of funds will occur or that accruals will be in the amounts historically made or currently
projected. For a more detailed description of the funds historically available and projected to be available
for Water and Sewer Utility capital reinvestment, see "WATER AND SEWER UTILITY -Historical and
Projected Operating Results - Summary of Historical Operating Results"herein.
Selection of Projects
The projects in the CIP were selected by the City based on a series of non-cost parameters used
to establish the most immediate capital improvement needs of the Water and Sewer Utility. The parameters
used were described as (i) state of the system, (ii) concurrence with other projects, and (iii) regulatory
compliance. Such parameters are briefly summarized as follows:
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State of the System. The state of the system criteria involved an analysis of(i)the age of the asset
(giving preference among planned projects to deteriorated assets that are older), (ii) the condition of the
asset (giving preference to assets that, based on visual observation, seemed in danger of failure or
malfunction in the short-term), and (iii) the stage of development(giving preference to projects that were
ready to be implemented).
Concurrence with other projects. The concurrence with other projects criteria involved an analysis
of(i)the impact on the public created by implementation of the required improvements(giving preference
among planned projects to those located in areas of the City where stormwater improvements or similar
projects were already scheduled to be implemented), (ii) cost savings (giving preference among planned
projects to those that could be implemented at the same time other improvements at the same site or in the
same area are planned to be implemented), and(iii) cost of inaction(giving preference to projects that will
be more expensive to implement at a later date if they are not included in the CIP).
Regulatory compliance. The regulatory compliance criteria involved an analysis of(i) the 2013
Consent Decree (giving preference among planned projects to those included in or which would support
the City's Plan of Compliance for the Sewer System that was submitted to DERM on March 11, 2016),
(ii) environmental impacts (giving preference among planned projects to those that will adversely impact
the environment if not included in the CIP), and (iii) local ordinances (giving preference to projects that
will enable or facilitate continued compliance with local regulatory requirements). [TO BE UPDATED,
AS NEEDED,BY THE CITY]
The improvements included in the CIP constitute the renewals, repairs and upgrades considered
the most critical of all of the projects recommended in the Master Plan, using the parameters and criteria
described above to make that determination. No assurance can be provided, however, that improvements
proposed by the City in its Plan of Compliance for the Sewer System that was submitted to DERM on
March 11, 2016 will be consistent with the improvements required by DERM when it responds to such
Plan of Compliance or that other regulatory requirements or developments relating to the Water and Sewer
Utility will render other projects in the CIP more critical than the improvements which currently comprise
the CIP, or will render other projects not currently in the CIP more critical than certain projects currently
included therein. The City plans to make changes to the CIP, in accordance with the terms of the
Resolution, as needed to address the need to fund improvements determined in the future to constitute
projects in need of implementation in the short-term. No assurance can be given, however, that adequate
funding will be available to implement such new or substitute projects or that the City will be able to
provide such funding in the time period required for such projects to be implemented. The City expects
to address such matters issues when, and if, they arise.
Customers
Water System
The service area of the Water System is essentially built-out (with respect to land available for
development) but potential exists for future redevelopment, including vertical construction. As a result,
there has been minimal growth in the Water System in recent years. Forecasts for Water System customer
growth during the Forecast Period assume the continuation of minimal growth. Set forth below is
information relating to historical and projected customer accounts and sales for the Water System.
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[TABLES TO BE UPDATED,AS NEEDED,BY THE CITY]
Water System Customer Growth
Average Billed Average Billed Total Total
Fiscal Year Annual Water Annual Water Average Billed
Ended Water Sales Water Sales Annual Water
September 30, Accounts (Domestic) Accounts (Irrigation) - Water Sales
(Historical) (Domestic) (kgal)(I) (Irrigation (kgal)(') Accounts (kgal)")
2016 10,484 5,644,986 3,001 1,586,396 13,485 7,231,382
2017 10,498 5,275,584 3,005 1,608,178 13,503 6,883,762
2018 10,508 5,276,526 3,005 1,608,178 13,513 6,884,704
2019 10,518 5,277,468 3,005 1,608,178 13,523 6,885,646
2020 10,528 5,278,410 3,005 1,608,178 13,533 6,886,588
Annual
Average 0.24% 0.03% 0.57% 1.23% 0.31% 0.29%
Historical
Growth Rate
Average Billed Average Billed Total Total
Fiscal Year Annual Water Annual Water Average Billed
Ending Water Sales Water Sales Annual Water
September 30, Accounts (Domestic) Accounts (Irrigation) Water Sales
(Projected) (Domestic) (kgal)(') (Irrigation) (kgal)(') Accounts (kgal)(')
2021 10,538 5,279,352 3,005 1,608,178 13,543 6,887,530
2022
2023
2024
2025
Annual
Average 0.10% 0.11% 0.02% 0.23% 0.08% 0.81%
Projected
Growth Rate)
Source: City of Miami Beach, Florida Public Works Department.
(1) kgal= 1,000 gallons.
(2) Compound growth rate calculated from Fiscal Year 2019 actual results.
With respect to projected water sales, the amounts set forth above assume that the recent average
use (billed sales) per ERU for the Water System would generally continue. Therefore, no increase in
average water use per ERU has been projected.
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The water customer and sales projections summarized above serve as the basis for the projection
of rate revenues from the Water System described in this Official Statement. See"WATER AND SEWER
UTILITY - Historical and Projected Operating Results" herein. Set forth below is a historical summary
of actual water purchases from the County and sales of the Water System and projections of such purchases
and sales.
[TABLES TO BE UPDATED,AS NEEDED,BY THE CITY]
Water System Purchases and Sales"
Non-Revenue Water
Fiscal Year Ended Water
September 30, Purchases Water Sales Amount Percent of
(Historical) (kgal)(2)(3) (kgal)(3) (kgal)(3) Water Purchases
2016 8,429,053 7,231,382 1,197,671 14.21%
2017 8,490,207 6,883,762 1,606,445 18.92
2018 8,099,652 6,884,704 1,214,948 15.00
2019 8,100,760 6,885,646 1,215,114 15.00
2020 8,101,868 6,886,588 1,215,280 15.00
Non-Revenue Water
Fiscal Year Ending Water
September 30, Purchases Water Sales Amount Percent of
(Projected) (kgal)(2X3) (kgal)(3) (kgal)(3) Water Purchases
2021(4) 8,102,976 6,887,530 1,215,446 18.92%
2022 8,104,085 6,888,472 1,215,613 15.00
2023 8,100,760 6,885,646 1,215,114 15.00
2024 8,101,868 6,886,588 1,215,280 15.00
2025 8,102,976 6,887,530 1,215,446 15.00
Source: City of Miami Beach, Florida Public Works Department.
(1) Amounts shown are expressed on an average annual daily flow basis.
(2) The City purchases all of its potable water from the MDWASD. See "WATER AND SEWER UTILITY -
Water System- General"herein.
(3) kgal= 1,000 gallons.
(4) Amounts shown are based on ( ) months of actual information (representing the period from
October 1,2020 through ,2021). Actual amounts for the entire Fiscal Year are expected to be
different.
As reflected in the table above, the Water System experienced an average approximately
. % level of non-revenue water for the past five (5) Fiscal Years. For the two (2) most recent
Fiscal Years the Water System averaged approximately . % of non-revenue water. In addition
to being below the average non-revenue water average in the 2013 AWWA Water Audit data (see
"WATER AND SEWER UTILITY - Water System- General -.Non-Revenue Water" herein), the City's
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non-revenue water level is within the acceptable range of the industry. The national non-revenue water
average, as reported by the USEPA in 2013, is approximately 16%.
The forecast in this Official Statement of total fmished water sales for the Water System is based
on an annual projection of water to be purchased, as adjusted for non-revenue water, assuming a 15%
factor to recognize that a certain percentage of the finished water purchased from the County will not be
billed.
Sewer System
Similar to the Water System, the Sewer System service area is essentially built out and, as such,
there has been minimal growth in its customer base in recent years. In addition, the sanitary sewer flow
from the wholesale customers has decreased significantly as a direct result of the City of North Bay Village
now transmitting all of its sewage flow to the County directly. The City expects the remaining Satellite
Cities will continue to receive wholesale sanitary sewer service from the Sewer System during the Forecast
Period.
Set forth below is information relating to customer accounts and billed sanitary sewer flow for the
Sewer System. As was assumed for the Water System, minimal Sewer System growth is expected during
the Forecast Period.
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[TABLES TO BE UPDATED,AS NEEDED,BY THE CITY]
Sewer System Customer Growth
Average Billed Average Billed Total Total
Fiscal Year Annual Sewer Annual Sewer Average Billed
Ended Sewer Flow Sewer Flow Annual Sewer
September 30, Accounts (Retail) Accounts (Wholesale) Sewer Flow
(Historical) (Retail) (kgal)(')(2) (Wholesale)(3) (kgal)(1)(3) Accounts (kgal)(1)
2016 10,484 5,644,986 3 775,615 10,488 6,420,601
2017 10,498 5,275,584 3 775,165 10,501 6,051,199
2018 10,508 5,276,526 3 775,165 10,511 6,052,141
2019 10,518 5,277,468 3 775,165 10,521 6,053,083
2020 10,528 5,278,410 3 775,165 10,531 6,054,025
Annual
Average 0.24% 0.03% -6.94% -6.66% 0.24% -0.91%
Historical
Growth Rate
Average Billed Average Billed Total Total
Fiscal Year Annual Sewer Annual Sewer Average Billed
Ending Sewer Flow Sewer Flow Annual Sewer
September 30, Accounts (Retail) Accounts (Wholesale) Sewer Flow
(Projected) (Retail) (kgal)(I) (Wholesale)(3) (kgal)(1)(3) Accounts (kgal)(1)
2021 10,538 5,279,352 3 775,165 13,541 6,054,967
2022 10,548 5,280,294 3 775,165 13,551 6,055,909
2023
2024
2025
Annual
Average 0.10% -1.11% 0.00% 0.00% 0.10% -0.97%
Projected
Growth Rate(4)
Source: City of Miami Beach, Florida Public Works Department.
(1) kgal= 1,000 gallons.
(2) Amounts shown represent billed sanitary sewer flow based on metered water use and not the amount billed to
the City by the County for wholesale sanitary sewer purchases.
(3) Wholesale amounts represent amounts attributable to the Satellite Cities. See "WATER AND SEWER
UTILITY -Sewer System-General"herein.
(4) Compound growth rate calculated from Fiscal Year 2019 actual results.
The sewer customer and billed sewer flow projections summarized above serve as the basis for the
projection of rate revenues from the Sewer System described in this Official Statement. See "WATER
AND SEWER UTILITY - Historical and Projected Operating Results" herein. Set forth below is a
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historical summary of actual sanitary sewer purchases from the County and projections of such purchases
for the Forecast Period.
[TABLES TO BE UPDATED,AS NEEDED,BY THE CITY]
Sewer System Purchases`)
City Requirements
Fiscal Year Average Annual Satellite
Ended Sewer Wastewater City Total Sewer
September 30, Purchases Estimated Treated per ERU Requirements Purchases
(Historical) (kgal)(2)(3) ERUs (kgal)(2)(3) (kgal)(3)(4) (kgal)(2'3)
2016 8,021,330 29,305 273.7 775,615 8,796,945
2017 8,078,811 29,515 273.7 775,165 8,854,426
2018 7,516,498 29,525 254.6 775,165 8,292,113
2019 7,517,789 29,535 254.5 775,165 8,293,404
2020(5) 7,519,080 29,545 254.5 775,165 8,294,695
City Requirements
Fiscal Year Average Annual Satellite
Ending Sewer Wastewater City Total Sewer
September 30, Purchases Estimated Treated per ERU Requirements Purchases
(Projected) (kgal)(2)(3) ERUs (kgal)(2)(3) (kgal)(3R4) (kgal)(2)(3)
2021 7,520,370 29,555 254.5 775,165 8,295,985
2022 7,521,661 29,565 254.4 775,165 8,297,276
2023
2024
2025
Source: City of Miami Beach, Florida Public Works Department.
(1) Amounts shown represent billed sanitary sewer flow based on the amount billed to the City by the County for
wholesale sanitary sewer purchases.
(2) The City transfers all of its wastewater to the MDWASD for disposal and pays a fee to the County for such
service related to the amount of wastewater generated by the Sewer System. See "WATER AND SEWER
UTILITY-Sewer System-General" herein.
(3) kgal= 1,000 gallons.
(4) See "WATER AND SEWER UTILITY - Sewer System - General" herein for a description of the sanitary
sewer service provided for the Satellite Cities.
(5) Amounts shown are based on ( ) months of actual information(representing the period from
October 1, 2020 through , 2021).
Largest Customers
Set forth below is a summary of certain statistical information for the ten (10) largest retail
customers of the Water and Sewer Utility in Fiscal Year 2019. Such customers, on a combined basis,
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accounted for approximately 10%of the retail water and sanitary sewer user rate revenue for the Water and
Sewer Utility in Fiscal Year 2019.
[TABLE TO BE UPDATED,AS NEEDED,BY THE CITY]
Top Ten Water and Sewer Utility Customers
(Based on Rate Revenuer)
Percent Total Percent
Annual of Total Water of Total
Customer Rate Rate Consumption Water
Customer Name Class Revenue) Revenue (kgal)(3) Consumption
Mount Sinai Hospital Commercial $ 1,537,368 1.97% 120,493 1.65%
Morton Towers Apartments Apartment 1,045,830 1.34 87,885 1.22
Crescent Heights Condominium 823,187 1.06 64,111 0.89
Fontainebleau Florida Hotel 756,684 0.97 151,926 2.10
Miami Beach Redevelopment Commercial 710,765 0.91 64,270 0.89
Deauville Hotel Condominiums Condominium 630,991 0.81 49,252 0.68
2201 Collins Fee LLC Commercial 592,934 0.76 46,993 0.65
Carillon South Joint Condominium 532,059 0.68 50,626 0.70
Triton Tower Condominiums Condominium 507,834 0.65 39,551 0.55
Decoplage Condominiums Condominium 507,674 0.65 39,521 0.55
Total of Ten Largest Users 7,645,326 9.80 714,628 9.88
All Other System Retail Users 70,358,886 90.20 6,516,754 90.12
Total System Retail Users $78,004,212 100.00% 7,231,382 100.00%
Source: City of Miami Beach,Florida Public Works Department.
(1) Amounts shown are for the Fiscal Year ended September 30, 2019. Amounts may not add due to rounding.
(2) Amounts shown reflect only revenue derived from the monthly rates for water and sanitary sewer service(i.e.,
amounts shown do not include miscellaneous revenue such as fire line charges, meter connection fees, late
payment fees, etc.).
(3) kgal= 1,000 gallons.
Rates,Fees and Charges
General
The rates for monthly service from the Water and Sewer Utility are set by the City Commission
and are not subject to regulation by the Florida Public Service Commission or the County. On September
27,2016,the City Commission enacted Ordinance No.2016-4039 to establish the water and sanitary sewer
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monthly user rates for the Water and Sewer Utility(the"Rate Ordinance"). The monthly rates established
in the Rate Ordinance include:
(a) a flat or constant base facility charge for services of the Water System and of the
Sewer System that is predicated on the size of the meter;
(b) for the Water System:
(i) a consumption charge consisting of inclining blocked rates to promote
water conservation, and •
(ii) a purchased water pass-through rate to recover the costs of wholesale water
service purchased from the County, including any increase in DERM Fees (hereinafter
defined); and
(c) for the Sewer System:
(i) a constant volumetric flow charge based on one hundred percent (100%)
of the metered water consumption to such account (domestic use; would not include
separately metered water-only use), and
(ii) a purchased sanitary sewer pass-through rate to recover the costs of
wholesale wastewater service from the County, including any increase in DERM Fees.
On December 9,2020,the City Commission enacted Ordinance No.2020- to amend the rates
and charges for services of the Water and Sewer Utility established in the Rate Ordinance (the"Amending
Rate Ordinance"). Pursuant to the Amending Rate Ordinance, the monthly water and sewer user rates for
services of the Water and Sewer Utility will be increased by the following amounts at the beginning of the
following Fiscal Years:
City of Miami Beach,Florida
Water and Sewer Utility Adopted Rate Increase
Additional
Estimated Percentage Increase Total Percentage
Percentage to Become Effective Increase to Become
Fiscal Year Increase as a Result of Effective as a Amount of
Ending Approved by Amending Result of Amending Monthly Water
September 30 Rate Ordinance) Rate Ordinance Rate Ordinance and Sewer Bill(2)
2021 0.0% 0.0% 0.0% $108.69
2022 0.9 0.1 1.0 109.85
2023 0.9 2.7 3.6 113.27
2024 0.9 2.7 3.6 116.86
2025 0.8 2.9 3.7 120.69
Source: City of Miami Beach, Florida Public Works Department.
Footnotes for the immediately preceding table are provided on the following page.
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(1) Without enacting the Amending Rate Ordinance, monthly water and sewer user rates would have been
increased in each Fiscal Year,based on the automatic rate indexing provisions of the Rate Ordinance. See
"Automatic Rate Indexing" below. The rate increase pursuant to such provisions have already been
implemented for Fiscal Year 2021, since they became effective for the current Fiscal Year prior to
enactment of the Amending Rate Ordinance.
(2) Reflects the amount billed to an individually metered residential customer for the average 7,000 gallons
of monthly use.
The increases approved by the Amending Rate Ordinance are designed to increase revenues of
the Water System by approximately 3.5% annually and revenues of the Sewer System by approximately
1.5% annually. The increases approved by the Amending Rate Ordinance are in addition to the
pass-through of future wholesale water and sewer rate increases from the County. See "Pass-Through of
Wholesale Rate Adjustments" below. However, the automatic rate indexing provisions of the Rate
Ordinance will not be effective during Fiscal Years 2022 through 2025 when user rates will increase in the
percentage amounts described in the immediately preceding table.
The revenues derived from the application of the rates for monthly retail water service and retail
and wholesale wastewater service accounted for approximately [ninety-nine percent (99%)] of reported
Revenues during Fiscal Year 2019. See "SECURITY AND SOURCES OF PAYMENT - General" and
"WATER AND SEWER UTILITY -Historical and Projected Operating Results"herein.
DERM Fees
Pursuant to Section 24-34 of the Code of Miami-Dade County,Florida,the City(as well as other
utilities located within the County)is required to collect from its customers and pay to the County a service
fee equal to six percent(6.0%) of the revenues derived from its water and sanitary sewer utility operations
conducted within the County(the"DERM Fee"). The purpose of the DERM Fee is to fund the operations
costs of DERM associated with providing certain environmental services to and certain environmental
regulation of the utilities located within the County. See "WATER AND SEWER UTILITY - Water
System-Government Regulations" and"- Sewer System-Government Regulations"herein. The DERM
Fee is based on revenues derived from service rendered to retail customers. Therefore, receipts from
wholesale water and sanitary sewer service to other water or sewer utilities(e.g.,revenues collected by the
City from the wholesale sewer service provided to the Satellite Cities) are excluded from the imposition
of the DERM Fee. In Fiscal Year 2018,the DERM Fee was reduced by the County from its previous level
of eight percent(8.0%) to its current level of six percent(6.0%).
The DERM Fee is due and payable to the County annually and must be paid no later than the
first day of December of each year for the Fiscal Year that ended on September 30 of that year. Failure
to pay the DERM Fee to the County on or before each December 1 obligates the respective utility to pay
a late charge of 1.5% of the unpaid balance for each month or part of each month that the fee remains
unpaid. Payment of the DERM Fee to the County must be accompanied by a statement verified by the
utility showing its receipts upon which such fee is computed and may be subject to audit by the County.
Automatic Adjustments to Monthly User Rates
The Rate Ordinance includes certain provisions that provide for automatic rate adjustments,either
annually to recover an allowance for inflation and its impact on the cost of operations or immediately upon
certain events that would result in a change in costs, such as an increase in wholesale water and sanitary
sewer rates billed by the County or an increase in the DERM Fee. Although generally presented to the
City Commission for review and consideration, the Rate Ordinance provides that the automatic rate
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adjustments are not required to be presented to the City Commission to be implemented. Following is a
brief summary of the automatic rate adjustment provisions contained in the Rate Ordinance:
Pass-Through of Wholesale Rate Adjustments. The Rate Ordinance provides that the purchased
water pass-through rate and the purchased sanitary sewer pass-through rate will be adjusted without a
public hearing whenever the County implements changes to its wholesale service rates charged to the City.
During Fiscal Year 2019, the purchased water costs and purchased wastewater costs accounted for
approximately [sixty-five percent (65%)] of the total Current Expenses of the Water and Sewer Utility.
The pass-through adjustment formulas established in the Rate Ordinance consider the change in the
wholesale service rates, adjusted to account for the amount of the DERM Fee.
Automatic Rate Indexing. The Rate Ordinance allows for automatic rate indexing of the monthly
user rates to account for general increases in operating expenses other than increased costs for wholesale
service (which are passed-through separately)due to inflationary impacts on the ongoing cost of providing
service. The index applied by the City is the Consumer Price Index -All Urban Consumers, Miami-Fort
Lauderdale, as published by the United States Bureau of Labor Statistics. The rate indexing formula
contained in the Rate Ordinance also is required to be adjusted to account for the amount of the DERM
Fee. Pursuant to the terms of the Amending Rate Ordinance, the automatic rate indexing provision in the
Rate Ordinance will not be effective until after Fiscal Year 2025.
Impact Fees
In addition to the monthly rates for water and sanitary sewer service, the City currently charges
Impact Fees based on the equitable and proportionate share of the cost for the water and sanitary sewer
transmission capacity of the Water and Sewer Utility. The purpose of the Impact Fees is to pay or
reimburse the City for a customer's equitable share of the capital costs of the construction, expansion or
equipping of excess or unused transmission or conveyance capacity of the Water and Sewer Utility in order
to serve new users. If an existing customer requests an increase in water or wastewater capacity due to
increased development, an additional Impact Fee will be collected prior to development in an amount that
is consistent with the net increase in demand.
Fire Protection Fees
The Rate Ordinance authorizes a monthly base facility charge to all privately-owned fire
protection systems and equipment connected to the Water System. Individual customer specific
connections for fire sprinkler service may be charged a monthly fee for such service based on the size of
the service line connecting the private system to the Water System.
Miscellaneous Service Charges
In addition to the rates, fees and charges summarized above, the City has adopted a schedule of
rates, fees and charges that are applicable to miscellaneous or customer-requested services and are
customary utility service charges. Following is a brief summary of the primary miscellaneous service
charges for the Water and Sewer Utility imposed by the City.
Water Tapping Fees. The City charge:, its water customers a fee to connect to the water
distribution system. The tapping fee is designed to recover the cost of physically connecting a customer
to the Water System, including the cost of the water tap, the service line, and the meter installation. The
current water tapping fees are set forth in the Rate Ordinance and are charged by meter size.
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Guarantee of Payment Deposit. The City currently charges a security deposit to all new
customers to limit the risk of nonpayment of a utility bill. The amount of the security deposit is set forth
in the Rate Ordinance and varies based on meter size.
Other Miscellaneous Service Charges. In addition to the miscellaneous service charges described
above, the City has several other charges that are applicable to miscellaneous or customer-requested
services. A list of such charges is set forth in the Rate Ordinance and includes, among others, disconnect
charges, meter test fees, meter repair or replacement fees and fees for unauthorized usage.
For a detailed listing of the current rates and fees charged for services of the Water and Sewer
Utility and specific information relating to such charges, see the website for the City at:
https://www.miamibeachfl.gov/city-hall/public-works/utility-rates/.
Rate Comparisons
The following is a comparison of the monthly cost of providing water and sanitary sewer services
for a typical single family residential customer of the City. Monthly costs are calculated reflecting a 5/8
and 3/4 inch or smaller rate meter at a usage level of 7,000 gallons (which is approximately the average
monthly consumption of a 3/4 inch meter, single family residential customer of the Water and Sewer
Utility). Also included in the following rate comparisons are bills calculated under the rates of other
neighboring Florida utilities as of the billing month of July 2020. The monthly bills for the various Florida
utilities used for the comparisons are exclusive of local taxes and water use restriction surcharges, if any.
Additionally, municipal-owned utility systems may charge customers located outside the corporate limits
of such municipality a surcharge up to 50% of the rates charged to customers located within the corporate
limits of such municipality. The following rate comparison reflects inside-the-city rates only and not any
surcharge that may be assessed customers located outside the corporate limits of a municipality.
The 5/8 and 3/4 inch meter or smaller comparisons were prepared since such meter sizes
represent the majority of the residential customers of the Water and Sewer Utility and the majority of the
customers for the other utilities reflected in the comparison. As can be seen in the following comparison,
the current rates charged by the City produce bills that are generally higher than charges for similar service
provided by other neighboring utilities. Although the City's existing rates are higher, such rates are(i)not
so high as to make the service of the Water and Sewer Utility uncompetitive; and(ii) expected to become
more comparable to similar neighboring utility systems,since a majority of other Southeast Florida utilities
are anticipating increasing rates in the near future.
[Remainder of page intentionally left blank]
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Comparison of Typical Monthly Charges for Water and Sewer Service
(5/8"or 3/4"Meter @ 7,000 Gallons)°
Utility Water Sewer Total
City of Miami Beach -Existing Rates(FY 2021) $28.52 $80.17 $108.69
Other Utilities Surveyed in Miami-Dade County
City of Homestear° $14.89 $37.92 $ 52.81
City of Opa-lockam 26.68 42.41 69.09
City of Coral Gablee) 25.07 46.18 71.25
Miami-Dade Countym 25.07 47.13 72.20
City of Hialeah(2)3) 24.08 50.42 74.50
City of North Miami Beach° 40.44 83.93 124.37
Other Neighboring Utilities Surveyed
City of Boynton Beach' $24.48 $34.56 $ 59.04
City of Delray Beach 20.72 41.78 62.50
City of Margate) 39.43 31.62 71.05
City of Riviera Beach Utilities District(5) 38.32 37.28 75.60
City of Tamaracm 27.72 52.35 80.07
City of Coral Springsm 28.98 53.70 82.68
City of Plantationm 30.41 55.12 85.53
Cooper Citym 35.98 49.79 85.77
City of Pembroke Pinesm 44.38 49.24 91.62
City of Miramar'> 41.78 52.60 94.38
City of Fort Lauderdale) 35.76 60.57 96.33
City of Hallandale Beach' 49.22 50.20 99.42
City of West Palm Beach' 48.99 51.76 100.75
City of Sunrise) 49.50 58.80 108.30
City of Lake Worth Beach° 50.53 64.59 115.12
City of Hollywoor 42.11 75.77 117.88
City of Dania BeacF) 48.08 73.74 121.82
City of Oakland Park' 64.17 62.66 126.83
Town of Davies) 51.52 90.02 141.54
Average of Other Utilities in Miami-Dade County 26.04 51.33 77.37
Average of Other Neighboring Utilities 40.64 55.06 95.59
Average of Other Miami-Dade County and Neighboring Utilities $37.13 $54.17 $91.22
Source: City of Miami Beach,Florida Water and Sewer Rate Study dated October 5, 2020.
Footnotes for the immediately preceding table are provided on the following page.
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(1) Amounts shown: (a) reflect rates in effect as of July 2020 for service inside the boundaries of each
governmental entity listed(except amounts for the City are the rates in effect for Fiscal Year 2021)and(b)do
not include any utility taxes, franchise fees, surcharges or drought rates that may apply. All rates are as
reported by the respective utility. The information provided in this table is intended to show comparable
charges for similar utility service for comparison purposes only and is not intended to be a complete listing of
all rates, fees and charges of each utility listed.
(2) Utility purchases sanitary sewer service on a wholesale basis from the MDWASD.
(3) Utility purchases potable water on a wholesale basis from the MDWASD. For the City of Homestead, the
purchase of potable water is limited to an as needed basis and water usage by Homestead is not consistent with
that of wholesale customers of the MDWASD.
(4) The MDWASD currently provides water on a retail basis for the City of Coral Gables. Coral Gables provides
retail sanitary sewer service to its customers.
(5) Utility is currently involved in a rate study,is planning to conduct a rate study or expects to implement a rate
revision within the next twelve(12) months.
Rates for water and wastewater utility service greater than four percent (4.0%) of the median
household income in a service area may present an affordability concern, as determined by utility industry
standards (including the USEPA's affordability criteria set forth in its Guidances for Water Quality
Standards and Financial Capability Assessment),and may be considered a fmancial burden to certain utility
customers. Based on the median household income in the City of$53,348,as reported by the United States
Census Bureau,and the average utility use of 7,000 gallons per month, the City's average water and sewer
bill currently approximates 2.45% of the median household income in the City. As a result, the average
water and sewer bill for services of the Water and Sewer Utility is considered to be within the affordability
levels generally recognized in the utility industry.
Historical and Projected Operating Results
General
The historical and projected operating results presented in the tables below for the Water and Sewer
Utility were prepared based on financial information compiled and provided by the City and information
included in the Comprehensive Annual Financial Report of the City for the Fiscal Years indicated. In
general, the historical and projected operating results have been prepared in a manner consistent with the
requirements of the Bond Resolution relative to the determination of Net Revenues. Therefore,the amounts
shown reflect certain differences in the presentation of the fmancial results when compared to the
Comprehensive Annual Financial Reports of the City. Specifically, the major differences are that the.
historical and projected results of operations reflected in the tables below do not include: (a) as part of
Current Expenses: (i) depreciation and amortization expenses; or (ii) internal administrative charges; (b)
as part of interest income, any earnings derived from moneys on deposit in: (i)the Construction Fund, (ii)
the Subordinated Indebtedness Account, (iii) the Impact Fee Account, or (iv) the Special Assessment
Account; and (c) as part of Revenues (i) amounts excluded from the definition of Revenues in the Bond
Resolution, such as proceeds derived from the sale of property of the Water and Sewer Utility,and(ii)net
changes in Revenues due to transfers to or from the Rate Stabilization Account.
Summary of Historical Operating Results
The historical operating results for the Water and Sewer Utility for the Fiscal Years ended
September 30, 2016 through 2020 are summarized below.
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Water and Sewer Utility Historical Operating
Results and Debt Service Coverage")
[TABLE TO BE UPDATED,AS NEEDED,BY THE CITY]
Fiscal Year Ended September 30,
2016 2017 2018 2019 202002)
Revenues(')
Water $35,429,__ $34,257,_ $35,523, $37,455, $
Wastewater 45,435, 50,483, 51,689, 53,899,
Total Revenues $80,863,817 $84,740. $87,212, — $91,354,, $
Current Expenses
Water $25,136, $27,664, $24,523, $24,452, $
Wastewater 31,988, 35,206, 35,296, 35,187,
Total Current Expenses (57,124,877) (62,870, ) (59,819, ) (59,639, ) ( )
Net Revenues $23,738,940 $21,870, $27,393, $31,715. $
As a Percent of Total Revenues 29.36% 25.81% 31.41% 41.28%
Debt Service Coverage:
Net Revenues $23,738,940 $21,870, $27,393, $31,715, $
Debt Service on Bonds'^ (8,881,733) (11,304,436) (13,862, ) (11,718, ) (11,_, )
Coverage 267% 193% 198% 271%
Bond Resolution Required Coverage 110% 110% 110% 110% 110%
Required Transferso) (3,840,888) ( ) ( ) ( ) ( )
Amount Available for Other Purposes°) $11,016,319 $ $ $ $
Source: City of Miami Beach, Florida Finance Department.
(1) Numbers may not add due to rounding.
(2) Unaudited.
(3) Amounts shown include increased Revenues resulting from the application of the automatic rate increase provisions
of the Rate Ordinance. See"WATER AND SEWER UTILITY-Rates, Fees and Charges"herein.
(4) Includes actual Principal and Interest Requirements on all Bonds Outstanding during the Fiscal Years indicated.
(5) Represents transfers mase in accordance with the provisions of the Bond Resolution,including any required transfers
to the Reserve Account, the Rate Stabilization Account and the Subordinated Indebtedness Account. The
administrative fees that are not included as Current Expenses, in accordance with the provisions of the Bond
Resolution,were classified and included as a required transfer,since such fees were paid from Revenues. The required
transfers also include payments assigned to the Water and Sewer Utility from a master equipment lease between the
City and SunTrust Equipment Finance and Leasing Corporation. This master equipment lease financed several
vehicles for the City that are used for Water and Sewer Utility operations.
(6) Represents amounts available for other utility purposes, such as future capital expenditures of the Water and Sewer
Utility.
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Summary of Projected Operating Results
The projected operating results for the Water and Sewer Utility for the Fiscal Years ending
September 30, 2021 through 2025 are summarized below.
Water and Sewer Utility Projected Operating
Results and Debt Service Coverage"
[TABLE TO BE UPDATED,AS NEEDED,BY THE CITY]
Fiscal Year Ended September 30,
2021 2022 2023 2024 2025
Revenues(3)
Water $35,429,_ $34,257, $35,523, $37,455, $
Wastewater 45,435, 50,483, 51,689, 53,899,
Total Revenues $80,863,817 $84,740, $87.212, $91,354, $
Current Expenses
Water $25,136, $27,664, $24,523, $24,452, $
Wastewater 31,988, 35,206, 35,296, 35,187,
Total Current Expenses (57,124,877) (62,870, ) (59,819, ) (59,639, ) ( )
Net Revenues $23,738,940 $21,870, $27,393, $31,715, $
As a Percent of Total Revenues 29.36% 25.81% 31.41% 41.28%
Debt Service Coverage:
Net Revenues $23,738,940 $21,870, $27,393,_ $31,715, $
Debt Service on Bonds(4) (8,881,733) (11,304,436) (13,862, ) (11,718, ) (11,_, )
Coverage 267% 193% 198% 271%
Bond Resolution Required Coverage 110% 110% 110% 110% 110%
Required Transfers(5) (3,840,888) ( ) ( ) ( ) ( )
Amount Available for Other Purposee $11,016,319 $ $ $ $
Source: City of Miami Beach,Florida Finance Department.
Footnotes for the immediately preceding table are continued on the following page.
(1) Numbers may not add due to rounding.
(2) Amounts shown include increased Revenues resulting from the application of the automatic rate increase provisions
of the Rate Ordinance and the percentage rate increase provisions of the Amending Rate Ordinance. See"WATER
AND SEWER UTILITY -Rates,Fees and Charges"herein.
(4) Includes Principal and Interest Requirements on all Bonds anticipated to be Outstanding during the Fiscal Years
indicated,including,in addition to the Series 2017 Bonds and the Series 2021A Bonds,a Series of Additional Bonds
expected to be issued during Fiscal Year 2022 in the aggregate principal amount of approximately$50,000,000.
(5) Represents transfers made in accordance with the provisions of the Bond Resolution,including any required transfers
to the Reserve Account, the Rate Stabilization Account and the Subordinated Indebtedness Account. The
administrative fees that are not included as Current Expenses, in accordance with the provisions of the Bond
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Resolution,were classified and included as a required transfer,since such fees were paid from Revenues. The required
transfers also include payments assigned to the Water and Sewer Utility from a master equipment lease between the
City and SunTrust Equipment Finance and Leasing Corporation. This master equipment lease financed several
vehicles for the City that are used for Water and Sewer Utility operations.
(6) Represents amounts available for other utility purposes, such as future capital expenditures of the Water and Sewer
Utility.
PENSION AND OTHER POST EMPLOYMENT BENEFITS
[SECTION TO BE UPDATED,AS NEEDED]
Defined Benefit Plans
The City provides separate defined benefit pension plans for general employees of the City and for
the City's police and fire department personnel.
Employees' Retirement Plan
Plan Description. All full-time employees of the City who work more than thirty(30) hours per
week and hold classified and unclassified positions, except for policemen and firemen and persons who
elected to join the defined contribution retirement plan sponsored by the City, are covered by the Miami
Beach Employees' Retirement Plan(the "Employee Plan"). A classified employee and/or an unclassified
employee is any person employed by the City on a regular basis who receives compensation from the City
for personal services and who is within a group or classification of employees designated by the Board of
Trustees of the Employee Plan as eligible for membership in the Employee Plan. The Employee Plan is
a single employer defined benefit pension plan that was established by the City Commission under
Ordinance number 2006-3504. Effective on March 18, 2006, the Employee Plan was created under and
by the authority of Chapter 18691, Laws of Florida,Act of 1937, as amended, by merging the Retirement
System for General Employees of the City of Miami Beach, created by the City Commission pursuant to
Ordinance number 1901, with the Retirement System for Unclassified Employees and Elected Officials of
the City of Miami Beach, created by the City Commission pursuant to Ordinance number 88-2603, as
amended.
All full-time classified and unclassified employees of the City, except those who joined the City's
defined contribution plan, must participate in the Employee Plan. See "PENSION AND OTHER POST
EMPLOYMENT BENEFITS - Other Retirement and Compensation Plans" herein. Membership in the
Employee Plan consisted of the following as of October 1, 2018, the date of the latest accrual valuation:
Employee Plan Membership
Inactive plan members and beneficiaries currently receiving benefits 1,093
Inactive plan members entitled to benefits but not yet receiving them 193*
Active plan members 1,231
Total members 2.517
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended
September 30, 2019.
* Includes members of the Employee Plan who are enrolled in DROP(as hereinafter defined).
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Plan Benefits. The Employee Plan provides retirement benefits as well as death and disability
benefits at three(3)different tiers, depending on(i)whether an employee is a member of one of the unions
representing employees of the City, (ii) which union the employee is a member of and (iii) when the
employee entered the Employee Plan. The first tier membership of the Employee Plan (the "Employee
Plan First Tier") includes any employee who became a member of the Employee Plan prior to the dates
which constitute the Employee Plan Second Tier. The second tier membership of the Employee Plan(the
"Employee Plan Second Tier") includes any employee who became a member of the Employee Plan on
or after(i) April 30, 1993 (but prior to September 30, 2010) for members of the American Federation of
State, County and Municipal Employees ("AFSCME") bargaining unit; (ii) August 1, 1993 (but prior to
September 30, 2010) for members of the Government Supervisors Association of Florida ("GSAF")
bargaining unit and members of the Employee Plan who are not included in any collective bargaining unit;
and(iii)February 21, 1994 (but prior to October 27, 2010) for members of the Communications Workers
of America ("CWA") bargaining unit. The third tier membership of the Employee Plan (the "Employee
Plan Third Tier") includes any employee who became a member of the Employee Plan on or after (i)
September 30, 2010 for members of AFSCME, GSAF and members of the Employee Plan who are not
included in any collective bargaining unit; and (ii) October 27, 2010 for members of CWA.
Classified members under the Employee Plan First Tier are eligible for normal retirement at age
fifty(50) and five(5)years of creditable service and are entitled to benefits of three percent(3%) of their
final average monthly earnings, multiplied by the first fifteen (15) years of creditable service, plus four
percent(4%)of their final average monthly earnings,multiplied by the years of creditable service in excess
of fifteen (15) years, with the total not to exceed ninety percent (90%) of the employee's final average
monthly earnings. Employee Plan First Tier unclassified members accrued four percent(4%)of their fmal
average monthly earnings for creditable service before October 18, 1992 and three percent (3%) per year
of creditable service after October 18, 1992,with the total not to exceed eighty percent(80%)of their final
average monthly earnings.
Classified and unclassified members under the Employee Plan Second Tier are eligible for normal
retirement at age fifty-five(55) and five(5)years of creditable service and are entitled to benefits of three
percent (3%) of their final average monthly earnings multiplied by the employee's number of years of
creditable service,subject to a maximum of eighty percent(80%)of such employee's fmal average monthly
earnings.
Classified and unclassified members under the Employee Plan Third Tier are eligible for normal
retirement at age fifty-five(55)and at least thirty(30)years of creditable service,or age sixty-two(62)and
at least five(5) years of creditable service and are entitled to benefits of two and one-half percent(2.5%)
of their final average monthly earnings multiplied by the employee's number of years of creditable service,
subject to a maximum of eighty percent (80%) of such employee's fmal average monthly earnings. For
elected officials of the City, the City Manager or the City Attorney,the benefit is four percent(4%)of their
final average monthly earnings for each year of creditable service as an elected official, city manager or
city attorney,plus the retirement benefit as defined above for any other period of City employment,subject
to a maximum eighty percent(80%) of such employee's final average monthly earnings.
Any Employee Plan First Tier member who terminates employment may either request a refund
of their own contributions, plus interest, or receive their accrued benefit beginning at age fifty (50), if at
least five (5) years of creditable service have been completed. Any Employee Plan Second Tier member
who terminates employment after five (5) years of creditable service may either request a refund of their
own contributions, plus interest, or receive their accrued benefit beginning at age fifty-five (55). Any
Employee Plan Third Tier member who terminates employment after five (5) years of creditable service
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but prior to the normal or early retirement date shall be eligible to receive a normal retirement benefit at
age sixty-two (62).
A Deferred Retirement Option Plan ("DROP") for the Employee Plan was enacted by the City
Commission on January 28, 2009 pursuant to Ordinance 2009-3626. Under the DROP, first and second
tier members of the Employee Plan who have attained eligibility for normal retirement may continue
working with the City for up to three (3) years, while receiving a retirement benefit that is deposited into
a DROP account. Employee Plan Third Tier members may participate in a DROP account for up to five
(5) years. However, effective July 17, 2013, Employee Plan members of CWA who were hired prior to
October 27, 2010, and members of the Employee Plan not included in any bargaining unit who were hired
prior to September 10, 2010, may elect to retire for the purposes of DROP but continue employment with
the City for up to sixty(60) months and have their monthly retirement benefit paid into a DROP account
during the DROP period. Effective October 1, 2013, such benefit was also extended to Employee Plan
members of GSAF and, effective April 23, 2014, was extended to Employee Plan members of AFSCME
who were hired prior to September 30, 2010. The amount of the benefit is calculated as if the participant
had retired on the date of DROP commencement. Upon termination with the City, the accumulated value
of the DROP account is distributed to the participant and a member's creditable service, accrued benefit
and compensation calculation shall be frozen.
Employee Plan First Tier members and Employee Plan Second Tier members receive an annual
cost-of-living adjustment of two and one-half percent(2.5%). The cost-of-living adjustment is not payable
while members are in the DROP. For Employee Plan Third Tier members, the annual cost-of-living
adjustment is one and one-half percent(1.5%). As of September 30, 2019,there were one hundred twenty-
three (123) members of the Employee Plan in the DROP and the value of the DROP investment was
$14,770,820, which is included in the Plan's net position. The DROP also allows for member loans.
Approximately $155,000 of DROP loans for the Employee Plan were outstanding as of September 30,
2019.
Contributions to the Employee Plan. The City's policy is to contribute such amounts as are
necessary to maintain the actuarial soundness of the Employee Plan and to provide assets sufficient to meet
the benefits to be paid to the members of the Employee Plan. All first tier members are required to
contribute twelve percent (12%) of their covered salary to the Employee Plan. All second and third tier
members are required to contribute ten percent (10%) of their covered salary to the Employee Plan.
For the Fiscal Year ended September 30, 2019, the City was required to make contributions of
$31,864,304 or 37.50%of covered payroll to the Employee Plan in accordance with actuarially determined
requirements computed through an actuarial valuation performed as of October 1, 2017. For the Fiscal
Year ended September 30, 2019, the employees contributed $8,512,207 and buybacks were $1,571,361.
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Net Pension Liability. The City's net pension liability and related ratios for the Employee Plan for the Fiscal Years
ended September 30, 2015 through September 30, 2018 are set forth below.
Employee Plan Schedule of Changes in the
Employer's Net Pension Liability and Related Ratios
Fiscal Year Ended September 30
2015 2016 2017 2018
Total Pension Liability
Service Cost S 11,795,411 $ 12,906,811 $ 13,720,496 $ 15,232,372
Interest 53,832,182 56,164,518 57,800,541 63,015,047
Changes of Benefit Termsm (1,277 929) — — —
Difference between Actual and Expected Experience 5,603,144 (2,210,692) (4,242,257) 18,961
Assumption Changes(" 11,026,357 11,676,037 52,573,659 4,771,684
Benefit Payments (35,874,016) (41,900,843) (44,576,144) (49,726,168)
Refunds of Contributions (941,310) (948,535) (905,574) (1,381,297)
Other(Change in Receivables from Excess Benefit Plan) 311,076 — —Net Change in Total Pension Liability 44,474,915 35,687,296 74,370,721 31,930,599
Total Pension Liability(Beginning of Year) 679,514,531 723,989,446 759,676,742 834,047,463
Total Pension Liability(End of Year)(a) $723,989,446 $759,676,742 $834,047,463 $865,978,062
Plan Fiduciary Net Position
Contributions-Employer $ 26,456,580 $ 27,783,852 $ 29,358,098 $ 31,892,485
Contributions-Employees(includes buybacks) 7,310,183 7,341,533 7,871,072 8,242,590
Net Investment Income (5,048,406) 55,818,905 70,646,599 51,285,893
Benefit Payments (35,874,016) (41,900,843) (44,576,144) (49,726,168)
Refunds of Contributions (941,310) (948,535) (905,574) (1,381,297)
Administrative Expense (706,283) (677,509) (703,539) (730,118)
Other(Adjustment)) — — (68,222)
Net Change in Plan Fiduciary Net Position (8,803,252) 47,417,403 61,622,290 39,583,385
Plan Fiduciary Net Position(Beginning of Year)(2) 516,387,785 507,584,533 555,001,936 616,624,226
Plan Fiduciary Net Position(End of Year)(b) $507,584,533 $555,001,936 $616,624,226 $656,207,611
City's Net Pension Liability(End of Year)(a)-(b) $216.404,913 $204,674,806 $217,423,237 $209.770,451
Plan Fiduciary Net Position as a Percentage 70.11% 73.06% 73.93% 75.78%
of the Total Pension Liability
Covered Employee Payroll(3) $ 82,359,302 $ 71,863,150 $ 77,013,213 $ 79,797,583
City's Net Pension Liability as a Percentage 262.76% 284.81% 282.32% 262.88%
of Covered-Employee Payroll
Source: Miami Beach Employees' Retirement Plan,A Pension Trust Fund of the City of Miami Beach,Florida, Financial Statements
and Accompanying Information for the Fiscal Year Ended September 30, 2018, dated March 19, 2019.
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Footnotes set forth below for the table on the immediately preceding page.
(1) For a detailed description of the changes made in the benefits and assumptions for the Employee Plan,
reference is made to the source of the table set forth above and to the City of Miami Beach Employees'
Retirement Plan Actuarial Valuation Report as of October 1,2017,prepared by Gabriel,Roeder, Smith and
Company,dated April 9,2018. A copy of such documents may be obtained from the City by contacting the
City's Chief Financial Officer, 1700 Convention Center Drive, Miami Beach, Florida 33139, Telephone
number: (305) 673-7466, Facsimile number: (305) 673-7795, Email address:
www.miamibeachfl.gov/finance.
(2) A difference of$68,222 exists between the amount provided for Fiscal Year 2017 and the net position held
in trust for pension benefits amount of$554,933,714 reported in the Statement of Fiduciary Net Position on
page 9 of the source of the table set forth above, as of the beginning of the year. The difference is due to
an accounting adjustment to receivables of the Employee Plan made subsequent to the availability of the
GASB 67 report provided by the actuary for the Employee Plan.
(3) Expected total covered payroll for the Fiscal Year ended September 30, 2018 was estimated based on the
expected pensionable payroll from the October 1, 2017 actuarial valuation for the Employee Plan.
Police and Firefighters' Retirement Plan
Plan Description. The pension fund for police officers and fire fighters employed by the City(the
"Police and Firefighters' Plan") is officially named the City Pension Fund for Firefighters and Police
Officers in the City of Miami Beach. The Police and Firefighters' Plan is a defined benefit pension plan
covering substantially all police officers and firefighters of the City,as established by Chapter 23414,Laws
of Florida, Special Acts of 1945, as amended. Members of the Police and Firefighters' Plan are divided
into four(4) tiers,based on whether they were hired prior to July 14, 2010 ("Police and Firefighters' Plan
Tier One"), on or after July 14, 2010 but prior to September 30, 2013 ("Police and Firefighters' Plan Tier
Two"),on or after September 30,2013 but prior to June 8,2016 for firefighters and prior to July 20,2016
for police officers ("Police and Firefighters' Plan Tier Three"), or on or after June 8, 2016 for firefighters
and on or after July 20, 2016 for police officers ("Police and Firefighters' Plan Tier Four").
Membership in the Police and Firefighters' Plan consisted of the following as of September 30,
2019, the date of the latest accrual valuation:
Police and Firefighters' Plan Membership
Active members 525
Deferred vested members 19
Retired members
a. Service 715*
b. Disabled 57
772 772
Total members 1.316
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year
Ended September 30, 2019.
* Includes members of the Police and Firefighters' Plan who are enrolled in DROP.
Plan Benefits. Police and Firefighters' Plan Tier One members who were eligible to retire prior
to September 30, 2013 may retire on a service retirement pension upon the attainment of age fifty(50)or,
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if earlier, the date when age and length of creditable service equals to at least seventy (70) years. Police
and Firefighters' Plan Tier One members eligible to retire on or after September 30, 2013 may retire on
a service retirement pension upon the attainment of age fifty(50)or, if earlier, the date when the member
attains the age of forty-seven(47)and the length of creditable service equals to at least seventy(70)years.
Upon retirement,Police and Firefighters' Plan Tier One members who were eligible to retire prior
to September 30, 2013 will receive a monthly pension,payable for life, equal to three percent(3%)of the
member's average monthly salary, as defined in the Police and Firefighters' Plan ordinance, for each of
the first fifteen (15) years of creditable service and four percent (4%) of the member's average monthly
salary for each year of creditable service in excess of fifteen(15)years;provided,however,that the pension
benefit shall not exceed ninety percent (90%) of the member's average monthly salary. Police and
Firefighters' Plan Tier One members eligible to retire on or after September 30, 2013 will receive a
monthly pension,payable for life, equal to three percent(3%)of the member's average monthly salary, as
defined in the Police and Firefighters' Plan ordinance, for each of the first twenty(20)years of creditable
service and four percent (4%) of the member's average monthly salary for each year of creditable service
in excess of twenty (20) years; provided, however, that the pension benefit does not exceed eighty-five
percent (85%) of the member's average monthly salary. All Police and Firefighters' Plan members and
beneficiaries receiving a monthly pension as of September 30,2010 will receive a 2.5%increase in benefits
on October 1 of each year. Members that retire on or after September 30, 2010 will receive a 2.5%
increase in benefits annually on the anniversary date of the member's retirement.
Any Police and Firefighters' Plan Tier Two member.may retire on a service retirement pension
upon the attainment of age fifty (50) or, if earlier, the date when the member attains age forty-eight (48)
and the length of creditable service equals to at least seventy (70) years. Upon retirement, a Police and
Firefighters' Plan Tier Two member will receive a monthly pension,payable for life, equal to three percent
(3%) of the member's average monthly salary, as defined in the Police and Firefighters' Plan ordinance,
for each of the first twenty(20)years of creditable service and four percent(4%) of the member's average
monthly salary for each year of creditable service in excess of twenty(20) years; provided, however, that
the pension benefit shall not exceed eighty-five percent (85%) of the member's average monthly salary.
The average monthly salary of a Police and Firefighters'Plan Tier Two member is computed based on such
member's salary for the three (3) highest paid years prior to the date of retirement or the average of the
last three (3) paid years to such member prior to the date of retirement, whichever produces the greater
benefit after consideration of overtime limitations. All Police and Firefighters' Plan Tier Two retirees and
beneficiaries will receive a 1.5% increase in benefits annually on the anniversary date of the member's
retirement.
The benefits for Police and Firefighters' Plan Tier Three members are the same as the ones
described in the immediately preceding paragraph for Police and Firefighters' Plan Tier Two members,
except the average monthly salary of a Police and Firefighters' Plan Tier Three member is computed based
on such member's salary for the five (5) highest paid years prior to the date of retirement or the average
of the last three (3) paid years to such member prior to the date of retirement, whichever produces the
greater benefit after consideration of overtime limitations.
The benefits for Police and Firefighters' Plan Tier Four members are the same as the ones
described in the immediately preceding paragraph for Police and Firefighters' Plan Tier Three members,
except (i) the average monthly salary of a Police and Firefighters' Plan Tier Four member is computed
based on such member's average of the five (5) highest paid years prior to the date of retirement, taking
into consideration the overtime limit, and (ii) the normal retirement eligibility is the earlier of the
attainment of age 52, with five (5) years of creditable service or the length of creditable service equals to
at least seventy(70) years, but the member must have at least attained the age of 48.
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Any member of the Police and Firefighters' Plan who becomes totally and permanently disabled
at any time as a result of illness or injury suffered in the line of duty may be retired on an accidental
disability pension. For a service connected disability, the minimum pension payable is eighty-five percent
(85%) of the member's monthly salary at the time of disability retirement, less any offset for worker's
compensation. Any Police and Firefighters' Plan member who becomes totally or permanently disabled
after five(5)years of creditable service as a result of illness or injury not suffered in the line of duty may
be retired on an ordinary disability retirement pension. Upon disability retirement, a Police and
Firefighters' Plan member receives a monthly pension equal to such member's service retirement benefits.
For a non-service connected disability, the pension benefit is the accrued benefit after five(5)years of the
member's creditable service. The Police and Firefighters' Plan also provides death benefits for
beneficiaries or members for service connected and non-service connected death.
If a Police and Firefighters' Plan member resigns or is lawfully discharged before retirement, such
member's contributions, with three percent (3%) interest per annum, are returned to that member. The
Police and Firefighters' Plan also provides a special provision for vested benefits for members who
terminate their employment after five(5)years of service. In the alternative and in lieu of the normal form
of benefit, the Police and Firefighters' Plan member may, at any time prior to retirement, elect to receive
a lifetime retirement benefit with one hundred twenty (120) monthly payments guaranteed. If the Police
and Firefighters' Plan member should die before one hundred twenty(120) monthly payments are made,
benefits will continue to be paid to the member's designated beneficiary for the balance of the one hundred
twenty(120) month period. If the retired Police and Firefighters' Plan member is living after one hundred
twenty (120) monthly payments are made, the payments shall be continued for the member's remaining
lifetime. In case of termination of the Police and Firefighters' Plan, benefits accrued to members of the
Police and Firefighters' Plan are not subject to forfeit.
An active Police and Firefighters' Plan Tier One member may enter into a DROP on the first day
of any month after becoming eligible to retire. Upon becoming eligible to participate in the DROP, a
Police and Firefighters' Plan Tier One member may elect to enter that program for a period not to exceed
thirty-six (36) months. Police and Firefighters' Plan Tier One members who enter the DROP on or after
September 1, 2012 shall be eligible to participate for a period not to exceed sixty(60)months. All Police
and Firefighters'Plan Tier One members shall receive a 2.5%cost of living adjustment increase in benefits
annually on the anniversary date of the member's retirement. The exception is for Police and Firefighters'
Plan Tier One members who entered the DROP on or after September 1, 2012 and before September 30,
2013. Those members shall receive a zero percent(0%) cost of living adjustment for the third and fourth
annual adjustment dates, regardless of whether the member remains in the DROP for the maximum sixty
(60) month period. Further, any member who exits the DROP within six (6) months following the date
of DROP entry shall be eligible to receive the 2.5% cost of living adjustment.
An active Police and Firefighters' Plan Tier Two member or Police and Firefighters' Plan Tier
Three member may enter into the DROP on the first day of any month after attainment of age fifty (50)
or, if earlier, the date when the member attains age forty-eight (48) and the age and length of creditable
service equals to at least seventy(70)years. Upon becoming eligible to participate in the DROP, a Police
and Firefighters' Plan Tier Two member or Police and Firefighters' Plan Tier Three member may elect to
enter that program for a period not to exceed sixty(60)months. All of such members shall receive a 1.5%
cost of living adjustment increase in benefits annually on the anniversary date of the member's retirement.
Beginning October 1, 2016, Police and Firefighters' Plan members already participating in the
DROP are permitted to extend their DROP participation to 96 months but no cost of living adjustment will
be paid during the extended years of participation. Police and Firefighters' Plan members who elect the
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DROP after October 1, 2016 can participate for up to 96 months but no cost of living adjustment will be
provided for the first through the fourth year of the DROP participation.
At September 30,2019,$25,499,534,the total amount of the DROP payable,represents the balance
of the self-directed participants as all of the participants are now in the self-directed DROP.
Contributions to the Police and Firefighters'Plan. The City is required to contribute an actuarially
determined amount to the Police and Firefighters' Plan that,when combined with members' contributions,
will fully provide for all benefits as they become payable. All Police and Firefighters' Plan Tier One
members and Police and Firefighters' Plan Tier Two members are required to contribute ten percent(10%)
of their salary to the Police and Firefighters' Plan, while all Police and Firefighters' Plan Tier Three
members and Police and Firefighters' Plan Tier Four members are required to contribute ten and one-half
percent(10.5%)of their salary to the Police and Firefighters' Plan. The actual contribution from the City
and from the State for active employees for the Fiscal Year ended September 30, 2019, was $39,626,600
and $120,549, respectively. Covered payroll, excluding DROP members, was $64,181,403. The
contribution required from the City and the State for the Fiscal Year ended September 30, 2019 was
actuarially determined by the October 1, 2017 valuation to be $39,747,149.
Net Pension Liability. The City's net pension liability and related ratios for the Police and
Firefighters' Plan for the Fiscal Years ended September 30,2015 through September 30, 2018 are set forth
in the table on the following page.
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Police and Firefighters'Plan
Schedule of Changes in the Employer's
Net Pension Liability and Related Ratios
Fiscal Year Ended September 30
2015 2016 2017 2018
Total Pension Liability
Service Cost $ 16,098,560 $ 17,803,602 $ 17,530,982 $ 18,462,961
Interest 78,415,039 82,627,847 87,422,136 91,544,984
Changes of Benefit Terme — — (9,686,441) —
Difference between Actual and Expected Experience 12,428,547 14,588,712 141,740 11,814,591
Assumption Changee 5,686,196 2,447,885 34,969,254 6,951,570
Benefit Payments(including Refunds of Contributions) (62,686,716) (54,861,660) (58,574,937) (75,460,821)
Net Change in Total Pension Liability 49,941,626 62,606,386 71,800,734 53,313,285
Total Pension Liability(Beginning of Year) 991,506,019 1,041,447,645 1,104,054,031 1,175,854,766
Total Pension Liability(End of Year)(a) $1,041,447,645 $1,104,054,031 $1,175,854,765 $1,229,168,051
Plan Fiduciary Net Position
Contributions-City and State $ 33,149,388 $ 34,970,641 $ 35,367,866 $ 37,639,937
Contributions-Employees 5,944,414 5,984,397 6,198,244 6,593,715
Net Investment Income 5,689,333 70,539,300 85,791,174 82,094,851
Benefit Payments(including Refunds of Contributions) (62,686,716) (54,861,660) (58,574,937) (75,460,821)
Administrative Expense (777,493) (826,044) (769,079) (802,106)
Net Change in Plan Fiduciary Net Position (18,681,074) 55,806,634 68,013,268 50,065,576
Plan Fiduciary Net Position(Beginning of Year) 769,298,572 750,617,498 806,424,132 874,437,400
Plan Fiduciary Net Position(End of Year)(b) $750,617,498 $806,424,132 $874.437,400 $924,502.976
City's Net Pension Liability(End of Year)(a)-(b) $290,830,147 $297,629.899 $301.417,365 $304,665,075
Plan Fiduciary Net Position as a Percentage
72.07% 73.04% 74.37% 75.21%
of the Total Pension Liability
Covered Employee Payrollm $ 56,545,113 $ 56,759,632 $ 59,907,167 $ 64,126,115
City's Net Pension Liability as a Percentage 514.33% 524.37% 503.14% 475.10%
of Covered-Employee Payroll
Source: City Pension Fund for Firefighters and Police Officers in the City of Miami Beach Financial Statements for the Years Ended
September 30, 2018 and 2017, dated March 21, 2019.
Footnotes for the immediately preceding table are set forth on the following page.
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(1) For a detailed description of the changes made in the benefits and assumptions for the Police and
Firefighters'Plan,reference is made to the source of the table set forth above,to the City Pension Fund for
Firefighters and Police Officers in the City of Miami Beach Actuarial Valuation as of October 1, 2016,
prepared by Gabriel, Roeder, Smith and Company, dated May 3, 2017 and to the City Pension Fund for
Firefighters and Police Officers in the City of Miami Beach Actuarial Valuation as of October 1, 2017,
prepared by Gabriel, Roeder, Smith and Company,dated April 16, 2018. A copy of such documents may
be obtained from the City by contacting the City's Chief Financial Officer, 1700 Convention Center Drive,
Miami Beach, Florida 33139, Telephone number: (305) 673-7466, Facsimile number: (305) 673-7795,
Email address: www.miamibeachfl.gov/finance.
(2) Expected total covered payroll for the Fiscal Year ended September 30, 2018 was estimated based on the
expected pensionable payroll from the October 1, 2017 actuarial valuation for the Police and Firefighters'
Plan.
Other Retirement and Compensation Plans
Firemen's and Police Relief and Pension Funds
The City's firefighters and police officers are members of two(2)separate non-contributory money
purchase benefit plans established under the provisions of Florida Statutes, Chapters 175 and 185,
respectively. These plans are funded solely from proceeds of certain excise taxes levied by the City and
imposed upon property and casualty insurance coverage within City limits. The excise taxes, which are
collected from insurers by the State, are remitted to the Plans' Boards of Trustees. The City is under no
obligation to make any further contributions to the plans.
The excise taxes received from the State and remitted to the plans for the Fiscal Year ended
September 30, 2019 were $1,391,602 for firefighters and $720,876 for police officers. These payments
were recorded on the City's books as revenues and expenditures during the fiscal year. Plan benefits are
allocated to participants based upon their service during the year and the level of funding received during
the year. Participants are fully vested after ten (10) years of service with no benefits vested prior to ten
(10)years of service, except those prior to June 1983. All benefits are paid in a lump sum format, except
for the Police Relief Funds, where participants may also elect not to withdraw, or to partially withdraw,
his or her retirement funds.
Defined Contribution Retirement Plan -401(a)
The City has a defined contribution retirement plan (the "Defined Contribution Plan") that was
created in accordance with Section 401(a)of the Internal Revenue Code of 1986,as amended(the"Code").
The Defined Contribution Plan provides retirement and other related benefits for eligible employees as an
option to the other retirement systems sponsored by the City. However, effective March 19, 2006, the
Defined Contribution Plan was no longer offered to new employees of the City. Current employees are
still participating in the Defined Contribution Plan.
The Defined Contribution Plan is administrated by a Board of Trustees, which has the general
responsibility for the Plan's proper operation and management. The Defined Contribution Plan complies
with the provisions of section 401(a)of the Code and may be amended by the City Commission. The City
has no fiduciary responsibility for the Defined Contribution Plan. Consequently, amounts accrued for
benefits are not recorded in the fiduciary fund.
Employees in the Defined Contribution Plan hired prior to February 21, 1994 are required to
contribute ten percent(10%)of their salary while employees hired after February 21, 1994 are required to
contribute eight percent (8%) of their salary. The City matches the employee's contribution one hundred
percent (100%). The Defined Contribution Plan of each employee is the immediate property of the
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employee. Employees have a choice of plan administrators and are responsible for the investment of their
funds amongst choices of investment vehicles offered by their selected plan administrator.
Defined Contribution Plan information, as of and for the Fiscal Year ended September 30, 2019,
is as follows:
Defined Contribution Plan Information
Members in Defined Contribution Plan 23
City's contribution $130,812
Percentage of covered payroll 7.71%
Employees' contribution 131,117
Percentage of covered payroll 7.73
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30, 2019.
Other Post Employment Benefits
Plan Description
In accordance with Section.112.0801, Florida Statutes, the City is required to permit eligible
retirees and their eligible dependents to participate in the City's health insurance program at a cost to the
retirees that is no greater than the cost at which coverage is available for active employees. Although not
required by law,the City pays a portion of such cost of participation for its retirees. The City also provides
life insurance to the retirees.
In June 2015,the Governmental Accounting Standard's Board("GASB")issued Statement No.75,
"Accounting and Financial Reporting for Postemployment Benefits Other Than Pensions" ("GASB 75").
GASB 75 replaces the requirements of GASB Statement No.45, "Accounting and Financial Reporting by
Employers for Postemployment Benefits Other Than Pensions,"as amended, and GASB Statement No. 57,
"OPEB Measurements by Agent Employers and Agent Multiple-Employer Plans." The objective of GASB
75 is to improve the financial reporting by state and local governments for postemployment benefits other
than pensions ("OPEB") and improve information for OPEB that is provided by other entities. The
provisions of GASB 75 are effective beginning with for the financial statements of the City for the Fiscal
Year ended September 30, 2018. While GASB 75 requires recognition and disclosure of the unfunded
OPEB liability, there is no requirement that the liability of such plan be funded. The City's single
employer OPEB Plan (the "OPEB Plan") currently provides the following post employment benefits:
(a) Health and Dental Insurance-Employees of the City hired prior to March 18,2006
are eligible to receive a fifty percent(50%)health insurance contribution of the total premium cost.
At age sixty-five (65), if the retiree is eligible for Medicare Part B, the City contributes fifty
percent (50%) of the Medicare Part B payment. Employees hired after March 18, 2006, after
vesting in City's retirement plans, are eligible to receive an offset to the retiree premium equal to
$10 per year of credible service, up to a maximum of$250 per month until age sixty-five(65) and
$5 per year of credible service up to a maximum of$125, thereafter.
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(b) Life Insurance - Employees of the City are eligible to receive a life insurance
benefit of$1,000 towards the cost of such insurance.
As of September 30, 2008, the City established an OPEB Trust (the "OPEB Trust") and began
funding its OPEB obligation. Stand alone financial statements for the OPEB Trust are not prepared. As
of September 30, 2019, the date of the most recent actuarial valuation, OPEB Plan participation consisted
of the following:
OPEB Plan Participation
OPEB Plan Participants 2,296
Retirees receiving benefits 1,359
Total 3,655
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2019.
Funding of OPEB Plan
The City has the authority to establish and amend the funding policy of the OPEB Plan. For the
Fiscal Year ended September 30, 2019, the City paid$11,568,424 in OPEB benefits on a pay-as-go basis
and$ to the OPEB Trust. The City's net OPEB obligation as of September 30, 2019 was
$366,012,523. The City intends to base future OPEB Trust contributions on the annual required
contribution in subsequent annual actuarial reports. However, no OPEB Trust contributions are legally or
contractually required.
The annual cost (expense) of the OPEB Plan is calculated based on the annual required
contribution, an amount actuarially determined in accordance with the parameters of GASB 75. The annual
required contribution represents a level of funding that, if paid on an ongoing basis, is projected to cover
the normal cost each year and amortize any unfunded actuarial liability over a period not to exceed thirty
(30) years.
The following table shows the components of the net OPEB liability of the City as of September
30, 2019.
Net OPEB Liability
Total OPEB Liability $401,713,392
OPEB Plan Fiduciary's Net Position 35,700,869
Net OPEB Liability $366,012.523
Plan Fiduciary Net Position as a Percentage
8.89%
of the total OPEB Liability
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2019.
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The City's net OPEB liability and related ratios for the Fiscal Years ended September 30, 2017
through September 30, 2019 are set forth in the table below.
OPEB Schedule of Changes in the City's
Net OPEB Liability and Related Ratios
Fiscal Year Ended September 30
2017(1) 2018 2019
Total OPEB Liability
Service Cost $ 3,074,151 $ 3,921,508 $ 6,544,300
Interest 13,700,847 14,345,708 16,033,277
Assumption Changes(2) — (2,399,422) 65,525,101
Benefit Payments (10,111,628) (11,647,331) (13,507,000)
Net Change in Total OPEB Liability 6,663,370 4,220,463 74,595,628
Total OPEB Liability(Beginning of Year) 173,242,455 179,905,825 184,126,288
Restatement -0- -0- 142,991,476
Total OPEB Liability(Beginning of Year,as -0- -0- 327,117,764
restated)
Total OPEB Liability(End of Year)(a) $179,905,825 $184,126,288 $401,713,392
Plan Fiduciary Net Position
Contributions-City $ 438,000 $ 1,039,279 $ 13,996,031
Net Investment Income 3,302,688 2,540,698 886,546
Benefit Payments -0- -0- (13,507,000)
Administrative Expense 145,690 (65,711) (88,918)
Net Change in Plan Fiduciary Net Position 3,886,378 3,514,266 1,286,659
Plan Fiduciary Net Position(Beginning of Year) 27,013,566 30,899,944 34,414,210
Plan Fiduciary Net Position(End of Year)(b) $30,899,944 $34,414,210 $35,700,869
City's Net OPEB Liability(End of Year)(a)- $149,005,881 $149,712,078 $366,012,523
(b)
Plan Fiduciary Net Position as a Percentage 17.18% 18.69% 8.89%
of the Total OPEB Liability
Covered Employee Payro1r $142,146,603 $147,122,000 $150,737,233
City's Net OPEB Liability as a Percentage o 0 0
of Covered-Employee Payroll�3� 104.83/° 101.76/0 242.81/o
Source: City of Miami Beach,Florida Comprehensive Annual Financial Report for the Fiscal Year Ended September
30, 2019.
(1) Fiscal Year 2017 constitutes the first Fiscal Year for which data is available.
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(2) For a detailed description of the changes made in the assumptions for OPEB,reference is made to the source
of the table set forth above, a copy of which may be obtained from the City by contacting the City's Chief
Financial Officer, 1700 Convention Center Drive,Miami Beach,Florida 33139,Telephone number: (305)
673-7466, Facsimile number: (305) 673-7795, Email address: www.miamibcachfl.gov/finance.
(3) Employees do not contribute to OPEB.
For more detailed information concerning the Employee Plan, the Police and Firefighters' Plan,
the City's other retirement and contribution plans and the OPEB Plan, including actuarial valuations,
assumptions about future events and contact information for the acquisition of separate audited financial
statements for each plan (except the OPEB Plan, which does not have separate audited fmancial
statements), see "APPENDIX B - Excerpts from Comprehensive Annual Financial Report of the City of
Miami Beach,Florida for the Fiscal Year Ended September 30,2019"and,in particular,Note 16 and, with
respect to the OPEB Plan, Note 17 of the Notes to the Financial Statements and the information provided
in the Required Supplementary Information.
INVESTMENT CONSIDERATIONS
COVID-19
In December, 2019 a respiratory disease caused by a novel strain of coronavirus was detected in
China. The disease has since spread to other countries, including the United States of America,producing
sickness and deaths in the places where it has spread. The disease was declared a Public Health Emergency
of International Concern on January 30, 2020, named "COVID-19" on February 11, 2020, and declared
a pandemic on March 10, 2020, each by the World Health Organization. Currently, no proven cure exists
for COVID-19.
To address the health concerns presented by COVED-19, state and local governments implemented
unprecedented, formal restrictions to limit human contact. During the month of March, 2020, emergency
declarations were issued by the federal government, the State, the County, and the City. Pursuant to such
declarations, far-reaching social distancing measures were adopted, which generally required the closure
of public areas and facilities,public and private schools,private businesses that are not critical or essential
businesses and the prohibition of gatherings involving attendance of more than ten (10) people.
Additionally, individuals throughout the County were strongly urged to remain in their homes, other than
to engage in essential activities, and to wear facial masks when interacting with others outside their homes.
Commercial establishments, government buildings and public areas and facilities were opened in phases
in 2020, with restrictions placed on the number of people that may access such establishments, areas and
facilities and the manner in which they may be accessed. Certain restrictions on activities throughout the
City remain. For additional information and updates on the continuing impact of COVED-19 in the City,
see the City's website at: https://www.miamibeachfl.gov/coronavirus/.
The outbreak of COVED-19 has affected travel, commerce and financial markets globally, and is
widely expected to have a significant impact on economies worldwide. The continued spread of the
disease, containment, and efforts designed to mitigate its effects are expected to negatively impact the
financial and operating condition of the City. [NOTE: Add brief description of the dollar amount of the
impact thus far,measures taken to address or avert losses and amount received, or expected to be received,
from federal government and other sources to address such impact.]
The total or long-term negative impact on the City of COVED-19 cannot be predicted with any
reasonable degree of certainty at this time. The continued spread of the disease, containment, and efforts
designed to mitigate its effects could continue to have a negative affect on revenues of the City, including
the Net Revenues. No assurance can be given that the changes produced by the outbreak of COVED-19
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will not materially adversely impact Net Revenues, which could adversely affect the ability of the City to
comply with its covenants under the Bond Resolution, including its covenant to satisfy Principal and
Interest Requirements when due. See "SECURITY AND SOURCES OF PAYMENT" herein.
Climate Change
The State of Florida is naturally susceptible to the effects of extreme weather events and natural
disasters, including floods, droughts and hurricanes. The occurrence of such events and natural disasters
can produce significant negative ecological, environmental and economic impacts. Such impacts can be
exacerbated by a longer-term shift in the climate over several decades (commonly referred to as climate
change), including increasing global temperatures and rising sea levels.
Numerous scientific studies on global climate change conclude that, among other effects on the
global ecosystem, extreme and abnormal temperature fluctuations have occurred globally and, without the
implementation of measures to address the phenomenon, will continue to occur. Such occurrences have
been determined by scientific studies to be the primary reason for current and projected increases in sea
levels and for extreme weather events to occur in higher frequency and intensity. Projected changes in
weather and tidal patterns place coastal areas like the City at risk of substantial wind or flood damage over
time,affecting private development and public infrastructure,including roads,utilities,emergency services,
schools, and parks. As a result, global climate change increases the potential of considerable fmancial Ioss
to the City, including, without limitation, substantial losses in tax revenues. In addition, many residents,
businesses and governmental operations could be severely disabled for significant periods of time or
displaced, and the City could be required to mitigate these effects at a potentially material cost.
The City is keenly aware of the risks from hurricanes and sea level rise, as are officials at the
County. Consequently, advanced emergency management procedures and more stringent construction
codes were implemented by the County and the State to reduce risks from hurricanes and flooding. In the
City, since elevation is higher on the east side of the City, capital projects designed to reduce the negative
impacts of sea level rise and to control flooding have been prioritized so that installations are initially
concentrated on the west side of the City. In addition, to address issues related to climate change, the City
developed three (3) areas of concentration: (i) accessing the best available science and engineering; (ii)
addressing critical public infrastructure needs of the more vulnerable areas, while taking a deliberate and
measured look at longer term strategies that reduce flood risks; and (iii) addressing private infrastructure
through land use changes and guidance that reduces flood risks for historic and private property. The City
also completed a vulnerability assessment of public assets to identify and prioritize vulnerable assets and
develop flexible and responsive adaptations and mitigation measures. More detailed information
concerning the City's climate change assessments,strategies and initiatives is provided on the City's Rising
Above web page at: http://www.mbrisingabove.com/.
Science and Engineering
The City conducts infrastructure planning and land use changes based on scientific studies and
information most applicable to the City concerning sea level rise and flood projections, along with local
tidal and rainfall gauges. The City is a Steering Committee member of the Southeast Florida Regional
Climate Change Compact (the "Compact") and works regionally to collaborate on climate change issues,
including sea level rise. The City adopted the Compact's Unified Sea Level Rise Projection for Southeast
Florida and uses such projection when planning, designing and constructing capital projects. The City also
relies upon the climate change strategies described in the Compact's Regional Climate Action Plan. The
Compact's Regional Climate Action Plan may be viewed on the Compact's website at:
http://southeastfloridaclimatecompact.org/.
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The City is also part of the international 100 Resilient Cities network and is included in the Greater
Miami and the Beaches partnership. Through such affiliation, climate change experts have visited the City,
like the Urban Land Institute and the Columbia University Resilience Accelerator, for analysis of City
programs and projects from a climate change perspective. In addition, the City is creating a resilience
strategy with the Greater Miami and the Beaches partnership that is focused on reducing climate change
risks. The resilience strategy is expected to be released during the second quarter of this year and the
City's strategic plan is expected to be updated to include pertinent actions from the Greater Miami and the
Beaches resilience strategy. The County also has a climate change strategic plan that it has adopted. The
County's climate change strategic plan is outlined in the GreenPrint link on the County's website at:
http://miamidade. pv/GreenPrint/.
Public Infrastructure
One of the natural defenses against certain negative impacts of climate change is the County's
renourished beaches and extensive coastal dune system on the east side of the City. These serve as a vital
buffer between coastal infrastructure and the impacts of wave action and surge during storm events.
[During the next two (2) years, the United States Army Corps of Engineers will be working with the
County and the City to conduct a feasibility study to prepare for reauthorization for the next fifty(50)years
of beach management.] [ANY UPDATE?] Included in the County's beach renourishment program is
vegetation management to preserve and grow the dune system. For the past five (5) years the City has
operated in an aggressive manner to address the critical infrastructure needs of some of the more vulnerable
areas on the west side of the City. Having addressed those most vulnerable areas, the City is currently
developing and implementing long-term programs and strategies for more public infrastructure
improvements.
The City has installed or retrofitted [twenty-seven (27)] [ANY UPDATE NEEDED?] of what it
anticipates will be approximately eighty(80)pumps to alleviate or eliminate flooding throughout the City.
Among other sources of funding, in each of 2015 and 2017 the City issued $100 million of Stormwater
Revenue Bonds and in 2017 $85 million of Water and Sewer Revenue Bonds to implement infrastructure
projects that will aid in the fight against the negative impacts of climate change. In 2018 the electors of
the City approved the issuance of various series of general obligation bonds; approximately $200 million
of such bonds are expected to be used to fund infrastructure projects that also will aid in the fight against
the negative impacts of climate change. In addition,the City expects to utilize approximately$100 million
in tax increment revenue from the County to fund infrastructure projects for sea level rise mitigation. The
City is preparing,together with a consulting engineering firm retained for such purpose,an integrated water
management plan that will establish a strategy and schedule for the implementation during the next five
(5) to ten (10) years of infrastructure improvements designed to alleviate or prevent negative impacts
expected to result from climate change.
Recent improvements to the City's stormwater system have significantly increased the system's
pipe and pumping capacity, enabling the system to handle more intense rainfall. In addition, roads have
been elevated in the lowest lying areas. As a result of recent improvements,the City has avoided numerous
tidal flooding incidents in recent years.
Private Property •
In recent years the City has adopted numerous land use code amendments in response to concerns
emanating from the potential impact of climate change. Efforts have been made to increase resilience for
private property as well as to reduce the risk of damage to historic properties. Included among the actions
taken are the establishment of(i) a requirement for new homes to be built one (1) to five (5) feet higher
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than the Federal Emergency Management Agency("FEMA")requirement;(ii)a minimum FEMA freeboard
requirement for new construction and significant renovations throughout the City; (iii) sea level rise and
resilience review criteria for use by land use boards in the City; (iv) an increase in allowable height of
commercial property to provide additional ground floor height for future elevation of the first floor; (v) an
increase in the elevation required for seawalls in the City; (vi) an increase in required green space, with
more setbacks for increased water permeability; and (vii) an increase in the elevation required for certain
land areas.
Projections of the effects of global climate change on the City are complex and depend on many
factors that are outside the control of the City. The various scientific studies that forecast climate change
and its adverse effects,including severe storms, sea level rise and flooding risks,are based on assumptions
contained in such studies. Actual events, however, may vary materially from such forecasts. In addition,
the scientific understanding of climate change and its effects continues to evolve. Accordingly, the City
is unable to forecast when sea level rise or other adverse effects of climate change(e.g., the occurrence and
frequency of 100-year storm events, hurricanes, and king tides) will occur. In particular, the City cannot
predict the timing or precise magnitude of adverse economic effects,including,without limitation,material
adverse effects on the business operations or financial condition of the City and the local economy during
the term of the Series 2021A Bonds. While the effects of climate change may be mitigated by the City's
past and future investment in adaptation strategies, the City can give no assurance about the net effects of
those strategies and whether the City will be required to take additional adaptive mitigation measures. If
necessary, such additional measures could require significant capital resources in excess of the resources
already contemplated by the City to be spent on adaptation strategies.
Cybersecurity
Computer networks and systems used for information transmission and collection are vital to the
efficient operations of the City. City systems provide support to departmental operations and constituent
services by collecting and storing sensitive information, including intellectual property, security
information, proprietary business process information, information regarding suppliers and business
partners, and personally identifiable information of customers, constituents and employees (collectively,
"Computer Information"). The secure processing,maintenance and transmission of Computer Information
is critical to effective departmental operations and the appropriate provision of citizen services.
Increasingly, governmental entities are being targeted by cyber-attacks seeking to obtain Computer
Information or disrupt critical services. A rapidly changing cyber risk landscape may introduce new
vulnerabilities that attackers and hackers can exploit in their efforts to effect breaches or service
disruptions. Employee error and/or malfeasance may also contribute to a loss of Computer Information
or other system disruptions.
Protocols
A successful cybersecurity approach has multiple layers of protection spread across the computers,
networks, programs, and Computer Information that is to be protected. The City endeavors to integrate
its employees, computer processes, and technology to create an effective defense against cyber-attacks.
The City currently utilizes a global research and advisory firm that specializes in providing technology and
computer system consultation to guide the development and growth of its cybersecurity protections. For
its core infrastructure, the City relies on, among other protections, a combination of industry leading,
enterprise grade firewalls, network access controls, intrusion detection systems, email and web filtering,
advanced traffic analysis, endpoint protections, encryption, and digital rights management. There is
proactive monitoring of internal and external systems, with real time monitoring solutions and the use of
computer security best practices. The City provides yearly mandated security training for all City staff,
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ongoing instruction and certifications for technical staff, and participation in industry acknowledged
educational conferences and training. The City reviews its cybersecurity protocols on an ongoing basis to
stay abreast of emerging and effective procedures and measures.
Threat Response
The City can respond to cybersecurity threats in many ways, depending on the severity and mode
of attack. The City has internal internet technology staff that it can use to respond to a cybersecurity threat,
including, without limitation, network administrators, database administrators, system administrators and
analysts and field technicians. Additionally, the City has internet security vendors on retainer to provide
industry expertise that can be quickly accessed to respond to and remedy a cybersecurity incident.
Budgetary funds are also available to secure the services of other professional consultants to respond to
a cybersecurity incident, if needed. The City's Security Operations Center monitors computer and network
logs for cybersecurity issues, constantly scanning infrastructure for vulnerabilities. In addition, the City
has other systems to monitor inbound and outbound traffic and to respond automatically with counter
measures when cybersecurity abnormalities occur.
The City regularly refines and seeks to improve its cybersecurity risk management policies and
procedures and regularly trains employees to comply with cybersecurity regulatory requirements. It also
maintains cyber risk insurance to help mitigate its exposure to security attacks that are known to cripple
an organization's technology system and/or fraudulently confiscate funds.
While City cybersecurity and operational safeguards are periodically tested, no assurances can be
given that such measures will ensure against all cybersecurity threats or attacks. Cybersecurity breaches
could damage or compromise the City's computer network and the confidentiality, integrity, or availability
of the City's computer system or the Computer Information. The potential disruption,access,modification,
disclosure or destruction of Computer Information could result in the interruption of City commerce, the
initiation of legal claims or proceedings, liability under laws that protect the privacy of personal
information,regulatory penalties,and the loss of confidence in City functions,which could adversely affect
City revenues or cause a material disruption in the City's operations or the appropriate provision of City
services. The costs of remedying any such damage or protecting against future attacks could be substantial
and in excess of the maximum amount of the City's cyber risk insurance policy. Further, the litigation to
which the City could be exposed following a cybersecurity breach could be significant, which could cause
the City to incur material costs related to such legal claims or proceedings.
TAX MATTERS
General
In the opinion of Squire Patton Boggs (US) LLP, Bond Counsel, under existing law: (i) interest
on the Series 2021A Bonds is excluded from gross income for federal income tax purposes under Section
103 of the Internal Revenue Code of 1986, as amended(the"Code"), and is not an item of tax preference
for purposes of the federal alternative minimum tax, and (ii) the Series 2021A Bonds and the income
thereon are exempt from taxation under the laws of the State of Florida, except estate taxes imposed by
Chapter 198, Florida Statutes, as amended, and net income and franchise taxes imposed by Chapter 220,
Florida Statutes, as amended. Bond Counsel expresses no opinion as to any other tax consequences
regarding the Series 2021A Bonds.
The opinion on federal tax matters will be based on and will assume the accuracy of certain
representations and certifications, and continuing compliance with certain covenants, of the City contained
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in the transcript of proceedings and that are intended to evidence and assure the foregoing, including that
the Series 2021A Bonds are and will remain obligations the interest on which is excluded from gross
income for federal income tax purposes. Bond Counsel will not independently verify the accuracy of the
City's representations and certifications or the continuing compliance with the City's covenants.
The opinion of Bond Counsel is based on current legal authority and covers certain matters not
directly addressed by such authority. It represents Bond Counsel's legal judgment as to exclusion of
interest on the Series 2021A Bonds from gross income for federal income tax purposes but is not a
guaranty of that conclusion. The opinion is not binding on the Internal Revenue Service ("IRS") or any
court. Bond Counsel expresses no opinion about (i) the effect of future changes in the Code and the
applicable regulations under the Code or (ii) the interpretation and the enforcement of the Code or those
regulations by the IRS.
The Code prescribes a number of qualifications and conditions for the interest on state and local
government obligations to be and to remain excluded from gross income for federal income tax purposes,
some of which require future or continued compliance after issuance of the obligations. Noncompliance
with these requirements by the City may cause loss of such status and result in the interest on the Series
2021 A Bonds being included in gross income for federal income tax purposes retroactively to the date of
issuance of the Series 2021A Bonds. The City has covenanted to take the actions required of it for the
interest on the Series 2021A Bonds to be and to remain excluded from gross income for federal income
tax purposes, and not to take any actions that would adversely affect that exclusion. After the date of
issuance of the Series 2021A Bonds, Bond Counsel will not undertake to determine (or to so inform any
person) whether any actions taken or not taken, or any events occurring or not occurring, or any other
matters coming to Bond Counsel's attention, may adversely affect the exclusion from gross income for
federal income tax purposes of interest on the Series 2021A Bonds or the market value of the Series 2021A
Bonds.
Interest on the Series 2021A Bonds may be subject to a federal branch profits tax imposed on
certain foreign corporations doing business in the United States and to a federal tax imposed on excess net
passive income of certain S corporations. Under the Code,the exclusion of interest from gross income for
federal income tax purposes may have certain adverse federal income tax consequences on items of income,
deduction or credit for certain taxpayers, including financial institutions, certain insurance companies,
recipients of Social Security and Railroad Retirement benefits, those that are deemed to incur or continue
indebtedness to acquire or carry tax-exempt obligations, and individuals otherwise eligible for the earned
income tax credit. The applicability and extent of these and other tax consequences will depend upon the
particular tax status or other tax items of the owner of the Series 2021A Bonds. Bond Counsel will express
no opinion regarding those consequences.
Payments of interest on tax-exempt obligations, including the Series 2021A Bonds, are generally
subject to IRS Form 1099-INT information reporting requirements. If a Series 2021A Bond owner is
subject to backup withholding under those requirements, then payments of interest will also be subject to
backup withholding. Those requirements do not affect the exclusion of such interest from gross income
for federal income tax purposes.
Bond Counsel's engagement with respect to the Series 2021A Bonds ends with the issuance of the
Series 2021A Bonds, and,unless separately engaged, Bond Counsel is not obligated to defend the City or
the owners of the Series 2021A Bonds regarding the tax status of interest thereon in the event of an audit
examination by the IRS. The IRS has a program to audit tax-exempt obligations to determine whether the
interest thereon is includible in gross income for federal income tax purposes. If the IRS does audit the
Series 2021A Bonds, under current IRS procedures, the IRS will treat the City as the taxpayer and the
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beneficial owners of the Series 2021A Bonds will have only limited rights,if any,to obtain and participate
in judicial review of such audit. Any action of the IRS, including but not limited to selection of the Series
2021A Bonds for audit, or the course or result of such audit, or an audit of other obligations presenting
similar tax issues, may affect the market value of the Series 2021A Bonds.
Prospective purchasers of the Series 2021A Bonds upon their original issuance at prices other than
the respective prices indicated on the inside cover of this Official Statement, and prospective purchasers
of the Series 2021A Bonds at other than their original issuance, should consult their own tax advisors
regarding other tax considerations such as the consequences of market discount, as to all of which Bond
Counsel expresses no opinion.
Risk of Future Legislative Changes and/or Court Decisions
Legislation affecting tax-exempt obligations is regularly considered by the United States Congress
and may also be considered by the State legislature. Court proceedings may also be filed, the outcome of
which could modify the tax treatment of obligations such as the Series 2021A Bonds. There can be no
assurance that legislation enacted or proposed, or actions by a court,after the date of issuance of the Series
2021A Bonds will not have an adverse effect on the tax status of interest on the Series 2021 A Bonds or
the market value or marketability of the Series 2021A Bonds. These adverse effects could result, for
example, from changes to federal or state income tax rates, changes in the structure of federal or state
income taxes (including replacement with another type of tax), or repeal (or reduction in the benefit) of
the exclusion of interest on the Series 2021A Bonds from gross income for federal or state income tax
purposes for all or certain taxpayers.
For example,federal tax legislation that was enacted on December 22, 2017 reduced corporate tax
rates, modified individual tax rates, eliminated many deductions, repealed the corporate alternative
minimum tax and eliminated the tax-exempt advance refunding of tax-exempt bonds, among other things.
Additionally, investors in the Series 2021A Bonds should be aware that future legislative actions might
increase, reduce or otherwise change (including retroactively) the financial benefits and the treatment of
all or a portion of the interest on the Series 2021 A Bonds for federal income tax purposes for all or certain
taxpayers. In all such events, the market value of the Series 2021A Bonds may be affected and the ability
of holders to sell their Series 2021A Bonds in the secondary market may be reduced.
Investors should consult their own financial and tax advisers to analyze the importance of these
risks.
Original Issue Discount and Original Issue Premium
Certain of the Series 2021A Bonds ("Discount Bonds") as indicated on the inside cover page of
this Official Statement may be offered and sold to the public at an original issue discount ("OID"). OID
is the excess of the stated redemption price at maturity (the principal amount) over the "issue price" of a
Discount Bond. The issue price of a Discount Bond is the initial offering price to the public (other than
to bond houses, brokers or similar persons acting in the capacity of underwriters or wholesalers) at which
a substantial amount of the Discount Bonds of the same maturity is sold pursuant to that offering. For
federal income tax purposes, OID accrues to the owner of a Discount Bond over the period to maturity
based on the constant yield method, compounded semiannually(or over a shorter permitted compounding
interval selected by the owner). The portion of OID that accrues during the period of ownership of a
Discount Bond (i) is interest excluded from the owner's gross income for federal income tax purposes to
the same extent, and subject to the same considerations discussed above, as other interest on the Series
2021A Bonds, and (ii) is added to the owner's tax basis for purposes of determining gain or loss on the
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maturity, redemption, prior sale or other disposition of that Discount Bond. A purchaser of a Discount
Bond in the initial public offering at the issue price described above for that Discount Bond who holds that
Discount Bond to maturity will realize no gain or loss upon the retirement of that Discount Bond.
Certain of the Series 2021A Bonds ("Premium Bonds") as indicated on the inside cover page of
this Official Statement may be offered and sold to the public at a price in excess of their stated redemption
price at maturity(the principal amount). That excess constitutes bond premium. For federal income tax
purposes, bond premium is amortized over the period to maturity of a Premium Bond, based on the yield
to maturity of that Premium Bond(or, in the case of a Premium Bond callable prior to its stated maturity,
the amortization period and yield may be required to be determined on the basis of an earlier call date that
results in the lowest yield on that Premium Bond), compounded semiannually. No portion of that bond
premium is deductible by the owner of a Premium Bond. For purposes of determining the owner's gain
or loss on the sale,redemption(including redemption at maturity)or other disposition of a Premium Bond,
the owner's tax basis in the Premium Bond is reduced by the amount of bond premium that is amortized
during the period of ownership. As a result, an owner may realize taxable gain for federal income tax
purposes from the sale or other disposition of a Premium Bond for an amount equal to or less than the
amount paid by the owner for that Premium Bond. A purchaser of a Premium Bond in the initial public
offering who holds that Premium Bond to maturity (or, in the case of a callable Premium Bond, to its
earlier call date that results in the lowest yield on that Premium Bond) will realize no gain or loss upon
the retirement of that Premium Bond.
Owners of Discount Bonds and Premium Bonds should consult their own tax advisors as to the
determination for federal income tax purposes of the existence of OID or bond premium, the
determination for federal income tax purposes of the amount of OID or bond premium properly
accruable or amortizable in any period with respect to the Discount Bonds or Premium Bonds, other
federal tax consequences in respect of OLD and bond premium, and the treatment of OID and bond
premium for purposes of state and local taxes on, or based on, income.
FINANCIAL STATEMENTS
Excerpts from the Comprehensive Annual Financial Report of the City of Miami Beach, Florida
for the Fiscal Year ended September 30,2019 and the report of RSM US LLP,independent certified public
accountants, in connection therewith, dated June 24, 2020, are included in APPENDIX B to this Official
Statement as part of the public records of the City. Such fmancial statements and report contain
information relating to the City and the Water and Sewer Utility. No separate fmancial statements for the
Water and Sewer Utility have been prepared.
The consent of RSM US LLP was not requested for the reproduction of its audit report in this
Official Statement. The auditor has performed no services in connection with the preparation of this
Official Statement and is not associated with the offering of the Series 2021A Bonds.
CONTINUING DISCLOSURE
The City will covenant for the benefit of the holders of the Series 2021A Bonds to provide certain
financial information and operating data relating to the Water and Sewer Utility not later than two hundred
forty(240)days following the end of each Fiscal Year,commencing with the Fiscal Year ending September
30, 2021 (the "Annual Report"), and to provide, or cause to be provided, notices of the occurrence of
certain enumerated events. The Annual Report and notices of events will be filed with the Municipal
Securities Rulemaking Board (the "MSRB"). Digital Assurance Certification,L.L.C. ("DAC")will act as
the initial disclosure dissemination agent for the City. The specific nature of the information to be
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contained in the Annual Report and the notices of events is contained in "APPENDIX F - Form of
Disclosure Dissemination Agent Agreement." These covenants have been made in order to assist the
Underwriters in complying with Rule I 5c2-12 of the Securities and Exchange Commission(the "SEC").
Documents required to be filed pursuant to the Disclosure Agreements are currently on file and
available electronically from the MSRB at http:%/emma.msrb.org/. Information regarding the Series 2021A
Bonds and other outstanding bonds of the City may be found at the DAC internet site,
"http//www.dacb ond.coin."
LITIGATION
There is no litigation or controversy of any nature now pending for which the City has received
service of process or, to the actual knowledge of the Acting City Attorney, threatened against the City that
seeks to restrain or enjoin the issuance or delivery of the Series 2021A Bonds or contesting the proceedings
or authority under which they are to be issued or the creation, organization or existence of the City or, if
determined adversely to the City, would have a material adverse impact on the ability of the Water and
Sewer Utility to generate sufficient Net Revenues to pay debt service on the Series 2021A Bonds.
LEGAL MATTERS
Certain legal matters incident to the issuance of the Series 2021 A Bonds and with regard to the tax-
exempt status of the interest on the Series 2021A Bonds(see"TAX MATTERS"herein) are subject to the
legal opinion of Squire Patton Boggs (US) LLP, Bond Counsel to the City. The signed legal opinion of
Bond Counsel, substantially in the form attached hereto as APPENDIX D, dated and premised on law in
effect as of the date of issuance of the Series 2021A Bonds, will be delivered on the date of issuance of
the Series 2021 A Bonds. The actual legal opinion to be delivered may vary from the form attached hereto
to reflect facts and law on the date of delivery. The opinion will speak only as of its date, and subsequent
distribution of it by recirculation of this Official Statement or otherwise shall create no implication that
Bond Counsel has reviewed or expresses any opinion concerning any of the matters referenced in the
opinion subsequent to its date of issuance.
While Bond Counsel has participated in the preparation of certain portions of this Official
Statement, it has not been engaged by the City to confirm or verify such information. Except as may be
set forth in an opinion of Bond Counsel delivered to the Underwriters, Bond Counsel expresses and will
express no opinion as to the accuracy,completeness or fairness of any statements in this Official Statement,
or in any other reports, financial information, offering or disclosure documents or other information
pertaining to the City or the Series 2021A Bonds that may be prepared or made available by the City, the
Underwriters or others to the Holders of the Series 2021A Bonds or other parties.
Certain legal matters incident to the issuance of the Series 2021 A Bonds relating to disclosure will
be passed on for the City by the Law Offices of Steve E. Bullock, P.A., Miami, Florida, whose legal
services as Disclosure Counsel have been retained by the City. The signed legal opinion, dated and
premised on law in effect as of the date of original delivery of the Series 2021A Bonds, will be delivered
to the City by Disclosure Counsel at the time of original delivery of the Series 2021A Bonds.
The proposed text of the form of the legal opinion of Disclosure Counsel is set forth as
APPENDIX E to this Official Statement. The actual legal opinion to be delivered may vary from that text
if necessary to reflect facts and law on the date of delivery. The opinion will speak only as of its date, and
subsequent distribution of it by recirculation of this Official Statement or otherwise shall create no
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implication that Disclosure Counsel has reviewed or expresses any opinion concerning any of the matters
referenced in the opinion subsequent to its date of issuance.
Certain legal matters will be passed on for the City by Rafael A. Paz, Esquire, Miami Beach,
Florida, Acting City Attorney. Bryant Miller Olive P.A., Miami, Florida, is serving as counsel to the
Underwriters.
The legal opinions and other letters of counsel to be delivered concurrently with the delivery of
the Series 2021A Bonds express the professional judgment of the attorneys rendering the opinions or advice
regarding the legal issues and other matters expressly addressed therein. By rendering a legal opinion or
advice,the giver of such opinion or advice does not become an insurer or guarantor of the result indicated
by that opinion, or the transaction on which the opinion or advice is rendered, or of the future performance
of parties to the transaction. Nor does the rendering of an opinion guarantee the outcome of any legal
dispute that may arise out of the transaction.
ENFORCEABILITY OF REMEDIES
The remedies available to the owners of the Series 2021A Bonds upon the occurrence of a default
under the Resolution are in many respects dependent upon judicial actions which are often subject to
discretion and delay. Under existing constitutional and statutory law and judicial decisions, the remedies
specified by the Resolution and the Series 2021 A Bonds may not be readily available or may be limited.
The various legal opinions to be delivered concurrently with the delivery of the Series 2021A Bonds
(including Bond Counsel's approving opinion)will be qualified,as to the enforceability of the various legal
instruments, by limitations imposed by bankruptcy, reorganization, insolvency or other similar laws
affecting the rights of creditors enacted before or after such delivery and to general principles of equity
(whether sought in a court of law or equity).
RATINGS
Moody's Investors Service, Inc. ("Moody's")has assigned to the Series 2021A Bonds a rating of
" ," [without assigning an outlook,] and S&P Global Ratings, a division of Standard & Poor's
Financial Services LLC ("S&P") has assigned a rating of" ," with a " outlook." Such
ratings and, with respect to S&P, outlook reflect the view of such organizations. An explanation of the
significance of such ratings and outlook may be obtained only from Moody's and S&P, respectively. An
explanation of the rating assigned by Moody's may be obtained from Moody's at 7 World Trade Center,
250 Greenwich Street, 23`d Floor, New York, New York 10007, (212) 553-0300. An explanation of the
rating and outlook assigned by S&P may be obtained from S&P at 55 Water Street,38`h Floor,New York,
New York 10041, (212) 438-2124.
Generally, a rating agency bases its rating and outlook, if assigned, on the information and
materials furnished to it and on investigations, studies and assumptions of its own. A securities rating and
outlook is not a recommendation to buy, sell or hold securities. There is no assurance that the rating
provided by Moody's and the rating and outlook provided by S&P, will continue for any given period of
time or that they will not be revised downward or withdrawn entirely by such rating agencies if, in their
judgment,circumstances so warrant. Any downward revision or withdrawal of such ratings or outlook may
have an adverse effect on the market price of the Series 2021A Bonds.
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UNDERWRITING
The Series 2021A Bonds are being purchased by PNC Capital Markets LLC and Hilltop Securities
Inc. (collectively, the "Underwriters"), subject to certain terms and conditions set forth in the purchase
contract between the City and the Underwriters, including the delivery of opinions on certain legal matters
relating to the issuance of the Series 2021A Bonds by Bond Counsel and the existence of no material
adverse change in the condition of the City or the Water and Sewer Utility from that set forth in the
Official Statement.
The Series 2021A Bonds are being purchased at a purchase price of$ (which
represents the $ principal amount of the Series 2021A Bonds, [plus / minus a net
original issue premium / discount of $ ,] minus an Underwriters' discount of
$ ). The Series 2021A Bonds are offered for sale to the public at the prices and yields
set forth on the inside cover page of this Official Statement. The Series 2021A Bonds may be offered and
sold to certain dealers at prices lower than or yields higher than such offering prices and yields. After the
initial public offering, such public offering prices and yields may be changed from time to time by the
Underwriters.
The Underwriters may have entered into distribution agreements with other broker-dealers (that
have not been designated by the City as an underwriter) for the distribution of the Series 2021A Bonds at
the original issue prices. Such agreements generally provide that the relevant underwriter will share a
portion of its underwriting compensation or selling concession with such broker-dealers.
Bond Counsel and Disclosure Counsel may, from time-to-time, serve as counsel to one or more
of the Underwriters on matters unrelated to the issuance of the Series 2021 A Bonds.
FINANCIAL ADVISOR
RBC Capital Markets, LLC, St.Petersburg,Florida,is serving as Financial Advisor to the City and
has acted in such capacity with respect to the sale and issuance of the Series 2021A Bonds. The Financial
Advisor is not obligated to undertake, and has not undertaken to make, an independent verification or to
assume responsibility for the accuracy, completeness or fairness of the information in this Official
Statement. RBC Capital Markets, LLC did not engage in any underwriting activities with regard to the
issuance and sale of the Series 2021A Bonds.
CONTINGENT FEES
The City has retained Bond Counsel, Disclosure Counsel and the Financial Advisor with respect
to the authorization, sale, execution and delivery of the Series 2021A Bonds. Payment of the fees of such
professionals and an underwriting discount to the Underwriters (including the fees of Underwriters'
Counsel) are each contingent upon the issuance of the Series 2021A Bonds.
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY LAWS
Section 517.051, Florida Statutes,as amended,and Rule 3E400.003,Florida Administrative Code,
requires the City to disclose each and every default as to payment of principal and interest after December
31, 1975 with respect to obligations issued or guaranteed by the City. Rule 3E400.003 further provides,
however, that if the City in good faith believes that such disclosure would not be considered material by
reasonable investors, such disclosure may be omitted. The City has not defaulted on the payment of
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principal or interest with respect to obligations issued or guaranteed by the City after December 31, 1975
that would be considered material by a reasonable investor.
AUTHORIZATION CONCERNING OFFICIAL STATEMENT
The delivery of this Official Statement has been duly authorized by the City Commission. At the
time of the delivery of the Series 2021A Bonds, the Mayor and the City Manager of the City will furnish
a certificate to the effect that nothing has come to their attention which would lead them to believe that
this Official Statement, as of its date and as of the date of delivery of the Series 2021A Bonds, contains
an untrue statement of a material factor omits to state a material fact which should be included therein for
the purpose for which this Official Statement is intended to be used, or which is necessary to make the
statements contained herein, in the light of the circumstances under which they were made,not misleading.
A limited number of copies of the final Official Statement will be provided, at the City's expense,
on a timely basis.
MISCELLANEOUS
All information included in this Official Statement has been provided by the City, except where
attributed to other sources. The summaries of and references to all documents, statutes, reports, and other
instruments referred to herein do not purport to be complete, comprehensive or definitive, and each such
reference or summary is qualified in its entirety by reference to each such document,statute,report or other
instrument. The information in this Official Statement has been compiled from official and other sources
and, while not guaranteed by the City, is believed to be correct. To the extent that any statements made
in this Official Statement and the appendices attached hereto involve matters of opinion or of estimates,
whether or not expressly stated, they are set forth as such and not as representations of fact, and no
representation is made that any of the estimates will be realized.
This Official Statement has been duly executed and delivered by the Mayor and the City Manager
of the City of Miami Beach, Florida.
CITY OF MIAMI BEACH, FLORIDA
DAN GELBER, Mayor
RAUL J.AGUILA, Interim City Manager
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APPENDIX A
General Information and Economic Data
Regarding the City of Miami Beach,Florida
and Miami-Dade County,Florida
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APPENDIX B
Excerpts from the Comprehensive Annual Financial Report
of the City of Miami Beach,Florida
for the Fiscal Year Ended September 30,2019
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APPENDIX C
The Resolution
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APPENDIX D
Proposed Form of Opinion of Bond Counsel
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APPENDIX E
Proposed Form of Opinion of Disclosure Counsel
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Date of Delivery
Mayor and City Commission of the
City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beach, Florida 33139
CITY OF MIAMI BEACH,FLORIDA
Water and Sewer Revenue Refunding Bonds
Series 2021A
Ladies and Gentlemen:
We have served as Disclosure Counsel in connection with the issuance by the City of Miami
Beach, Florida (the "City") of its $ in aggregate principal amount of Water and Sewer
Revenue Refunding Bonds, Series 2021A(the"Series 2021A Bonds"). The Series 2021A Bonds are being
issued with the terms, for the purposes and subject to the conditions set forth in Resolution No. 95-21585
adopted by the Mayor and City Commission of the City(collectively, the "City Commission")on May 17,
1995 (the "Bond Resolution"), and Resolution No. 21- adopted by the City Commission on
, 2021 (the "Series 2021A Resolution" and, collectively with the Bond Resolution, the
"Resolution"), as described in the Official Statement dated , 2021 relating to the Series
2021A Bonds (the "Official Statement"). All capitalized terms used in this opinion that are not defined
herein and not normally capitalized shall have the meaning ascribed to such terms in the Official Statement.
In connection with the issuance and delivery of this opinion, we have considered such matters of
law and fact and have relied upon such certificates and other information furnished to us as we have
deemed appropriate. We are not expressing any opinion or views herein on the authorization, issuance,
delivery or validity of the Series 2021A Bonds. To the extent that the opinion expressed herein relates to
or is dependent upon the determination that the proceedings and actions related to the authorization,
issuance and sale of the Series 2021A Bonds are lawful and valid under the laws of the State of Florida,
or that the Series 2021 A Bonds are valid and binding obligations of the City enforceable in accordance
with their terms, or that interest on the Series 2021 A Bonds is excluded from the gross income of the
owners thereof for federal income tax purposes, we understand that you are relying upon the opinions
delivered on the date hereof of Squire Patton Boggs (US) LLP and no opinion is expressed herein as to
such matters.
The scope of our engagement with respect to the issuance of the Series 2021A Bonds was not to
establish factual matters and, because of the wholly or partially non-legal character of many of the
determinations involved in the preparation of the Official Statement, we are not passing on and do not
assume any responsibility for, except as set forth in the following paragraph, the accuracy or completeness
of the contents of the Official Statement (including, without limitation, its appendices) and we make no
representation that we have independently verified the accuracy,completeness or fairness of such contents.
As your counsel, we have participated in the preparation of the Official Statement and in discussions and
conferences with officers of the City, Bond Counsel for the City, the Financial Advisor for the City, the
Underwriters for the issuance of the Series 2021A Bonds and Bryant Miller Olive P.A., Counsel to the
Underwriters, in which the contents of the Official Statement and related matters were discussed.
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City Commission of the
City of Miami Beach, Florida
Date of Delivery
Page 2
Solely on the basis of our participation in the preparation of the Official Statement,our examination
of certificates, documents,instruments and records relating to the City and the issuance of the Series 2021 A
Bonds and the above-mentioned discussions, nothing has come to our attention which would lead us to
believe that the Official Statement (except for the fmancial, statistical and demographic data and
information in the Official Statement, including, without limitation, the appendices thereto, and the
information relating to DTC, its operations and the book-entry only system, as to which no opinion is
expressed)contains an untrue statement of a material fact or omits to state a material fact that is necessary
to make the statements therein, in light of the circumstances under which they were made, not misleading.
In reaching the conclusions expressed herein we have, with your concurrence, assumed and relied
on, without independent verification, the genuineness and authenticity of all signatures not witnessed by
us, the authenticity of all documents, records, instruments and letters submitted to us as originals, the
conformity to originals of all items submitted to us as certified or photostatic copies, the legal capacity and
authority of the persons who executed such items, the accuracy of all warranties, representations and
statements of fact contained in the documents and instruments submitted to us, and the continuing accuracy
on this date of any certificates or other items supplied to us regarding the matters addressed herein. As
to questions of fact material to our opinion,we have relied upon and assumed the correctness of the public
records and certificates by, and representations of, public officials and other officers, and representatives
of the parties to this transaction. We have no actual knowledge of any factual information that would lead
us to form a legal opinion that the public records or certificates which we have relied upon contain any
untrue statement of a material fact.
The opinion expressed herein is based upon existing Iaw as of the date hereof and we express no
opinion herein as of any subsequent date or with respect to any pending legislation. We assume no
obligation to supplement this opinion if any applicable laws change after the date hereof or if we become
aware of any facts that might change the opinion expressed herein after the date hereof. The opinion
expressed herein represents our professional judgment, is not a guarantee of result, and is limited to the
laws of the State of Florida and the United States of America.
The opinion expressed herein is furnished by us as Disclosure Counsel to our client, the City, and
solely for the use of the addressee named above. Such opinion shall not extend to, and may not be relied
upon by, any other persons, firms, or corporations without our express prior written consent. The opinion
expressed herein is limited to the matters set forth herein,and to the documents referred to herein,and does
not extend to any other agreements, documents or instruments executed by the City. No other opinion
should be inferred beyond the matters expressly stated herein.
Respectfully submitted,
LAW OFFICES OF STEVE E. BULLOCK, P.A.
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APPENDIX F
Form of Disclosure Dissemination Agent Agreement
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