20150930 BM1915.2015
MIAMIBEACH
Gity Gommission Meeting - Budget Related
City Hall, Commission Ghambers, 3rd Floor, 1700 Gonvention Genter Drive
September 30, 2015
Mayor Philip Levine
Vice-Mayor Edward L. Tobin
Commissioner Michael Grieco
Commissioner Joy Malakoff
Commissioner Micky Steinberg
Commissioner Deede Weithorn
Commissioner Jonah Wolfson
City Manager Jimmy L. Morales
City Attorney Raul J. Aguila
City Clerk Rafael E. Granado
Visif us at www.miamibeachfl.gov for agendas and video streaming of City Commission Meetings.
ATTENTION ALL LOBBYISTS
Chapter 2, Article Vll, Division 3 of the City Code of Miami Beach, entitled "Lobbyists," requires
the registration of all lobbyists with the City Clerk prior to engaging in any lobbying activity with
the City Commission, any City Board or Committee, or any personnel as defined in the subject
Code sections. Gopies of the City Code sections on lobbyists laws are available in the Office of
the City Clerk. Questions regarding the provisions of the Code should be directed to the Office
of the City Attorney.
To request this material in alternate format, sign language interpreter (five-day notice required), information
on access for persons with disabilities, and/or any accommodation to review any document or participate in
any City-sponsored proceedings, call 305.604.2489 and select 1 for English or 2 for Spanish, then option 6;
ffYusers may callvia 711 (Florida Relay Service).
ln orderto ensure adequate public consideration, if necessary, the Mayor and City Commission may move
any agenda item to an alternate meeting date. ln addition, the Mayor and City Commission may, at their
discretion, adjourn the Commission Meeting without reaching all agenda items.
AGENDA
Call to Order - 5:00 p.m.
Pledge of Allegiance
Requests for Additions, Withdrawals, and Deferrals
1.
2.
3.
We are committed to providing excellent public service and safety to all who live, work, and play in our vibrant, tropical, historic community
1
Commission Agenda, September 30, 2015
CONSENT AGENDA
C4 - Gommission Committee Assiqnments
C4A Referral To The October 5, 2015 Finance And Citywide Projects Committee - Discussion
Regarding The Entrance Of Biscayne Point.
(Sponsored by Commissioner Jonah Wolfson)
C6 - Gommission Committee Reports
C6A Report Of The August 28, 2015, Finance And Citywide Projects Committee Meeting: 1.
Discussion Of The lssuance Of The Convention Center Bonds.
C7 - Resolutions
C7A A Resolution Setting A Public Hearing To Consider A Revocable Permit Request By Lincoln
Centurion Retail, LLC., (A Delaware Limited Liability Company For Lincoln Road), Located At
643-657 Lincoln Road, To Permit A Proposed Awning That Projects Over The Public Right-Of-
Way, With Dimensions Not To Exceed One Hundred Feet By Nine Feet (100'X 9') Along The
Sidewalk.
(Public Works)
2
Commission Agenda, September 30, 2015
REGULAR AGENDA
R5A
R5 - Ordinances
An Ordinance Amending Ordinance No. 1605, The Unclassified Employees Salary Ordinance Of
The City Of Miami Beach, Florida, As Follows: Providing For The Classifications ln Group Vll,
Comprised Of At-Will Employees Commonly Referred To As "Unclassified Employees"; Revising
The Pay Range For The City Manager And The City Attorney To Reflect The 3 Percent Cost Of
Living Adjustment That Went lnto Effect October 1, 2014; Adjusting The Pay Range For The
Assistant Director-Public Works, Auditor, Tax Auditor, Senior Auditor, Assistant lnternal Auditor,
Asset Manager, Assistant Director-Human Resources, Construction Manager, Management And
Budget Analyst, Agenda Coordinator, Transportation Manager And Financial Analyst;
Establishing The Following Newly Created Classifications: Assistant To The City Attorney, CAO
Paralegal Specialist, Beach Maintenance Director, Administrative Officer-City Manager's Office,
Administrative Officer-Planning Department, Assistant Emergency Management Director, Capital
Projects Director For The Convention Center District, Assistant Director-Parking Services
Compliance, Employee Benefits Manager, Fire Administrative Services Manager, Greenspace
Division Director, Fire lnspection Supervisor, Fire Communications Manager, Procurement
Contracting Analyst, Streets And Street Lighting Superintendent, Parks And Recreation Projects
Coordinator, Parks And Recreation Project Supervisor, Clerk Of Boards, Emergency
Management Technician, Police Accreditation Manager, Grants Management Specialist, Rapid
Response Team And Excellence Program Assessor; Reclassifying From Development
Coordinator To Marketing, Tourism And Development Manager; Grants Manager To Grants
Officer, From City Surveyor To City Surveyor Manager, Chief Protection Analyst To Fire
Protection Analyst Section Manager, From Streets, Lighting And Stormwater Superintendent To
Stormwater Superintendent, Parks Superintendent To Greenspace Superintendent, From
Procurement Coordinator To Procurement Contracting Officers I And ll, Senior Procurement
Specialist To Procurement Contracting Officer lll And From Leasing Specialist To Real Estate
Asset Specialist; Deleting The Following Obsolete Classifications: Affirmative Action Officer,
Assistant Director-Neighborhood Services, Development And MBTV Director, Structural
Engineer, Employment Supervisor, Historic Preservation Coordinator, PSCU Administrator,
Quality Assurance Manager, Quality Assurance Officer, Quality Assurance Coordinator, Senior
Business Manager, Housing Manager, Neighborhood Services Projects Administrator, Project
Planner/Designer, Public Safety Communications Unit Director, Senior Code Compliance
Administrator, lmplementation Services Manager, Special Events Liaison, Police Public
lnformation Officer, Elder Affairs Coordinator, Grants Manager, Development Coordinator And
Grants Specialist, Requiring That The City Commission Be lnformed Whenever An Unclassified
Employee ls Hired At An Annual Salary Of $75,000 Or More; And Providing For Repealer,
Severability, And An Effective Date. 5:04 p.m. Second Readinq Public Hearinq
(Sponsored by Commissioner Michael Grieco)
(Legislative Tracking : Human Resources)
(First Reading on September 10,2015 - RsA)
3
R5B
Commission Agenda, September 30, 2015
R5C
An Ordinance Amending The Code Of The City Of Miami Beach, By Amending Chapter 106,
Entitled "Traffic And Vehicles," By Amending Article ll, Entitled "Metered Parking," By Amending
Division 1, Entitled "Generally," ByAmending Section 106-55, Entitled "Parking Rates, Fees, And
Penalties;" By Amending Parking Meter Rates And Time Limits; Municipal Parking Garage And
Preferred Parking Lot Rates And Penalties; Regulations Regarding A Facility Specific Monthly
Parking Permit Program, Reserved/Restricted Commercial On-Street Permit Parking, And Valet
Storage Spaces; And Amending The Regulations And Fees For Metered Parking Space Rental
And Parking Space Removal; Amending The Regulations Regarding The Residential Parking
Program; Amending The Exceptions To Section 106-55 To Provide For A Mobile Phone Payment
Service And Eliminating The Smart Card Program; And Establishing A Residential Parking Visitor
Permit; Providing For Codification, Repealer, Severability, And An Effective Date. 5:05 p.m.
Second Readins Public Hearinq
(Sponsored by Commissioner Deede Weithorn)
(Legislative Tracking: Parking)
(First Reading on September 10,2015 - RsB)
An Ordinance Amending Appendix A, Entitled "Fee Schedule," To Chapter 110 Of The Miami
Beach City Code, Entitled "Utilities," Article lV, Entitled "Fees, Charges, Rates And Billing
Procedure," Division 2, Entitled "Rates, FeesAnd Charges," Section 110-166, Entitled "Schedule
Of Water Rates And Tapping Charges," And Section 110-168, Entitled "Sanitary Sewer Service
Charge," To lncrease The Rate For Water Service Charges ln Excess Of The Minimum Service
Charge; And To lncrease The Sanitary Sewer Service Charge By The Same Percentage Enacted
By Miami-Dade Water And Sewer Department (WASD) Pursuant To Section 110-168; Providing
For Codification, Repealer, Severability, And An Effective Date. 5:06 p.m. Second Readinq
Public Hearing
(Sponsored by Commissioner Jonah Wolfson)
(Legislative Tracking: Public Works)
(First Reading on September 10,2015 - RsC)
Prohibit Accepting Gifts/Campaign Contributions From A Vendor, Lobbyist On A Procurement
lssue, Real Estate Developer, Or Lobbyist On A Real Estate Development lssue
1. An Ordinance Amending Miami Beach City Code Chapter 2 "Administration," Article Vll
"Standards Of Conduct," Division 2 "Officers, Employees And Agency Members" By
Creation Of City Code Section 2-451.1 Entitled "Prohibited Solicitation/Acceptance Of
Gifts" Providing That Commencing January 1, 2016, Members Of The City Commission Or
Candidates For Said Offices Shall Be Prohibited From Either Directly Or lndirectly
(lncluding, But Not Limited To, Through Their Staff Members Or Authorized Designees)
Soliciting Or Accepting A Gift From A Vendor, Lobbyist On A Procurement lssue, Real
Estate Developer, Or Lobbyist On A Real Estate Development lssue; Providing For Limited
Exception; And Providing For Repealer, Severability, Codification, And An Effective Date.
First Readinq
(Sponsored by Commissioner Jonah Wolfson)
(Legislative Tracking: Office of the City Attorney)
R5D
4
Commission Agenda, September 30, 2015
2. An Ordinance Amending Miami Beach City Code Chapter 2 "Administration", Article Vll
"Standards Of Conduct", Division 5 "Campaign Finance Reform", Encompassing City Code
Sections 2-487 "Prohibited Campaign Contributions By Vendors", City Code Section 2-488
"Prohibited Campaign Contributions By Lobbyists On Procurement lssues", City Code
Section 2-489 "Prohibited Campaign Contributions By Real Estate Developers", And City
Code Section 2-490 "Prohibited Campaign Contributions By Lobbyists On Real Estate
Development lssues", By Providing That Commencing January 1, 2016 Members Of The
City Commission Or Candidates For Said Offices Shall Be Prohibited From Either Directly
Or lndirectly Soliciting, Accepting Or Depositing Any Campaign Contribution Regarding
City Elected Office From A Vendor, Lobbyist On A Procurement lssue, Real Estate
Developer, Or Lobbyist On A Real Estate Development lssue; Providing For Repealer,
Severability, Codification, And An Effective Date. First Readinq
(Sponsored by Commissioner Jonah Wolfson)
(Legislative Tracking: Office of the City Attorney)
(ltem to be Submitted in Supplemental)
RsE An Ordinance Amending Chapter 50 Of The Miami Beach City Code, Entitled "Fire Prevention And
Protection," Section 50-8(h) Entitled "Fire Alarms, Regulations, Penalties, Enforcement" To
Correct A Scrivener's Error Replacing "Fire lnspector" With "Fire Department" As The Entity
Allowed To lssue False Alarm Citations; Providing For Repealer; Codification; Severability; And
An Effective Date. First Readinq
(Sponsored by Commissioner Joy Malakoff)
(Legislative Tracking: Fire)
R7 - Resolutions
R7A1 A Resolution Adopting: 1) The Final Ad Valorem Millage Of 5.7092 Mills For General Operating
Purposes, Which ls Twelve And Nine-Tenths Percent (12.9Yo) More Than The "Rolled-Back"
Rate Of 5.0584 Mills; And 2) The Debt Service Millage Rate Of 0.2031 Mills. 5:01 p.m. Second
Readinq Public Hearinq
(Budget & Performance lmprovement)
(First Reading on September 10, 2015 - R7A1)
R7A2 A Resolution Adopting Final Budgets For The General, G.O. Debt Service, RDA Ad Valorem
Taxes, Enterprise, lnternal Service, And Special Revenue Funds For Fiscal Year 2015/16. 5:01
p.m. Second Readinq Public Hearinq
(Budget & Performance lmprovement)
(First Reading on September 10,2015 - R7A2)
R7B1 A Resolution Of The Board Of Directors Of The Normandy Shores Local Government
Neighborhood lmprovement District Adopting The Final Ad Valorem Millage Rate Of 1.0093 Mills
For Fiscal Year (FY) 2015116 For The Normandy Shores Local Government District, Which ls
One And Four-Tenths Percent (1.4o/o) More Than The "Rolled-Back" Rate Of 0.9956 Mills. 5:02
p.m. Second Readinq Public Hearinq
(Budget & Performance lm provement)
(First Reading on September 10,2015 - R7B1)
5
Commission Agenda, September 30, 2015
R7B2 A Resolution Of The Board Of Directors Of The Normandy Shores Local Government
Neighborhood lmprovement District Adopting The Final Operating Budget For Fiscal Year (FY)
2015116.5:02 p.m. Second Readinq Public Hearinq
(Budget & Performance lm provement)
(First Reading on September 10,2015 - R7B2)
R7C A Resolution Adopting The Final Capital lmprovement Plan For Fiscal Years (FY) 2015/16-
2019120 And Adopting The City Of Miami Beach Final Capital Budget For FY 2015116. 5:03 p.m.
Second Readinq Public Hearinq/Joint Gitv Commission & Redevelopment Aqencv
(Budget & Performance lmprovement)
(First Reading on September 10,2015 - R7C)
R7D Assessment Roll For LRBID Special Assessment District And MOU
1.A Resolution Approving, Pursuant To Chapter 170, Florida Statutes, The Final
Assessment Roll For The Special Assessment District Known As the Lincoln Road
Business lmprovement District, And Confirming Such Assessments As Legal, Valid, And
Binding First Liens Upon The Property Against Which Such Assessments Are Made Until
Paid. 5:f 0 p.m. Public Hearinq
(Office of the City Attorney)
A Resolution Approving And Authorizing The Mayor And City Clerk To Execute A
Memorandum Of Understanding With The Lincoln Road Business lmprovement District,
lnc. To Stabilize And lmprove The Lincoln Road Retail Business District, Which ls Located
Within A Nationally Recognized Historic District, Through Promotion, Management,
Marketing, And Other Similar Services.
(Sponsored by Commissioner Deede Weithorn)
(Legislative Tracking: Office of the City Attorney)
(ltem to be Submitted in Supplemental)
R7E Authorizing lssuance By RDA Of Tax lncrement Revenue Bonds ln Amount Not-To-Exceed $430
Million For Specified Public lmprovements; Authorizing lssuance By City Of Resort Tax Bonds ln
Amount Not-To-Exceed $240 Million For Miami Beach Convention Center lmprovements; And
Authorizing lssuance By City Of Parking Revenue Bonds ln Amount Not-To-Exceed $80 Million
For Parking System lmprovements.1. A Resolution Authorizing The lssuance By The Miami Beach Redevelopment Agency Of
Not To Exceed $430,000,000 ln Aggregate Principal Of Tax lncrement Revenue Bonds
(City Center/Historic Convention Village), ln Accordance With The Requirements Of
Chapter 163, Part lll, Florida Statutes, As Amended; Authorizing Officers And Employees
Of The City To Take All Necessary Actions ln Connection Therewith; And Providing For
An Effective Date. 5:11 p.m. First Reading Public Hearinq / Joint Citv Commission &
Redevelopment Agencv
(Finance)
2.
6
Commission Agenda, September 30, 2015
A Resolution Authorizing The lssuance Of Not To Exceed $240,000,000 ln Aggregate
Principal Amount Of City Of Miami Beach, Florida Resort Tax Revenue Bonds, Series
2015 For The Purpose Of Financing lmprovements To The Miami Beach Convention
Center; Providing For The lssuance Of Additional Bonds On A Parity Therewith; Providing
For The Security And Payment Of All Bonds lssued Pursuant To This Resolution;
Providing Certain Details Of The Series 2015 Bonds; Delegating Certain Matters ln
Connection With The lssuance Of The Series 2015 Bonds To The City Manager, lncluding
Whether The Series 2015 Bonds Shall Not Be Secured By The Debt Service Reserve
Account And Whether To Secure A Credit Facility And/Or A Reserve Account lnsurance
Policy, Within The Limitations And Restrictions Stated Herein; Appointing Underurrriters,
Paying Agent, Registrar And Disclosure Dissemination Agent; Authorizing The Negotiated
Sale Of The Series 2015 Bonds And Approving The Form And Authorizing Execution Of
The Bond Purchase Agreement For The Series 2015 Bonds; Approving The Form Of
Preliminary Official Statement ForThe Series 2015 Bonds And Authorizing Execution Of
The Final Official Statement For The Series 2015 Bonds, Covenanting To Provide
Continuing Disclosure ln Connection With The Series 2015 Bonds And Approving The
Form And Authorizing Execution Of A Continuing Disclosure Agreement; Authorizing
Officers And Employees Of The City To Take All Necessary Actions ln Connection With
The lssuance Of The Series 2015 Bonds; And Providing For An Effective Date. fllfpgq
First Readinq Public Hearinq
(Finance)
A Resolution Authorizing The lssuance Of Not To Exceed $80,000,000 ln Aggregate
Principal Amount Of City Of Miami Beach, Florida Parking Revenue Bonds, Series 2015,
For The Principal Purpose Of Paying The Cost Of Certain lmprovements To The Parking
System, Pursuant To Section 209 Of Resolution No. 2010-27491 Adopted By The City On
September 20,2010; Providing That Said Series 2015 Bonds And lnterest Thereon Shall
Be Payable Solely As Provided ln Said Resolution No. 2010-27491 And This Resolution;
Providing Certain Details Of fhe Series 2015 Bonds; Delegating Other Details And
Matters ln Connection With The lssuance Of The Series 2015 Bonds, lncluding Whether
The Series 2015 Bonds Shall Not Be Secured By The Reserve Account And Whether To
Secure A Credit Facility And/Or A Reserve Account lnsurance Policy, To The City
Manager, Within The Limitations And Restrictions Stated Herein; Appointing Undenvriters,
A Bond Registrar And A Disclosure Dissemination Agent; Authorizing The Negotiated
Sale Of The Series 2015 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 2015 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 2015 Bonds And Creating Certain Funds, Accounts And Subaccounts;
Authorizing A Book-Entry Registration System With Respect To The Series 2015 Bonds;
Covenanting To Provide Continuing Disclosure ln Connection With The Series 2015
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. 5:13 p.m. First
Readinq Public Hearinq
(Finance)
2.
3.
7
Commission Agenda, September 30, 2015
R7F IndependentContractorAgreements
1.
2.
A Resolution Authorizing The City Manager, On Behalf Of The City, To Enter lnto Certain
lndependent Contractor Agreements For Professional And Other Services, As Required,
And As The City Manager Deems ln The Best lnterest Of The City, Subject To And
Contingent Upon The Following Parameters: 1) The City Manager Shall Only Enter lnto
Contracts To Provide Services Or Work Related To Vacant Budgeted Positions, As
ldentified ln The City's Approved Fiscal Year (FY) 201512016 Budget; 2) The Amount Of
The Fee Or Other Compensation Under Such Contract(s) Shall Not Exceed The
Authorized Amount For The Respective Classification, As Set Forth ln The City's
Classified Or Unclassified Salary Ordinance (As The Case May Be); 3) The Term Of Any
lndependent Contractor Agreement Authorized Herein Shall Not Extend Beyond The End
Of FY 201512016 (September 30, 2016); ) At A Minimum, The City Manager Shall
Require That Any lndependent Contractor Agreement Entered lnto Pursuant To This
Resolution Shall Utilize The City's Standard Form For lndependent Contractors (As
Attached To This Resolution), Provided That The City Manager May lncorporate
Additional Terms, Which May Be More Stringent, But Not More Lenient; 5) Requiring The
City Manager To lssue A Letter To Commission Each Fiscal Quarter Commencing On
January 1, 2016, Which Delineates Those lndependent Contractor Agreements That
Exceed $25,000 And 6) Providing That The Authority Granted To The City Manager
Pursuant To This Resolution Shall Be Brought To The City Commission For Renewal As
Part Of The Annual Operating Budget Approval.
(Human Resources)
A Resolution Authorizing The City Manager, On Behalf Of The City, To Enter lnto Certain
lndependent Contractor Agreements For The Following Services, As Required, And As
The City Manager Deems ln The Best lnterest Of The City: Athletics
Instruction/Coaching/Refereeing, lncluding But Not Limited To The Following Categories:
Baseball, Softball, Soccer, Gymnastics, Cheerleading, Volleyball; lce Skating, Hockey,
Swimming, lce Guards, Aerobics lnstruction; Fitness lnstruction; Arts/Music/Cultural/
Drama lnstruction And Or lnstrument Repair; Computer/Media Services, lncluding But Not
Limited To lnstruction And Repair; Recreational Programming And lnstruction; lnstruction
And Therapy For Participants With Special Needs, lncluding But Not Limited To
Education, Health And Wellness; lnstruction/Tutoring, lncluding But Not Limited, To
Education; Cotillion; Speech, Debate, Social Skills, Literacy, Math And SAT; Fitness
Classes, lncluding But Not Limited To Aerobics, Zumba, Weight Room, Weight Loss,
General Fitness lnstruction, Adult, Youth, And Baby Boot Camp; Care Coordination
Services; Mental Health Services; lntake (Assessment) Services; Family Group
Conferencing; Mentoring Services; Behavior Modification Services; Employment
Sessions; Family Functional Therapy; Family Home Visitation Services; Parenting Group
Services; Alternative Suspension Services; Restorative Justice Techniques; One-On-One
Shadows To Work With Youth With Special Needs; STEM (Science, Technology,
Engineering And Mathematics) Activities; School Liaisons For Referral Of Care
Coordination Services; Resident Project Representatives (RPR); Reporting Requirements
Associated With The Patient Protection And Affordable Care Act; Actuarial Services;
Community/Public lnformation Services; Construction Cost Estimating/Consulting
Services; Video Production Services; PhotographyA/ideography Services; Graphic
Designer Services; Program Monitor Services; Cost Allocation Services; Job Audits; Steplll Disciplinary Grievance Hearing Officer; Auditors; Historical Researcher; Latent
Examiner Services; Medical Director And Accreditation Services/Support; Psychological
And Testing Services; Organizational Development Meeting Facilitation Services;
Professional Training Services, lncluding But Not Limited To, Application Systems
lnstruction, Methodologies For Application Systems Development, Sexual Harassment,
8
Commission Agenda, September 30, 2015
Diversity And Team Building; Home Visitors For The Parent-Child Home Program;
lnstructors For The Mornings All-Star Programs And HUD Compliance; Application
Systems Consulting Services, lncluding But Not Limited To, Application Systems,
Architecture, Application Development Best Practices, Application Security, Applications
Quality Assurance, Application Monitoring, Mobile Application Development; Consulting
Services For Website And Digital Media Strategy; Web Design; Graphic Design; After-
Action Services; Provided Further That The City Manager Shall Be Authorized To
Negotiate, Enter lnto, And Execute The Aforestated Agreements Subject To The
Following Parameters: 1) The Amount Of The Fee Or Other Compensation Under Such
Agreement(s) Shall Not Exceed The Authorized Amount For The Respective Services, As
Set Forth ln The City's Approved Fiscal Year (FY) 201512016 Annual Budget; 2) The Term
Of Any Service Agreement Authorized Herein Shall Not Extend Beyond The End Of FY
201512016 (September 30, 2016);3) At A Minimum, The City Manager Shall Require That
Any Agreement Entered lnto Pursuant To This Resolution Shall Utilize The City's
Standard Form lndependent Contractor Agreement (As Attached To This Resolution),
Provided That The City Manager May lncorporate Additional Terms, Which May Be More
Stringent, But Not More Lenient; And 4) Providing That The Authority Granted To The City
Manager Pursuant To This Resolution Shall Be Brought To The City Commission For
Renewal As Part Of The Annual Operating Budget Approval.
(Human Resources)
R7G Canvassing Board Membership Appointments For City's November 3, 2015 General, Special
(And lf Needed, November 17,2015 Runoff) Elections.
(Office of the City Attorney)
R7H A Resolution Approving And Authorizing The Mayor And City Clerk To Execute An Agreement,
Substantially ln The Form Attached To This Resolution, Between The City And Skidata, lnc.,
Pursuant To lnvitation To Negotiate (lTN) 2014-170-SW, For A Gated Revenue Control System
For The City's Parking Garages, For An lnitial Term Of Ten (10) Years, With Two (2) Five (5)
Year Options, At The City's Sole Discretion.
(ProcuremenVParking)
(Deferred from September 2,2015 - R7K)
R7t A Resolution Approving Option A For The Proposed Design, Development, And Construction Of
A Wellness Center ln Allison Park; Approving The Parking Plan ln Option 3; And Authorizing The
City Manager And City Attorney's Office To Negotiate A Ninety-Nine (99) Year Ground Lease
Agreement Between The City And The Sabrina Cohen Foundation, lnc. (The Foundation), For
Approximately 5,100 Square Feet Of City-Owned Land At Allison Park For The Proposed
Wellness Center, Which Final Negotiated Lease Shall, At A Minimum, Contain The Essential
Terms Contained ln The Term Sheet Set Forth As Exhibit "A" To This Resolution, And Which
Final Negotiated Lease Shall Be Subject To Approval By The City Commission, And By A
Majority Of The Voters ln A City-Wide Referendum, Pursuant To Section 1.03(b) Of The City's
Charter.
(Sponsored by Commissioner Joy Malakoff)
(Legislative Tracking: Office of the City Attorney/Parks & Recreation/Public Works)
9
Commission Agenda, September 30, 2015
R7J A Resolution Accepting The Recommendation Of The City Manager, Pursuant To Request For
Proposal (RFP) No.2015-178-WG For lnstallation And Operation Of Citywide Automated Teller
Machines (ATM) At Various City-Owned Properties And Facilities, Authorizing The Administration
To Enter lnto Negotiations With Communitel, lnc., As The Sole Responsive Proposer; And
Further Authorizing The Mayor And City Clerk To Execute An Agreement With Communitel, lnc.,
Upon Conclusion Of Successful Negotiations By The Administration.
(Procurement)
A Resolution Approving And Authorizing The City Manager And City Clerk To Execute The
Attached Settlement Agreement And Release Between The City Of Miami Beach And Bermello
Ajamil & Partners, lnc., (BAP) ln The Negotiated Amount Of $80,000 For Extended Professional
Construction Engineering And lnspection Services (CEl) For The Florida Department Of
Transportation (FDOT) Roadway lmprovements ln The City Along lndian Creek Drive Between
26th And 41't Streets.
(Capital lmprovement Prolects)
A Resolution Approving And Authorizing The Mayor And City Clerk To Execute Change Order
No. 4 To Lanzo Construction Co., For Design And Construction Of Remaining Street
lmprovements For The Sunset Harbour Pump Stations Retrofit And Drainage lmprovements
Project, To Bring Purdy Avenue, West Avenue And 18th Street To A 3.7 Feet NAVD Elevation,
And The Replacement Of The 2O-lnch Water Main Along Dade Boulevard From Alton Road To
The Bridge West Of Purdy Avenue For A Total Construction Cost Of $6,437,131 Plus A $643,713
Contingency.
(Sponsored by Commissioner Michael Grieco)
(Legislative Tracking: Public Work)
(On September 2,2015 item R9N was requested to be brought back to September 30, 2015)
(ltem to be Submitted in Supplemental)
R7K
R7L
R9A
R9 - New Business and Commission Requests
Resolution To Rescind Resolution No. 2015-29124 And Discuss Simultaneous Negotiations With
LAZ Florida Parking And SP Plus Corporation For The Parking Attendants Contract.
(Sponsored by Commissioner Jonah Wolfson)
End of Aqenda
10
10
Commission Agenda, September 30, 2015
Miami Beach Redevelopment Agency
City Hall, Commission Chambers, 3rd Floor, 1700 Convention Center Drive
September 30, 2015
Chairperson of the Board Philip Levine
Member of the Board Michael Grieco
Member of the Board Joy Malakoff
Member of the Board Micky Steinberg
Member of the Board Edward L. Tobin
Member of the Board Deede Weithorn
Member of the Board Jonah Wolfson
Member of the Board Miami-Dade County Commissioner Bruno A. Barreiro
Executive Director Jimmy L. Morales
Assistant Director Kathie G. Brooks
General Counsel RaulJ. Aguila
Secretary Rafael E. Granado
Call to Order - 5:00 p.m.
AGENDA
1A A Resolution Of The Chairperson And Members Of The Miami Beach Redevelopment Agency
(RDA) Adopting And Appropriating The Miami Beach Redevelopment Agency Capital Budget For
Fiscal Year (FY) 2015116, Subject To And Contingent Upon lssuance By The RDA Of Tax
lncrement Revenue Bonds (City Center/Historic Convention Village) (The "Series 2015 Bonds"),
And Adopting The Capital lmprovement Plan For Fiscal Years 2015116 Through 2019120. Joint
Gitv Commission & Redevelopment Aqencv
(Tourism, Cultural & Economic Development)
1B A Resolution Of The Chairperson And Members Of The Miami Beach Redevelopment Agency,
Adopting And Appropriating The Operating Budget For The City Center Redevelopment Area,
The Anchor Shops And Parking Garage, And The Pennsylvania Avenue Shops And Parking
Garage For Fiscal Year 2015116.
(Tourism, Cultural & Economic Development)
11
11
Commission Agenda, September 30, 2015
1C A Resolution Of The Chairperson And Members Of The Miami Beach Redevelopment Agency
Authorizing The lssuance Of Not More Than $430,000,000 ln Aggregate Principal Amount Of
Miami Beach Redevelopment Agency Tax lncrement Revenue Bonds (City Center/Historic
Convention Village) (The "Series 2015 Bonds"), For The Purpose Of Refunding The Agency's
Outstanding Prior Bonds And Financing Certain Public lmprovements; Providing For The
lssuance Of Additional Bonds On A Parity Therewith; Providing For The Security And Payment Of
All Bonds lssued Pursuant To This Resolution; Providing Certain Details Of The Series 2015
Bonds; Delegating Certain Matters ln Connection With The lssuance Of The Series 2015 Bonds
To The Executive Director Of The Agency, lncluding Whether To Secure A Credit Facility And/Or
A Reserve Account lnsurance Policy, Within The Limitations And Restrictions Stated Herein;
Appointing Undenvriters, Paying Agent, Registrar, Escrow Agent And Disclosure Dissemination
Agent; Approving The Form Of The Preliminary Official Statement For The Series 2015 Bonds
And Authorizing Execution Of The Final Official Statement For The Series 2015 Bonds;
Authorizing The Negotiated Sale Of The Series 2015 Bonds And Approving The Form And
Authorizing Execution Of The Bond Purchase Agreement For The Series 2015 Bonds; Approving
The Forms And Authorizing Execution Of Escrow Deposit Agreements For The Outstanding Prior
Bonds; Covenanting To Provide Continuing Disclosure ln Connection With The Series 2015
Bonds And Approving The Form And Authorizing Execution Of A Continuing Disclosure
Agreement; Authorizing Officers And Employees Of The Agency To Take All Necessary Actions
ln Connection With The lssuance Of The Series 2015 Bonds; And Providing For An Effective
Date.5:11 p.m. First Reading Public Hearing/Joint Gitv Commission & Redevelopment
Agencv
(Finance)
12
12
13
14
2015 CITY COMMISSION/REDEVELOPMENT AGENCY (RDA)
MEETING DATES
Commission/RDA Meetings Alternate (Presentation) Meetings
(Start at 8:30 a.m.) (Start at 5:00 p.m.)
January 14 (Wednesday) January 27 (Tuesday)
February 11 (Wednesday) February 25 (Wednesday)
March 11 (Wednesday) March 18 (Wednesday)
April 15 (Wednesday) April 29 (Wednesday)
May 6 (Wednesday) May 20 (Wednesday)
June 10 (Wednesday) None
July 8 (Wednesday) July 29 (Wednesday)
August - City Commission/RDA in recess
September 2 (Wednesday)
September 10 (Thursday) 1st Budget Reading at 5:01 p.m.
September 30 (Wednesday) 2nd Budget Reading at 5:01 p.m.
October 14 (Wednesday) October 21 (Wednesday)
November 9* (Monday) November 23* (Monday)
December 9 (Wednesday) December 16 (Wednesday)
* Meeting(s) for election related items only.
Unless noticed otherwise, meetings are held in the City Commission Chambers, Third Floor, City
Hall, 1700 Convention Center Drive, Miami Beach, Florida.
Dr. Stanley Sutnick Citizens' Forum will be held during the first Commission meeting each month.
The Forum will be split into two (2) sessions, 8:30 a.m. and 1:00 p.m. Approximately thirty (30)
minutes will be allocated per session for each of the subjects to be considered, with individuals being
limited to no more than three (3) minutes. No appointment or advance notification is needed in order
to speak to the Commission during this Forum.
15
c4
COMMISSION GOMMITTEE
ASSIGNMENTS
16
g MIAMIBEACH
OFFICE OF THE MAYOR AND COMMISSION
TO: Jimmy Morales, City Manager
FROM: Jonah Wolfson, Commissioner
DATE: September 8,2015
SUBJECT: Referral to Finance Committee
MEMORANDUM
Please place on the September 30, 2015 Commission meeting agenda a referral to the October
5,2015 Finance Committee to discuss the entrance of Biscayne Point.
lf you have any questions, please do not hesitate to contact me.
\Ne ore connited to providing excellenl public senice ond so{ely tc oil who live, work, ond play in our vibronf, fropicol, hislortc communily.
Agenda ltem CLI Ap31gl1xdry17
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18
c6
GOMMISSION GOMMITTEE REPORTS
19
r.-.-,
City of Miomi Beoch, l 700 Convention Center Drive, Miomi Beoch, Florido 33,l 39, www.miomibeochfl.gev
COMMITTEE MEMORANDUM
TO: Members of the Finance and C Projects
FROM: Jimmy L. Morales, City Manager
DATE: September 30, 2015
SUBJECT: REPORT OF THE FINANCE
COMMITTEE MEETING ON AU
The agenda is as follows:
CITYWIDE PROJECTS
sT 28, 2015
NEW BUSINESS
1. Discussion Of The lssuance Of The Gonvention Center Bonds
ACTION
The item was presented in accordance with Ordinance 2007-3582 Article V entitled
"Finance." Section 2-278 entitled "Procedures governing the issuance of bonds"
requires that prior to the adoption by the Gity Commission of the final resolutlon
approving the issuance of any bonds by the City, the fiscal analysis of the proposed
bonds being issued be brought before the City's Finance and Citywide Proiects
Committee for review and consideration.
The total cost of the Convention Center project is estimated to be $596.4 million of
which $54.4 million are County GO Bonds, $204.5 million are proposed Resort Tax
Bonds, $64.8 million are proposed Parking Bonds and $308.6 million from proposed
RDA Bonds. The estimated annual revenues from the project, as well as the
estimated annual cost of maintaining, repairing and operating the project were also
reviewed and considered.
Agenda ltem
Date20
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21
c7
RESOLUTIONS
22
COMMISSION ITEM SUMMARY
Condensed Title:
A Resolution Of The Mayor And City Commission Of The City Of Miami Beach, Florida, Setting A Public
Hearing To Consider A Revocable Permit Request By Lincoln Centurion Retail, LLC., (A Delaware
Limited Liability Company For Lincoln Road), Located At 643-657 Lincoln Road, To Permit A Proposed
Awning That Projects Over The Public Right-Of-Way, With Dimensions Not To Exceed One Hundred
Feet By Nine Feet (100'X 9') Along The Sidewalk.
lntended Outcome
Data (Su Environmental Scan, etc.): N/A
PublicWorks received an application fora Revocable Permitfrom Centurion Retail, LLC., owners of the
property located at 643-657 Lincoln Road (the "Property") to remove an existing awning extending into
the City's right of way, and replace it with a cellular type cantilever awning.
At its July 8, 2014, the Historic Preservation Board (HPB) granted a Certificate of Appropriateness for
the demolition of the existing structure and the replacement of a newer design. The awning projection
over the sidewalk will not exceed one hundred feet in length by nine feet in width (100' x 9').
Per City Code Section 82-94, following the submittal of the application for a Revocable Permit to the
Public Works Department, the Administration shall review the request and prepare a recommendation,
and the Commission shall consider setting a public hearing for consideration of the proposed Revocable
Permit.
THE ADMINISTRATION REGOMMENDS THAT THE CITY COMMISSION ADOPT THE RESOLUTION
SETTING A PUBLIC HEARING TO CONSIDER APPROVING THE REVOCABLE PERMIT.
Financial lnformation :
Source of
Funds:
Amount Account
1
2
OBPI Total
Financial lmpact Summary:
Clerk's Office
AGENDA IIEiI
-
Agenda ltem
Date& MIAMIBEACH
ble Permit. Summary.docx
c7A@R23
g MIAMIBEACH
City of Miomi Beoch, 1700 Convenlion Cenler Drive, Miomi Beoch, Florido 33139, www.miomibeochfl.gov
COMMISS
Mayor Philip Levine and Members of City
Jimmy L. Morales, City Manager
September 30, 2015
A RESOLUTION OF THE MAYOR
BEACH, FLORIDA, SETTING A HEARING TO CONSIDER A REVOCABLE
PERMIT REQUEST BY LTNCOLN CENTURTON RETA|L, LLC., (A DELAWARE
LTMTTED LIABILITY COMPANY FOR LTNCOLN ROAD), LOCATED AT 643-657
LINCOLN ROAD, TO PERMIT A PROPOSED AWNING THAT PROJECTS OVER
THE PUBLIC RIGHT-OF.WAY, WITH DIMENSIONS NOT TO EXCEED ONE
HUNDRED FEET BY NINE FEET (100'X g',) ALONG THE SIDEWALK.
ADMINISTRATION RECOMMEN DATION
The Administration recommends that the City Commission adopt the Resolution setting a public
hearing to consider the revocable permit.
BACKGROUND
Public Works received an application for a Revocable Permitfrom Centurion Retail, LLC., owners of
the property located at 643-657 Lincoln Road (the "Property") to remove an existing awning
extending into the City's right of way, and replace it with a cellular type cantilever awning.
At its July 8,2014, the Historic Preservation Board (HPB) granted a Certificate of Appropriateness
for the demolition of the existing structure and the replacement of a newer design. The awning
projection over the sidewalk will not exceed one hundred feet in length by nine feet in width (100' x
g',).
Per City Code Section 82-94, following the submittal of the application for a Revocable Permit to the
Public Works Department, the Administration shall review the request and prepare a
recommendation, and the Commission shall consider setting a public hearing for consideration of
the proposed Revocable Permit.
ANALYSIS
Pursuant to the criteria established under section 82-94 of the City Code for the granting/denying of
Revocable Permits, the City has concluded the following:
(1) That the applicant's need is substantial:
Satisfied. The Historic Preservation Board required the Applicant to submit a Revocable Permit
EMORANDUM
TO:
FROM:
DATE:
SUBJECT:CITY COMMISSION OF THE CITY OF MIAMI
24
Commission Memorandum - 643-657 Lincoln Road Revocable Permit
September 30, 2015
Page 2 of 3
application to the City of Miami Beach (ATTACHMENT A). Replacing the existing awning with a
new design will enhance the fagade of the commercial property, and harmoniously blend with
the surrounding properties.
(2) That the applicant holds title to an abutting property.
Satisfied. The applicant has provided copies of the title policy (ATTACHMENT B) and boundary
survey (ATTACHMENT C) for the property.
(3) That the proposed improvements comply with the applicable codes, ordinances, regulations,
neighborhood plans and laws;
Satisfied. The applicant has obtained approvalfrom the City of Miami Beach Historic Preservation
Board (File #7439, July 2014), and a building permit (Permit #81500230) for the proposed
improvements.
(4) That the grant of such application will have no adverse effect on governmenUutility easements
and uses on the property;
Satisfied. Granting the request for a revocable permit will not have adverse effect on easements or
uses of the property.
(5) Alternatively:
a. That an unnecessary hardship exists that deprives the applicant of a reasonable use of land,
structure or building for which the revocable permit is sought arising out of special
circumstances and conditions that exist and were not self-created and are peculiar to the land,
structures or building involved and are not generally applicable to other lands, structures, or
buildings in the same zoning district and the grant of the application is the minimum that will
allow reasonable use of the land, structures or building; or;
b. That the grant of the revocable permit will enhance the neighborhood and/or community by
such amenities as, for example, enhanced landscaping, improved drainage, improved lighting,
and improved security.
(6) The granting the revocable permit requested will not confer on the applicant any special privilege
that is denied by this article to other owner of land, structures or buildings subject to similar
conditions located in the same zoning district.
Satisfied. Granting the revocable permit will not confer on the applicant any special privilege that is
denied to other owner of land, structures, or buildings subject to similar conditions located within the
same zoning district. ln fact, failure to grant the revocable permit may deprive the applicant of the
ability to develop the property in a manner consistent with similarly situated properties in the
zoning district.
(7) That granting the revocable permit will be in harmony with the general intent and purpose of this
article, and that such revocable permit will not be injuries to surrounding properties, the
neighborhood, or othenrvise detrimental to the public welfare.
Satisfied. Granting the revocable permit will be in harmony with the general intent and purpose of
the Code of Ordinances, and will not be injurious to surrounding properties, the neighborhood, or
25
Commission Memorandum - 643-657 Lincoln Road Revocable Permit
September 30, 2015
Page 3 of 3
othenruise detrimental to the public welfare. The land development regulations encourage the
implementation of effective and equitable policies with respect to property owners. The proposed
improvements of the property will accomplish this goal by allowing a quality development, which
may encourage a greater number of patrons to this iconic Lincoln Road area.
The Administration's analysis above shows that the above criteria established under Section 82-94
of the City Code are satisfied. This application is also supported by the fact that the awning is part
of the design that was approved by the HPB. The HPB considered the awning to be part of the best
design solution for this project and to be consistent with preserving the architectural theme of the
Lincoln Road design.
CONCLUS!ON
The Administration recommends that the City Commission adopt the attached resolution to schedule
a public hearing to consider approving the Revocable Permit.
Attachments:
A. Letter of lntent
B. Opinion of Title and Policy
C. Survey Sketch and Legal Description
D, Existing and Proposed Awning Design
E. Proposed Plans
.ln/lrerCU@anrrr
26
Attachment - A
Lincoln Centurion Retail LLC
512 Seventh Avenue,.38th Floor
New York, NY 10018
(212)204-3450
June 15,2015
Via Hand Delivery
City of Miami Beach City Commission
1700 Convention Genter Drive
Miami Beach, Florida 33139
Re: 64Y657 Lincoln Road- Miami Beacn, FL esT41
Gentlemen and Ladies:
This letter is a request for your approval of a revocable permit for a new canopy structure at the Lincoln
Road fagade of the referenced property, which will replace an existing canopy siructure.
Based on the requirements listed in Section 82-94 ol the City of Miami Beach Code of Ordinances
"criteria for granting/denying revocable permits", the Applicant shall demonstrate:
(1) Thatthe applicant's need is substantial;
The applicant is replacing an existing awning structure with a new canopy structure that will enhance
the Lincoln Road fagade of the commercial property. Granting of the revocable permit will allow for
the continued development of an urban neighborhood, and harmoniously blend with the surrounding
properties.
(2) That the applicant holds title to an abutting property;
The applicant has provided copies of the title policy and boundary survey for the property.
(3) That . the proposed improvements comply with applicable codes, ordinances, regulations,
neighborhood plans and laws;
The appllcant has obtained approval from the Clty of Miami Beach Historic Preservation Board (File #
7439, July 2014), and a building permit (Permit# 81500230) forthe proposed improvements.
(4) That the grant of such application will have no adverse effect on governmenUutility easements and
uses on the propefi;
Granting the request for a revocable permit will not have adverse effect on easements or uses of the
property.
(5) Alternatively:
a. That an unnecessary hardship exists that deprives the applicant of a reasonable use of the land,' stt'ucture or building for which the revocable permit is sought arising out of special circumstances
and conditions that exist and were not self-created and are peculiar to the land, structures or
building involved and are not generally applicable to other lands, structures or buildings in the
same zoning district and the grant of the application is the minimum that will allow reasonlble use
of the land, structures or building; or;b. That th.e grant of the revocable permit will enhance the neighborhood and/or community by such
amenities as, for example, enhanced landscaping, improved drainage, improved liglitina,, and
improved security.
Not Applicable
27
Lincoln Centurion Retail LLC
512 Seventh Avenue, 38th Floor
New York, NY toote
(212) 204-3450
June 15, 2015
City of Miami Beach City Commission
Re: 643-657 Lincoln Road, Miami Beach, FL 33139
Page2
(6) That granting the revocable permit requested will not confer on the applicant any special privilege that
is denied by this article to other owner of land, structures or buildings subject to similar conditions
Granting the revoeable permit will not confer on the applicant any special privilege that is denied to
other owner of land, structures or buildings subject to simllar conditions located within the same
zoning district. ln fact, failure to grant the revocable permit may deprive the applicant of the ability to
develop the property in a manner consistent with similarly situated properties in the zoning district.
l
(7) That granting the revocable permit will be in harmony with the general intent and purpose of this' article, and that such revocable permit will not be injurious to sunounding properties, the
i nelghborhood, or otherwise detrimental to the public welfare.
Granting the revocable permit will be in harmony with the general intent and purpose of the Code of
Ordinances, and will not be injurious to surrounding properties, the neighborhood, or othenvise
detrimental to the public welfare. The land development regulations encourage the implementatlon of
effective and equitable policies with respect to property owners. The proposed improvements of the
property will accomplish this goal by allowing a quality development, which may encourage a greater
number of patrons to this iconic Lincoln Road area.
Your kind consideration would be greatly appreciated.
Respectfully,
rQTnc
Albert M. Cohen
Member
Lincoln Centurion Retail LLC
28
Senace/LlPSFry, rl
Value A ddcd Lawyerhrg'ffi
Attachment - B
BntAN LOUTA L|PBHY, Esq.
Atto AoMttr:b tN WAsHlt{stoN D G
DtnEcT NUMBEFT 66 t .590.0660 X 2(,z'
e mer lr llprlry@rl,hw,cour
June ll,20l5
City of Miami Boach
OIIice ofthe Cig Attorney
1700 Convention Center Drive,4s Floor
Miami Beach, Florida 33139
RE: Pubtis Works Permit Application of Lincoln Centurion Retail, LLC, a
Delaware limited liability company for Lincoln Road.
Gentlemen:
We render this opinion as counsel to Lincoln Centurion Retail, LLC, a Delaware limited
liability company, (hereinafter "LgB') in connection with an examination of title with respect to
that certain real property descdbed as;
See Exhibit'.A" (the "EfgDeIS")
which is located in the City of Miami Beach. Florida togethor with that portion of Lincoln
Road which is abutting the Property and which is the subject matter of.LCR's Public Works
Permit Application (the "eLtLEIqp4").
In rendering the opinion hereinafter set forthr we have examined, among other things,
deeds and other instuments filed of record in the Oflicial Records of Miami-Dade County,
Florida,
Except to the extent expressly set forth herein, we have not undertaken any independent
investlgations nor have we conducted a physical inspectlon of the Property or the City Property
to determine the existence or absence of facts relating to the following matters which could affect
title to the Property, including;
20I N.E. Fint Avenue 'Delny Bcach, Florlda 33444.561.330.0660. Fnelmllc 561,330.0610 . wunrr,sl-law.com
29
$6p164/t IpsFry, rl
lhlue ttddcd Lawyeringw
Cityof Miami Beach
Office of the City Attomey
June ll,2015
Page 2
l. Problems of parties in possession (such as adverse possession).2. Unresorded easemenls, reservations, licenses or other agreements or options.3. Unrocorded leases.4, Unfiled mechanic's lions.5. Access to the Property from public or private roads.6, Water availability or rights.7. Navigability of adJacent or included waters.8, Existence or characteristics of particular kinds of improvements.9. Zoning or other exorcise of governmental police power.
Accordingly, no inference 0s to our knowledge of the existence or absence of facts
pertaining to such matters should be drawn from our opinlon
Based upon and subject to the foregoing and to the qualifieations, limitations and
exoeptions oontained below, it is our opinion that:
i) Fee simple title to the Property ls vested in LCR by virtue of that certain special
wamnty deed dated January 13,2014, filed for record in Official Recods Book 28991, at page
3378 of the Public Records of Miami Dade County, Florida.
ti) Tille to the City Property is vested in the City of Miami Bsach by virtue of:
A. Dedications appearing on the following plats:
I ffffiiil;;tB1;fi:tl#:";ffi;f; iT;,f'ff.J:,xxJliliH,ts1tr
County. Florida.2, Plat of Pine Ridge Subdivision of the Alton Beach Company, according to
the Plat thereo(, as recorded in Plat Book 6, at Page 34 of the Public
Records of Miami-Dade County, Florida.3. Second Comrnercial Subdivision of the Alton Beach Company. according
to the Plat thereofl as recorded in Plat Book 5, at Page 33 of the Public
Records of Miami"Dade County, Florida4, Lincoln Road Subdivision, according to the Plat thereof;, as recorded in
Plat Book 34, at Page 66 of the Public Records of Miami0ade County,
30
SnnncalllPSFry, ru
tal a c,,! d ded Laaye ri ngn
City of Miami Beach
Office of the Ciry Attornoy
June 11,2015
Page 3
Florida"5. Amended Plat of Golf Course Subdivision of ths Alton Beach Realty
Company, according to the Plat thereof, as recorded in Plat Book 6, at
Page 26 of thePublic Records of Miami-Dade County, Florida.6. Alton Beach Company's Plat of Block Forty-Six, according to the Plat
thercof;, as recorded in Plat Book 4, at Page 102 of the Public Records of
Miami-Dade County, Flori da.7, Alton Boach Company's Plat of Subdivision of West Half of Blocks 17,
40 and 45, according to tho Plat thereof, as reoorded in Plat Book 4, at
Pago 102 of the Public Records of Miami-Dade County, Florida.8. First Addition to Commercial Subdivision of the Alton Beach Company,
according to the Plat thereof, as recorded in Plat Book 6, at Page 30 of the
Public Records of Miami-Dade County, Florida. Commercial Subdivision
of the Alton Beach Company, according to the Plat thereoi as resorded in
Plat Book 6. at Page 5 of the Public Records of Miami-Dade County,
Florida.9. Alton Beach Company's PIat of Subdivision of Block Forty-Four of Alton
Beach Bay Front. according to the Plat thereot, as rccorded in plat Book 6,
at Page t66 of the Fublic Records of Miami-Dade County, Florida.10. Alton Beach Company's PIat of Alton Beach Bay Front, according to the
Plat theroof, as recorded in Plat Book 4, at Page 125 of the Public Records
of Miami-Dade County, Florida.
The foregoing dedications were formatly accepted by Miami-Dade County (formerly
known as Dade County) on January 12,1960 by Dade County Resolution 4406 file for record in
Oflicial Records Book 1884, at Page 501 of the Public Records of Miami.Dade County, Florida,
Even assurning for the moment that Miami-Dade County was not the proper govornmentalentity
(gven that the City of Miami Beach was incorporated in March, I9l5), the dedications should bL
deemed completed based upon tho following:
ii) As stated by the Florida Supreme Court,
"When the owner of a tract of land makes a town plat thereof, laying the same out
into blocks and lots, with lntervening streets, clearly indicated upon the plat,
separating the blocks, and conveys lots with reference to such plat, he thereby
31
Saneca/LlPSHy, rr
Yalw,{ddcd Lawlwingu
City of Miami Beach
Office of the City Attomey
June Il,20l5
Page 4
evinces an intention to dedicate the streets to public use as such; and his grnntees,
as against him and those claiming undor him, acquire the right to have such streets
kept open. This constitutes a complete dedication, and the streets cannot be closed
up or obstructed, unless in pursuance of legal authority." .See Price,v* Sr$gpn, 45
F|a.535.33 So" 644 (1903)
ii). Florida Statute $ 95.361 (2) whioh provides that whers a road has becn
constructed and it cannot be determined who consEucted the road, and when such road
has been regularly maintained or repaired for the immediate post 7 years by o
municipality, suoh road shall be desmed to be dedicated to the public to the extent of the
width that actually has been maintained or repaired for the prescribed period, whe0er or
not the road has been formally established as a public hfighway. The dodication shall vesr
all dghts, title, easement, and appurtenances in and to the mad in the municipality, if it is
a municipal sheet or road.
B. That certain Wananty Deed dated June 17, 1930 filed for record in Deed
Book 1388, at Page 155 of the Public Recorids of Miami-Dade County, Florida, as
affected by that certain Order dated August 13, 2004 filed for record in Official Records
Book 22615, at Page 3014 of the Public Records of Miami-Dade County, Florida.
We advise you that in addition to the aforementioned exclusions, this opinion as to the
Property ls subject to the following matters:
l, All matters appearing in Chicago Title lnsurance Company Owner's Policy of Title
Insurance Folicy Number 36137-l-084132-010500AU4.7430609-90567931, a copy of which is
attached hereto and incorporated herein.
2. 2015 Real Estate Taxes which became a lien as of January l, 2015 and which are not yet
due orpayable
Our opinion is strictly limlted to matters govemed by the laws of thc State of Florida, and
we express no opinion concernlng the laws of other jurisdiction or compliance therewith by any
party. This opinion is issued as of the date hereof with an effective date of and is necessarily
32
Snneca/LtPSlrY, rr,
To I u c't d d cd L a wy e i t gln
City of Miami Beach
Office of the City Attorney
June I 1, 2015
Page 5
trlmited to laws now In effect and hcts and circumstances brought to our attention. Our opinion
is provided for your benefit and may not be quoted or relled upon by, nor copies dclivered to, eny
party other than you or LCR, nor used for any other purposes wilhout our prior rvritten sonsent.
BLLjp
33
Exhlbit "A'
Lot one (l) of Block one (l), of LINCOLN ROAD SUBDMSION nA", of The Alton
Beach Redty Compann as the same is shown, marked and designated on a plat of said
subdivision, recorded in PIat Book No. 34, at Page 66 in the Office of the Clerk of the
Cirsuit Court in and for Miami-Dado County, Florida; AISO those lands lrr Miami-Dade
County, Floridq desoibed I s follows:
From a @ncrete monument located at the intersection of the West llrre of Jefferson
Avenue and the North line-on-Lineoln-Road; as said,monument is-shown-on a-plnr,
entitled "Amended Plat of Golf Course Subdivision", as the same is recorded in Plat
Book 6, Page 26 of the Public Records of Miami - Dade Counry, Florida, more
particularly doscribod as being 1350' East and 270 feet North of the Southwest comer
of the NW 1/4 of Section 34, Township 53 South, Range 42 East, run Easterly along
the North line of Lincoln Road a distance of 794,20 feet to the Point of Beginning of
the parcel of land hcrein described; from snid Point of Beginning run Northerly along
a line porpendicularto lhe last mentioned courss adistance of 105 feet to a point,said
polnt being 20 feet South of the Southerly line of the Municipal Oolf Course, in the
Ctty of Miami Bcach, Florida; thence run Easterly along a line parallel with the North
line qf Lincoln Road a distance of 50 feet to a point, thencE run Southerly along a line
perpendicular to the North line of Lincoln Road, a distance of 105 feet to a polnt;
thence run Westerly along the North line of Lincoln Road a distanoe of 50 feet to the
Point of Beginning of the parcel of land herein described,
34
CIIICAOOTITLE
INSURANCE COMT^NY
POLICY NO: t6ltZ.l.0S4l!2,010500.20t4.2430609-90162931
OTIUNER'S POUCY OF TITLE INSURAIICE
lsgued by
Chloago Illla lnsuranoe Compa[y
Any notloeolaliln and anyothornotlco otshtenenlln wrlllng rcqulredto![glvento thofionpeny underlhtt Pollcynuilbeglvw
to he Compeny. al llre addrrsc shwtn ln fiecfion lt of W Condltlong,
GOUEEEOf,IS'G
SUEJECT TO THE DGLIEIoNS FROM COVERAGE,IHE EX0EPTIoNS FROM 0OVERAoE COt{TAti,lED tN SCHEoU| E 8, Aflo ru @ilDfTpHs, oHtCAco
TII[E ltSUMt{OE COTPNY, s Nolnodta orporallon, (ltts 'Compsnf} hame, ao ol Dah d Pollcf, agdnst los6 or damagc, nd clccadhg tha Amount ol
lnrurarc, slCdn€d q ln$nsd by hp tnurod by rreson ol
L mh belng wsld oher hrn rr abted lo Sclndule A
2, Any ddod ln q len or cnamUanoe on he IIth, Ihh Cowrod Flst hdudee but lc nol lmflod lo huanoc rgrlnsl hcr fom
(a) A&lacth0rolllls oarrlod by
(l) frgory,lraud, undre hlluence, dunrr, lnompebncy, lncaparity, orlnpernna[on;
(ll) fd[B o, any pcnon or Enllly h hat aulhorted r lrershr gr @oveymca:
(lt[ r doonrnt afledhg Ills not propody croahd, erocdd, wllneued, geahd, ailnowledged, notadzed, ot dehnred;
(lv) frlhra h peftrm lhoao arts osco83ory b cr€do a doomool by eholronlo meanc aulhorEod by lml
(v) a donnnsnt axeaftd under a fabllhd, ar@, a othoMsc hvalb pouor olilrnoy;
(vl) a docunenl noi pmpedy flhd, tuoot{od, or hdrrad h lht PuUh Recode lndtdhg lallur h peilom lhor r1e by rholrcnb mrans adhodzed by
lau or
(vll) o dgledvr Fdldal or admlnlgfifrve pmcsldhe.
(b) Ihe lan ol rcoleglate laxer or aanusmontr lrnporad on he IIUo by e goemmsntC auhdly dm or payable, hrt unpd.
(c) Any mooafimnl eurmbranc!, vloh[on, valdlon, or adrreme clrcumstanco #ecllng llro llllc llral wiuld be dlaoldaed by an acnrrslr fid comilda
hd suruey ol he Land, Itr lnm 'rnco*hmcnf lnfudu snomachmettlr o, uldne lmpmvofioflto l0cal6d on th6 L.fld ohto ad1ohhg lild, End
oncmadrmoilto olto lhe Lsnd d erlrtlng lryrovommlr hodod on djolnlrU hnd.
3, Uman(ol&hlltle.
4. tlo fthlol*cesl b andlmm lhe Lard.
5, Tha vlolatbn or enhrcement ol uy law, odlnarce, pomll ol gowmmoilal regulrlbn (hdudlng tosc r€lslhg lo hrfidlng ard zonhg) rtrUlothg, ngdalhg,
pmhlbllno ormlatlng to
(a) fic ooo4ancy, ure, or enlqlment ol ho LEndi
0) fio tltoroffi, dmen$nr, or hcrtlor ol any lmpwemont croobd on lho Land;
(o) $eubdMrhollmdtor(0 crwlmnrunhlpmlecllon
ll a rcUco, dascdbhg uy pad ol 0ts [m4 h rrooded ln llr Publlo Rscords e o0ng lorh hc vlolarUcr or hhnUon b errlorcq but only to [re erhnt ol lhe
vlolalhn a mforceme[l rohrod h ln ftrl nohE
0. An Enturcsmonl aolhn bsssd m lhs uerclce ol a gwrmmcntal pdlcc po+lor not covend by Cornod Brk 6 ll a nollco ol !r enlommnl adbn, dosctlng
ary pqrt ol lhc L]d, h nordod ln hE Publlc Recods, but only h lhe ertenl of llts enhfi0oent |Blollrd b ln that notce.
7. 'lhe uodsa of Un fihtr ol enfisnt &mih lf o nollor of lho axor&0, doaodblp rny pril ol lia [erd, la rscodod h lhE Puhh Becor&.
0. Any taHng by a gowmmonlal body hsl [aB odnsd and lr bhdhg on he dghlo of a purho80r tor ystjg Yrlulout Knowlsdgo.
& IIUo bolng waled ohm han u sbtod h S$BilXo A or bdq dofodve
(a) ae a meult ol he s_tloldame h wltolo or ln parl, or llom e mufl ader pmv$hg m alanrhru nmedl of a burrlu ol rll ol ary pzt ol lhr [b to or any
lnlomst h 0E Lond ocumlng ptu to lho tutladlon ulsttq llllo CI clroun ln Sdndtrh A bacausg llut plor lmnsl[rr aonrllUlsd a lruduhnl or
ptdorunfid ltsnslor undsrHsral banknrybL rlata hsotvanoy, orulmllu uedlbr'dghts lswE; or
ALTA OinlG/a Pobsy [6t'l7r00l
-0uEseurygrCopyrlgtr(Anrrlmul.andTltlaAsoclrllon.All rlghBruervrrt, llrourcofthlrformhre*lculloALT llaerucrndAt,'tAuranlrcrhgood *:'i'j:
slanding orof 0wdutaofurc. All olhu ums uoprohibM. [,cprlnlcd urdcr liccnt from lhc Amcilcrn.tand Tillo Asoobtlon F,I
35
(b) bocauso lho hr0umsnt of ltanrlel vollng Ilth as fiorin ln Sctudulo A coneilutot a prolerenUal lmnsler undol faderul bsnkruplry, rtrtc tnrolwnoy, or
slnfr crtdlor*' &hh llra by roeson of fi e lalum ol lls Bcordhg ln he POlh Reor&
(ll to h 0meh or
(ll) to lmpert notlco d lts exlohnco lo e purdra*u lor vdw 0r to I tudgmonl u hn uEdflor,
1 0, Any dilEd h or lbt ot sncumbrflGi o0 lno nb or diar mdler hddod ln Covtred Rhh I trouuh g tlul iBB ba€ll cr8olEd or alhded or lus beon llhd or
mtnrdd lnlhs PubhRtoordrsuhoquentlo Dalsol Poflcf uld plor to lhr mcordhg oftn daad orolhrrhslrumsnlottm*rh lhe Pub{o Reardrllntraedt
tlue as ehorn h ScheduhA
TlwComparywlllahopayfte oostr. altomryd foet, Etd expenmr lnoned h delonreof arryma[erhund agaMbytt{afufioy,butonlybh0 utoiloto'ddod
ln tp CondlUona.
ln VtlilnoaaWharrll,CHl0,AcOImE NSUMNCE COMPAI,IY, har caueod lhh pollcy lo be $ned *rd rsalsd 6s oI Deb ol PolU rhovm ln S$uduh A, Oe
pofloy lo bcocne rdld whon counlrrlgncd by an eulholted clgliatoryol0tc Comp-ary,_ _
cRrcAGo TlTt.P lt{suMt{cE cotrrFAilu
llr
Counlodgmd:
36l37FL 084132.010500
Orlcago Tlilc lnsuramo Compony
13800 Nw t{rh st., suirs t90
Sunrige, FL 33323
Tc1: (7861228-3900
Foxr PsO 22E-3912
149!9"""
Co[y}l8hl Am.rhrn Lfid Tllh Arroch(o* All rlghlr rBrrvcd Tln uso olthtr lform lr r0tlrlolod lo ALTA licsrucrs ord AIJfA nomDer In good
3tlndkrgar of 0rl ftlo oftrr, All olhcr un! ur pohbiled.Itcprfucd rn&r llccnro fnont ho Amdorn lard T1ilo Agoohtion.
*lfu,ufo,+,
,,2
36
EXCtt SDI{S tnor CoVER 0E
The fohn{ng mabra arc erpumly excludod Imm lho owaga ol lHo
polcy, and he Company wll nol pay bor or damage, oogte, aflorneys' boq
or eryenrer lhrt tilu byream of:
l. (a) Arrylm,wdhunco,ptmll orgovemmanhlmgubflon(lnolutrng
thore mldng l0 fu[dhg and zonlng) rceldoftrg, mguffi, prcfi&ffi, or
mlahgb
(l) heooorymcy, uae, orcnfoymanlol$e tatdi
(ll) hc dmm&r, dmandoq or locadon ol ily lmprcv?mont
embd on tltt landi I
(lll) lhaurMMCorrollurd;or {'
(lyl emlmrmuM protodlmi
- -orOeofiootdarry.vfolabnolthase l6rrs,qdhancos,or - - -- ----
gowrunedd ngddbnr. Thlr Excluslon l(a) doet notmodlforltrr!
lhe ovcngr po{&d undor Corrercd RIak 6.
S) Any govsmmentil polco poflor. Tth Ercturbo 1(b) dooe nol mdfi
orllmlltrcooungc provldrd udrr0owrud Rt{t0, [.
2" Egrb ol crnhod donah, Ihls Erdurlon does not nod[y or tlrdt lh
cororagc pruildcd ul|ds co,E 0d Rhk 7 or 8.
3. Deled$ hns, enombrancas, adu€rB0 ddme, or ohermaflam
c0il0moil8
1, DEFII{TPIOFTERilI8
lho folurlng hrmE when ued ln fir pllcl meanl
(al 'Anunt ol lnrunnca'r Tho etautnt alalad ln Sdredrlo A, ar may ba
hcraared ordacBard by endmamenl h lhb polcy, lnoreased by
Secton C(b), or dorearod by Seo0onr l0 ard I 1 ol [rsss
Condtbns.
(b) taE ol Pollqft llm date dodgnated &r '00b of Polc/ h S&€dris
A.
(o) tnlltf: A cupcaton prhershh, hag llmlled hbllty corpary, or
ohcr sln{arlegalonUU,
(d) 'lceuod': Ihs lnrurd named ln Schdulc A
([ IIebm'lnaund'rbohftdea
(A) auoereorto[ro Tlileof $e hsurd by opona0on olla*
el dr(ngthed liom puruhars, hdrrdlng ftdm, devlroer,
suwlvora, pwrond npmsenldvoo, or nexl of lln;
lB) oucce$olt to u lmumd by dlarolulbn, morgor,
conrolUdon, dlatlrulhn, or morganlzrUon;
(Q emrron b an lnund by lb conwnlm b uofiar ldnd
ofEntty;
(D) agutreol an hsuud trdre deod dehrudwllhui
pryncnt of dnl vdu&h conrlhrofuo comrylru hs
Iide
(1) fhe rlo*, rhanr, rumbenhfr, orotwlryly
htende of ha grantee em whollpornod by lhe
nunod lnumd,
I lho gnntoo wholly ome lhc namd lnand, m
lf h0 0rantee ls $Jholponned by an ambhd En0y d tt
he narnBd lnrund, povl&d lhe af,llrled Enllty ard 17
lhe namc, lnsured am botr wholrcwned by ltn
rame pamon u€nUty, a
llhe grantee lr a tust€€ rbondlclEry da lruat
cnaEd byawlten hsfumsil ostrblbtrcd by tln
(a) coalsd, cuftrad, a*umd, or egned b [ 0n lnaund Clafinurl
0) not [,mrn to lhr Gompony, nol rscotdd h tre Rrblh Recods al
DahdPdlcy, hltl(nom b fio lnsrad Clslnatt sd mtdlsd$sd
In flrflru t0 tllo Conpany by tho luurud Cldmanl prblo tho drls
tho lnaumd Oatnfil b6cdn6 sn lruurud undcr hb potrul:
(ol Esulhg h m bw or damage lo lhe hsrmd Odmilli
(d) ailadlng or cnated nrbrequenl b Dale of Polcy; or
(e) oeulhg h brg s dEnage lhd muld not hwa bcsn wsldned I he
Lrsu,sd Odmmt had paldvaho furhe Tlh.
Anychtrr, by rouon 0f $0 opsralhn dledeml ba{uufty, etate
hmhunry, or dmlla crdllorJ rlg[E hu l|rt ho fanaaoilon watlng fto
nUo oe d$,rn ln Solrdrrlo A, h
(a) afoiuduFntconwyanmufrarfrr-lln{h-nUcl,or - ----
(b) 0 ptrfomlhl transtr hl 6[yr0ason not shled h 0ouord Rlet( 0 ol
lhb pollsy.
fuy llen on [n Ttt ftn Eal cchb laxor or a;sersmnls hposod by
gorunrnlrl afioily and ceabd u otaohhg botlleen mb d Poftil
and he dale of mcodhe orfiod60d or0h6r h3trum6ntoltu8l6rh lho
PubhRecode halwetrTltlc u rhown ln Sds&h A
ln$rod namod h Sdtduh A h €sftto ptru{tq
pllp080e.
(ll) tltfflt rogald l0 (A), (Bl, (Q, ad lD) reeuvitg, lro*0v6r, sll/ohls
snd dslenrs $ b any rucceseor that UE Compenf gould ifiE
hd agahcl any prcdccaaoor lnaursd,
(e) 'ln$Ed Glalmanfl An hsurod oldmlng looe r drn4o,(0 'ltnf,ledgo' or'Krfrm'i Actd tnoilledgo, notcoodlrctlw
hnotl€dgB or nolholhal nny be lnputcd h ar hamd I msorr ol
lhe PuHlo Rcoordg or aty o$r ncode hd hnpelt ooolrudbs
(0)
0)
oo0ceof riatm affsothg [rs'n[e.
'Land': ThE land dsrtrlbsd h SchduhA, ard rlBcd tpmnmonlr
lhatby hw conrUiuto malpmpdy. Thrlcn'l.rrrtr dossrrol hdrde
ery Fope rV laydrd hc [mr ol hr ma d*slbcd h Sdedub A,
na my dghl UIo, [{snrt eglds. r o$0m€0t ln abutttg 0t00ls,
made, annuel, sllep,laru, r8y€, orualuuays, but llrb doeo nol
modfiy orlmltltr ulmtMadghl orrooossloand lmm$o La{d la
hgumdW0bpoky.
'Modggod: ilotbage, desd of Uuct lrust dsgd, or oUBr B€srlly
hetum€n[ lnfilhg one ovldonod by dcclrufih m6EnB auhofid
bylaw,
'Prhllo Roordsl Rocot$ Bdabll$od mdor rlrb alrfutm rl Dat, o,
Potuy for llte gupss o, hpartry cfiuhrdtto no[ce ol mn&rs
nlrlhg lo rod poparty lo pumesotr fuvrlue rnd tlnut
Knowledge, Vlllh rupcctb Covmd Rbk fld), ?uHo &crdr' $o[
obo lndde mlonmanlnl pmlec[m lbns fihd tn lhs rc60rds ol lfie*il of lha Unltcd Statre D{sild 0ouilhrlhe dl$ldtrlpo lho Land
lchosM.
Tlto'r The odato o lntomst dssslbod h Sdrcduh A"
'thmailclablc llth': Illls dbdld by an allcgrd or appurnl mater
hal wouH pemft a pospeoilvr purfiasrr or lurce ofllro ll[e or
lendaron fie lllh b ie rclcasrd lrom th obigaUon b ptrfiEsr,
leam, or land ll Uroro la s confactud condUon ,e$Idng tr dellrnry
ol marksleHe lllla.
(21
(0)
(41
0 016
Copyrlght Arrurlcro Lrnd Tllla Asod.tlo] All rlghB r.rcrrcd. 'Ilp llr of llb Pom lr rslrlotrd to ALTA llcmeor lnd ALTA nrcmDco h good
rbnding as of 0w &to olruq All o{rcr uscs m pohlbitcd. Roprintd urdor ticoruc from tfu Amcllcan lard Tith Asohtim.
37
2, ComfiuATt0t{0Ftt{sunAilcE O. DUW OF IIISURM OLAIIIATIT IO GOOPERATE
IIF qpmSo of hh_ polby *all oonhue lo loroo as ol Dile ol Pollcy ln (a) ln all mee r whsm trlc pollcy pomb or Bqulms h6 Comp6ny lo
!pt{,*}ry,Ulbutonlyrobngashohsmdrtlshsanollab'or
" pmearleuprovldstilhedotenreolsnyocflotrorpmtlot{ns*rd
htor$l ln 0n [ud' r holle anobflgafion eocuud by e pwdruo m0n6y any eppolls,
'trts
lnsumd shd smum to Url Compan[ he rlSil-b m
ftlorlgape. gSn bya putclruer liwn ho lnsurod, or inly ao long ar he
-
nr6soarto oi pmtrtCe defenss h ho ac0qr or pn,i.qit,,s, hi nrrg
lneurod EhdlhavB[lmlQyrepn olwananhr h anytat*ror ltrertgtrtt uie, etlb opuon, fte nanoolthe inursd fdU,r p,,p"t
oonveyanceolhelllh. Ttbp[cy rhal noiondnus lnlorce h faru ol llfroriaarnquartU li ttre'Oaryary,lhc lnsued, iltn Oinprfl!'.
Stty putttpot tt-u11 fts lnurEd oltl0er ([ an orlalo or !!nal h he orpanse, atrafl ghn 0riCorryrrryal iiaomue ali 0 rr reorring
'
Lan6 ot (ll) at obfgaflon seored by a pndram monoy Mortgage gfirn lo errfuoncq obtaihg rdhoodE, piosroUtru or OEsndhg ri6-;d;n or
h0 ln$rrod. pmruadtrq, w efreafrg aeUdth[ and (lil t a"i ottt""tartuti* titr. noucE oF orAru ro BE crvEl By rNouREo crArnAr{r Li!! ffi,llT#l}Hil:i9,flfrji$.f;ilfl il,#m}, orle lnumd il{ notlly-he 0ompaty pmmplly h wrlErg (l) h aarc of rny pnMhtd by lro lafrri d Ua hsJrgd t0 tmbh ha Equtrut
llerho ao ratlottt h Eocton 6la) d llteffi Condlflonr, (l) h orco coopotrbn,'lho 0oflparfr o0llSalloni t0 ilro Insumd uirder tu
-KnowbdgcCtellometocllnedr8dhomndorof enydalmol0lhor - - poflsy$rlltB'mh0lo;hfidngmymmyoroUltgaflonf ffiud, - -
htoBst ul8[ ls sduolto to oo Tllh, c hsutd, and hat fiUht oaur lors pmsrflb, or conUrus any m6bi sm rogarU to-trs mlilor or
-
or drnrgr fu$rlch he Company rnay be llabts by vltue C ttrtr po[cy. or outbn rwultro rmtr mipsrdon
(fi) I hr TEo, aa hamd, lr ntoled aB LtmafialilIr Tlth I hd (b) Ttr Compfory may nuonittr nquln 0re lnsund Chlmmt h cubmtt
Companyb paFdhgd by he ldlwc olllre lnaured 0ldmaillo povlde b ormrlda[onunikoalh by-rny inilnrEcd oonsenlafivsof Uepmmtnolct,Smcompan/oXaUllytolholnsurudOalmiltundsrlhe Companyand5pmduooftt'sxtnalon hspidon,andoglng,at
pollry $d b0 Fducsd lo lho erlcnt of lhe fludloo. rudr naionaHe ihree ad phoe or may to itod$ilid Uy fti ''
4. pnooForuooo ffiHffi,ffi11ffio1llt:?1ffilA:fiffi;ltff,fffi,
h tht o$uttto Compoy lo unablc h dchntrc trc orunl ol loos or oottogpondencr, Bport, cntallr, dlrtc, trpcr, ard vlileor $rellni
damrg6,lh Companymry, atlb opuon, rquln ao acondlhn ol beulng adah bchn orrllrrorto olpotley, trd naoraltypst€h
papnntfiatfto lmuod Cl&nant tumbh a slgnsd ffiollors.Iho b [ts lorrqdamage, Fuilfter,lf nquorbd byany uhorLid
gool{lce muatdcs.ilUo ho deh4 !hn, enarmbiancc, orollprmstls ltpusanldho olhe Company,lhc hstmd0dmantrhal fmtllr
haurod agehd hy itlc Poficyttalcmcfiutrotrs basbof hao or dailage tsfltfulffi, tnuilttg, fbr my aulhortad Bflwonbfi,! ot6o
end shdl st&, lo lno extenl poeihb, he basb of caloddng ttre amuint ComPary lo ixffilnc, lnryod, sld op al of lhess rplodr h hc
of ho bee ot &mage. otlody ot conbol ol t lhid pady hat iirmn&ly pedah to tlro loes
r. DEFEr{BEAnDpR0sEcuTro*oFAsno.rB $jffifl;#flfi}Hffiffi,fi.Hfl#lit$}'X,ffiffi
(a) t$ur wliilon rcquest by lho hours4 and aublsst to 0re oolbnr bo dadomd b olhan unlesr, h ta ruarooablo ldgnronl ol lla
cmbtud ln Eoilhr Z bf hess Condl1onc, ttri Comparry, a nr own $ompmy, ltle necauary h Urrdmlnhlrdon oi 0ri dalm. Fallun ot
6t ild s,fihout uroa$nsble dd8y, *ei provue t{r ttii &ronm o, ho lnwrud Oalnad lo r6m[ &r srmhdon undrroall! pioduos
an lmurBd h ll[g.Um h whhh any htd paity aosortr a d*n any noomHy mquoded Infomotst, or grul pcm*slm to acaro
oovemd W iS iOlcy adwrac b 6c hajrod: nh o6lhah6 lE raaonaIy necleeoty ltlomollon frorn irLd parUer a qulrd h trb
[nnad b irfy liore itatsd camr of adhn dhgft1g m-st3{B ln$nd at$stcton, unlerr pro}rblted by law or gnnmmonhl mgrhton, sltsll
agatut by [ft poflry. Iho Cornpsrry lha! have lis-,lght to $hd temhrlr uy llatllty ol ho Compony un&r hlo pollcy o-r b lhrl
coumol ot lh clnbd (autfecl b !E rlghl ol thE 1ncu,6 b obtot for da[n.
rueon*lo p!a) to. repreaent the lntured ar to hors sbqd ryy t, omoilg ro pAy oR oTHERtItsE o6rrtE glAttrts; TER6p{AI101oladbn.ll rhsl mlbe labls hrsnd wltlnotpeylhefeeo ot my oher "
Oi i;ililrn
hqrndtylp lnrund ln ho rhfenss of llpsecrurc of actbn hat ln.caoo o[ adalm unduhls pdcy,lu 0ompffirsteflhsrrstu hhuhg
dogo mflco not lneuod sgdnBt by hlr poflcy, 0ddh08t optoncl
(b) Ihc Conpsry $o[ han he dght, tn addl0or b UB 0pufiu
coobhed h Sscfrn ? ol lh6s0 0ondl8on!, at lll gu,n @st, b lmllhile
and pmcoia ary aollon or plocordlng or b do my olhsr rc.l thd ln
lh flnloo mry bc ncoasary or deuhotrle to ertabloh te TUa, as
ln$rBd, u t0 prEUEnl or rdue bsc oi dunage to lho lnaurud, Ite
Coqany mey hka a,U BeproprlBb asthn undEr hs tsfme 0l lhlg
polsy, $hollD. or not I sh8ll b6 ltibls l0 lhs lnoured. Ths orordso ol
filro,l0hl0 0h0ll nol bt an admlsabn ol lhillty or walmt of my
prot{sbn of iltb polluy. ll tro 0omparry exuclrer [r rlghtr undsr llde
urbuctlm, I murldo ro dlllgenlly,
(c) t/tlhenewr he compmy brlngr Et xton or asccr{r o doGnso a
rcquted or pmlttd by 0rb pdby, llB Company may pumn fie
trdgaflon to a fnrl dekmlnaflon by o ou( of compohnt lrldlclbn,
and i eryrcooly nosvec fie dghl, h b sole dbuutm, lo sppd rny
advotro Jrdgmsnt or ordor.
(a) To PtJ ot Tender Popenl ol lhe Anmunt of lnrunncs. Io pay or
bndcr prymoil of llr Amount of lntummo undu trh pllcy loplher
wl0 any oorlr, domoyo'lgea, and gxperroc lnarmd bytre lnsrnd
Clalmmt lltal wen auhoilaed by hc &rrpary up to he hto of
paym$l gr lindat ol paprcnt and lhal lhe Company lo obfiehd to
pEy,
Upon lho ererlse by he Oompany ol trh opll4 ell MOy nd
obfia0ono ollho Coryarrylo0E hsund undrlile polby, ohei
lian b mdo lho paymontrEulfd ln [dssutrcolbq ahiltrnnhato,
hdudhg ony lhbltlty or oblgaUon b dofefl( pm$fltr, or oonhuo
ilyll0galbn,
0) Io Pay or Ohswlse Se[le Wh Puusc 0herlhur lhe hsuad or
Wh 0re lnsund Olalmart
I l) lo pay or o0nnrlre ssltfe wlh othgr puth! lu or ln 0B nsmr ol
at luumd Odmmt any dalm lnE{nd Odnal udor hlt pollcl,
ln sdilllon, he 0ompany wlll pey try wrb, alhmeyr' fsn, td
Copy..rEhl Aplte.re Llo|Tllh Arsorhdcn All rlrhh rsrrvril '[lro uo otlhlr Form lr to*dcld to ALTA llgcru or lnd ALTA ncrnbos h good
rtrndlry u ol0n doh ofuro, All olhor urs olr p.ohlbito( ttcphtcd undrr lhcrso ltom lhc Arncrhm !-rnd Tltlo Aqoohtion
38
10.
erpensot lnarnod I lhe lnrurod Clalmail thatrwra eilmrterl
by hc Company up lo lhr tlru ol poymcnt ud ttral he
Company k obflgatod lo pay; or
(ll| b pry orofi omkc retla nllh tlre lmurod Cldmont the loga or
dunqa prwlded lu undor lHo pflry, hgelhu sl[r any mtr,
0t0m0yC hot, md orpeneor lrumd by fie lnrund Cldmrnt
lhat wcn uhodzrd by hr Company up to lho llme ol payneot
ad lhet lhe Company l* obfueted lo pry.
Upm lhc tror& bylhe Conpary ololhoroflho opllonaprovlded
br ln ateeotbnr (b[] or ($. lhe 0orpen/a oHlgrhne b hr
ftlrtled u]dsr lhlr polry lor fte dslmod lora c dmogo, o[nr lhan!r geymenlr ruqulrud b be made, shd lemfiab,lnchdlng any
labllly or obfrdon lo delend, proseurh, or conllnw any llllgallon.
DqTERfi rilAngil AI{D_EnEII-qF L!4q[._ry
Ihb pokry b a oootml ol hdrmnlty sg&st rctual monelay bae or
damqe rurHncd or lnaurod by llto lmurd Clalmanl who hu suffersd
hor r dam4a by nuon ol msllen lnurcd agdnst by hls polloy.
(a) TIF €xhnlol ffilliy of lhc Gompany lor looa or damage under 0rls
polloy rhall nol crcrcd llro lcuar ot
0 lie Amuntof lnruranco;of(ll) he dlilannm betwsen the valus of the Tlle as hsured md lho
vrlue ol ho ll[c subJcol to lha dek lnurod agdrut by thb
pdry,
(b) tl he CompEry puuar k tlghto under Sssthn 6 ol lioee Cudl0olu
and b urmcc*lul h ulabtrohhg 0te Tlllo, u hured,
(0 0n Amunt d hruuo dull be hcnmsd by 1016, rld([) h0 hsur8d Cl*nant rhdl hsvs [n dghtb hsv, lie loEs 0r
duttsgtd0bqln6d dllrt atol0edatehcdlm wu nradeby[r lnrurud Clahant or ar ol thc drb lt lr *illed end pal4
(c) ln addllhn h fis 0xlflt o, lmfrU undEr (s) snd pL Oe Gompury wll
&o pay ttror orb aflomcyr' lo*, and rponrer harod ln
accodance wlh Secllone 5 8nd 7 of ham Condlons.
LIf,]TATIOII OF LIABILITY
(o) llln Compnny erlobtrhoe llw Tlle, or nmouBe Ure dloged delecl,
hn, or enqmbrance, or ctmr lhe l6dt ol a d$t ol rocoas h or fiom
Oe [ad, of o|Jtss hc clakn ol Unmnrhtablo Tlh, dl as lnsumd, ln a
oasonably dllgent manner ty any nnlhod, lnotrtrg llfurlhn and tlu
colpbllon ol ury rppeats, lt ohall har tully portrmod llr obllgalhnr
wllh mspcc'l b Oat maltor sod rhd not bc llaUc ftr rny loer or
dan4e caurcd lo hc lngu,sd,
(b) ln lhe ewnl olany llhallon,lncludhg Ilhal|on !y lht Comprn or
ttlh fie Cunpenyt conesnl, lhs Company rhall han no llablllty lor
loar o damago unill lhsre hsl b0r0 a llnal dotormhathn by a coul
olcompelsntlukdhUon, md dlrporlthnol a[ sppeab, aiwselo
fie Tlle, ao luurd.
(c) Ihr Corpany $d not h llrHr lor loos or dornsgo to lho lnrund hr
IBII voirlaily asrumed I llr lmurcd h millq any clatn or tuft
llflhout0p fiqf $dhn onsent0f lrr Compary,
REDUCTOI{ 0PaNsUiAt[E; REI]UCT|Oi| oR TERltlllATt0]l 0F
LIAEITTY
Atr poymenb udw lhls polluy, excopt paymonb rnado hr ooElE, rtlomeye'
bo$ snd sxpsfltog, shdl ,odlre fie Arnount of lnunr,ms bf lhs ilnouil
olfie peymen[
Il. LlAEtUtY [O[oUm,tATtVE
Tho Amount ol lnsufiBnoc ghall b0 rtduoad by any rmounl lro Cfirpany
payo under ary pllcy lnouhg e l,lctgage to rftkfi acopllon ls tdrsn hgdlrdulc E 0r l0 tvhhlr hc lnq,rud har g$rod, asflmod, or hlcn
6ubF4 ortrthft le erurhd by rn kroursd afur 0ato ol Pdcy and whlcfr
b a ohaqa r lbn on hc T[lE, ord fio anunt m pld alri! tr &0m6d a
pay,mlfl h lhe lnsurcd undel lhlc po&y.
le PAYIEt{toFl.o88
lltan hbll[ rnd lhe utent of lm or damqs haw beu ddhllBly trod
h acmrdmc0 ttlllr 5es€ Co0dlfloris, lhe palnrsil rhd be mds flltih t
doys.
II. RIC}TT8 OF RECo1'ERY UPO}I PAYTEI{I OR EEITLETEI{I
- (a) -Wtnnovu 0ro Company *dl have gstbd urd peld r delm undsr
llrh ptcy, lt ohdt be aubmgatsd and onffied lo lhe dghb of lhe
lnoud Clalmut ln lhe lltle ad oll olhol rlghls ard ronxdlo h
raspd lo [p ddm hat 0s hsurnd Cldnanl har Ednst &typmn
0rpmpoaty, b lhc crlonl ol he ffiounlolay loes, coslr, othmeys'
laeq and orprnser Dald by [t0 compary, ll mqu6$cd by lio
Comgany, tu lnrund Clalmsnl shal uaouts documenls h evlftnco
Ua fanclor lo lho Company ol Oeue fihlr urd mmedles, 'lln
lnamd Clalnant rlull pamt Un Compuy b euc, ccrpofidte, of
rotUc h 0e namo of Uro lnc$Bd Clslmfit rnd b uce he name ol tho
lnsmd Chlnant ln any lranradhn or [SrUon lnwtvhg [rm rfih,tr
and amedEs,
ll r palmanl on acounl oI a olatn doel nol fr{y cow lic hei ol Ura
lnund 0lalmml, ilrc Compary $a[&lerlho erenha oltsdghtb
mconr unlll trr tho lngursd Chlmgnt ilall halr nowrd [r losa(bl fio Oompanfe,ldtl of lubroealon hdudcr lrt dgila ot 0re lnrund
h lndsmnffs$, guil€n&l, o0rer po[olor ol lneuanca, or bonds,
not*lhrlrndfu alrylemc orondllh$ ccrhlnod ln thocc
hrlrumsntc lltal ddorr rubmgollon dglls.
1{. ARE]IRANOil
Unhsr poldUhd by applcSh hw. atfiratlon punuaot to the Ttdo
lnturancc Adlnlhn Rulsr ol ltn Arn.hm Aillralloo Araoch0on may be
dorrurdod Iqrurd to by boh lECuqenyad he lnau.drt$c ftDof
a contowny or d*n &tfoablc mdtw may hoMe, bul an not lmlled
lo, ary oonlowryorffin batrBen lho Cornpany ad 0r humd alelng
out ol a nlalhg to Ufr polcy. ad soilco ol lho Colrp$y ln orrnodlon
wlh lb bsrflro o ho bnuh d r polcy pmvlCon or olhu otfraUon.
&blroUon punuanl to hb po&ry ad uilder lh6 Ruhs ln dool on tho drto
ln demrd lor atllahn b modr or, at 0re ophn ol lho lmuod, ho
Rulu ln rfiocl al Dalr olPoltcy Crdl h blndlng uport h pil{os, Ths
euad may lndude rfiornepr leec onty ll lha lnrs ol tlu alah h trhbh llro
Lurd h locdcd pemlt a cil,i l0 sfrad atomcye'foct to r pruvdlng
pcty. Judgmcnt upon ltrc awanl nndond by he &bflnto(cl msy bo
ontend h ary currt hn'trg Midktron llurooL
Ihe hr ol Oc alhu ol lho land ahrll apply lo m arblbrUon undcr ths I0c
lnuranot futilrdon Ruler. A copy o, tlr Rulet moy be obtahod froflt [16
ComD6[y upm ,lquBrl
AltA o*rroa Pdlcl (Ut7lq6)/-2$!ts**.-....*. .--*...6.e1f - ."*** . _ ","._."_ IuurHqld.tlodtFJgB[
Copyrftl Antrliln l,rodTllh Asoclrlkn. All rlghk rcrcncd. Tho usc of thB Form h rostrlctod lo ALTA llccnrcG3 r[d AITA lntmbcf' h good i.Uffi
slonding or ofhc doh oturo, All ollrr tuol on pohiHtod. Rcprlntod un&t licclrsc from llo ltmcrlgrn land Titlo Agociothn.#
39
ll.LIABI.IW UMTED TO IHIS POI.ICYI POLICY EffflRE COITRACT
(a) Thb plbl l4olhErrrlti allendonoments, ll fiy, alladred tb lt by lho
Company b 0r odm pollcy and mnlnct behryeen lhe lruulod rd
ho Crnpeny. ln hlarpo[ng ary prcrlslon ol lhla pollcy, thh plry
dull h corutucd a,g a tvhde,
Anydah olbaoordamage lralarbor oulotlh6 $tus ollheTilh
or by ony a&n arsoilh! ildl drlm Yrlchff 0r mt bascd 0n
ncdsnop drdl bo mattbd b lhlr pollcy.
Ary umndmertolorrndqrmml b Ole polhymuolbe hul[ng
drd auhanflcdod ry at alhortad poruoq or upnraly hoorpordd
by Scnadulc A ol tt& poloy,
Emi crdotssrrEnt h 0rh pdlcy hewd d any llma ls nede a put ol
thb polcl and lt rubfecl h dl d lr lermo and mlblons, Erccpt os
lie endonemnl aryeady ahteo, il dogs not (l) modfy sny ol lho
(b)
(o)
(0
{a
tr.
_ _ _ tomo ad pg{alpl ollro pSiloy, (0) Ud[ 1ny pdqr q{olpqqnl
(i0 orilsnd lila DCird Fbncy,r(h) lnsiaectio Arrronlo{ -
lnsuf,ncc.
SEVERABIIIY
In 0tc ovenl uy pmlCon ottb po[c1, ln lJhok or h pgt, ls hold hwlld
orunanhrcaailc unda applloa0lc lar, lhc pollcy ahall bs deemed nd to
hoMe OatpovlCm or euoh put hold tp De tnrdE, but sl drr
wvhlona ohatr rom*r ln ful lorco and eflao
cHorcE0FtArui Forut
(a) Chohr ol Law: Iha lmurod ackmilledgBs lio oompa0y hat
undenrfim he dgkr covemd by thlg polloy and detem{ned lho
prcmhmdarycd lhcltforln r.l8flcc upon lhB l6t, aflodng hb]Bils
h md pmpeily and applbabh b ta hleryreHon, dghb, luardbr,
or onlotoment ol po[sbs of tllls hcusno ol tlte tudsdlollon uhen
lho [urd ls loctbd,
(b) IlrrBlom, [E cold or u ublhabr rhall apply 0r hr ol lhe
p&dlcllur nhm llr lard ls bcatod b delemlne 0te valdltyol
dalmragahdttcltc hdam dwueblhe lnsumd and lo
lnhrprul ard edorce ho bmr of OJe po[riy. ln nelller oru rhsll tho
oolil r arbhnlor appty llr conllklr ol btv ptlrrclplcr b Otcnnlne hE
apClcrble latr.
(o) Chobc ot Forumr A,ty [,lh[un or olhar poceedlng Dought by ths
hrund agolntt tr Company must be fled only ln a etsle or lodsral
c00il rJilhln lho Unlhd Stabs ol Arn$ha or lls tordlorhs h6,lng
apmpdoto jurldlclho,
NOT|CEE,WHEfiE 8Et{T
Any noUo ol dalm and any olte nofta w atatrment h wrltng nqullad to
b60h00 btE Company underl{e ffi mustbo glvdt h tii Ompany
at Chhago Il[c lnumno Company, Abu Clalme Daparlmenl, P.0. Box
45023, Ja*ronvlle, FL 3282.S023.
It
AtT g1f,qrrpofic,(ttfl,0C,
Copy. rlgbt Aanrlcu bnd Tllh Arrorlrllor. Allrlglrlr.rcronrrl ltc uro ofihk Ionn b rustrlotcd b ALTA lhlrurlr rnd ALTA mmbar ln geoa i:ii:ll:rludlng or of tlc dero of usa All othcr uscr orc prohibnd, R pdnlcd undcr llcsuo fom tho Arnodoorr hnd Tlllo Ar,roolulo"
J"
40
Q fttcego n{c lnrmane Gomproy
POIJCY OF TITLE INSURANCE
SCHEDULE A
Chlcago Tltle Insurance Company
Pollcy Numben 7430509-90567931 Order t{umbon 4640396
Customer Refsrenae ; 084f 32-010500
Amount ot InourlncEs f 33,0001000.00Addrrs Rclercnes -643 Uncoln Road- - premtdmrlgTz;3zs.0o
Mlilnl Eeach, FL 33139
(for Informatlonal purpoceg onlyl
Dats ol Pollcyr January 15, 2014 at 4:30:lg p,M.
1, Name of [nsured:
Uncoln Conturlon Retall LLC, a Delaware llmlted ltabtllty company
2, The estate or Interest ln the Land that ts lnsured by thts pottcy ls!
Feo Slmple
3. Tlile lr vested ln:
Uncoln Centurlon Retall LtC, a Delaware llmlted llablllty company by vtrtue of that certaln Speclal WananW
Deed racorded lanuary 15f 2ot.l, ln olllclal Rccords Book 28991, Page 3378, of the Publlc iecords of Mlarirl-
Dade county, Florlda,
4. Thc land reErred to ln thls pollcy ls descrlbed ln Exhlblt'Ar attached hereto and made paft hercof.
THIII POLICY VALID ONLY IF SC}IEDULE B IS ATTACHED
*ggq.9,?..', !.----#::::;------.-.-r .. ::; ."-.- - r qf l -
*tlofltfl';#i%f3#ffiL"Eoiiiiiiffiailiffion. diri[ffirGfir.rid; +'r il;r
The use of Utls Form ls resfhEd to AtTA llcensees and ALTA membcrs ln good stardlng as of tha date of use. i;,',:,'i';i
Nl other uses are prohlblted, Reprlnted under llcerre from the Amerlon Land Tltle AssodaUon. &
41
Q*,."go lilh lrrurancc Compsny
Pollcy No.: 7430609-90567931
Oder No,l 4640338
Cuetamer Rcfcruncs: 084132-010500
EXHIEIT OA"
Lot one (r) of Block one (l), of uNcoLN RoAD suBDIvIsIoN "Ao, of The Alton Beach Realty company, as
the aame ls shown, marked and daslgnated on a plat of sald subdlvlslon, recorded ln Plat Book No. 34, at
Page 66 ln the Offlce of the Clerk of the Clrcult Court ln and for MlamFDade County, Florlda; ALSO those
lands ln MlamFDade County, Florlda, descrlbed as follows:
From a concr€te monument located at the lntersectlon of the West llnE of Jefferson Avenue and the North
llne on Llnsoln Road; as sald monument 16 shown on a plat entltled "Amended Plat of Golf Cource
Subdlvlslonr, as the same ls recorded ln Plat Book 6, Page 26 of the Publlc Records of Mlaml . Dods
Countyi Florldo; more partlcularly descrlbed as belng 1350'-East-and 270 feet North of-th€ Southwest-
corner of the NW tl4 of Sectlon 34, Townuhlp 53 South, Range 42 East, run Easterly elong the North llne
of Uncoln Road a dlstance o1794,2A feet to the Polnt of Beglnnlng of the parcel of land hercln descrlbedi
from sald Polnt of Beglnnlng run Norlherly along a llne perpendlcular to ths last mentloned course a
dtstansE of 105 feet to a polni, sald polnt belng 20 feet South of the Southerly llne of the Munlclpal Golf
Course, ln the Clty of Mlaml Eeach, Florldai thence run Ecsterly along a llne parallel wtth the North llne of
Llncoln Road a dtstance of 50 feet to a polnt, thence run Southerly along a llne perpendlcular to the Noth
llne of Llncoln Road, a dlstance of 105 feet to a polnU thence run Westerly along the North llne of Uncoln
Road a dlstance of 50 feet to the Polnt of Beglnnlng of the parcel of land hereln descrlbed,
ALTA Ownc/c Pollcy (6/f206)
905q9--.- ?-ef-3 .- - - - - (wlth Florlda ilodlfl-ct=!!ry1
c;iryfrgEim;il(tnffi-d-friiomlimii'fr . df iiiiiii rcre
Thi irse of tHs Form ls restrlded to AUIA [censees ana Atm members ln good sbndlng as of the datr of uaa, All llflal,lll
other uscs sre prchlblted. Rsprinted under llcangs Fom 0ro Amarlcon tano TtUc AcgoclaUon. *
42
@ctlcago Tllle lruurancc Compaty Poltc? Noi : 7430509-90567931
ordor I{o.l 4640396
CuEbmor ltsferunce: 084132-0f 0500
Exc E prr8fi 5 ??3H 8"rE RA6 E
Thls pollcy does not lnsure agalnst loss or damage, and the Company wlll not pay costsr aRorneyst fees, otr
exponses that arlse by reason of;
I. Taxeg and asEessments for the year 2014 and subsequent yearc, whlch are not yet due and
payable,
2; Dedlcatlonron the platof Lln'coln Road Subdlvlslon nA' of the'Alton Bsaeh REalW ConTatIy fecotd€d
ln Ftlat Book 34, Page 66.
3. Restrlctlons common to the subdlvlsion contalned ln the Werranty Deed ttom The Alton Eeach
[lgttf"company recorded ln Deed Book 1631, Page 442, as may be relmposed by the deeds tn
offlclal Racords Book 9730, Page 1084 and tn offldal Records Book ri07b, page izO.
4, Partles ln possesslon under unrecorded lease as set forth In Exhlblt ,,8.',
5. Mortgage. frorn Uncoln Centurlon Retall LLC, a Delaware llmlted llablllV company, Hortgagor, to
643.57 Llnooln Road, Inc,1 a Florlda corpomtlon, Mortgagae, dated January 13, ,014, recirded
Japuary15, 2014, ln Offldal Records Book 28991, Page 3381, ln the amotint of g24,0oo,ooo.oo, a$
recorded ln the Pubflc Records of Mlaml-Dade County, Flortda.
NOTEI Wlth rupect to any Exceptlon ln Schedule B recltlng covenEntE and restrtctlons sald Excepuon(s)
omlts any covenant or restrlctlon based on race, color, rellglon, sex, handlcap, famlllal status or nauodai
orlgln unless and only to the extent that satd covenant (a) ts exempt under Chapter 42, Secuon 9607 of
the Unltod States Code or (b) relates to handlcap but does not dlscrlmtnate against haridlcapped p6nrons.
NOTE: All recordlng references ln thls commltment/pollcy shatl rufer to the publlc records of Mlamt-Dade
County, Florlda, unless othenvlse noted.
NOTEr In tccordanc€ wlth Florlda Statutes sectlon 627,4L9L, please be advlsed that the lnsured her€under
may present lnqulrles, obtaln lnformatlon about coverage, or rocelve asslgtance ln resqlvlng complalnts, by
contactlng Chlca go Tltle Insurance Company, Telephone t-800-669-7450,
AUfA Owney'c Pollcu (6/1206)
30509
Gopyrlght Tltlc AccoclcUon All
The gse ol hls Fonn ]c rsblst€d b ALTA lloensrss and ALTA members In gpod otandlng as ol ha dat€ d use, All -hotfier usEs arc prohlbtted. Roprlnted under llcsnre from ths Amerlcan Lrnd nue As:oclaUon.
43
l.
DXEIBIT XBX
Idrses
Leass oxeoutcd bctwoon 643-57 Lincoln Road, Ino,, as Lpndlord and Lorrislaoa Connoction, Ltd,,
d/b/o Prsnch Conneotiol, no Tonnnt exeouted on Denemhr 27, 201 l.
kaso exeoutod between 643-57 Llncoln Road, Inc, as tandord end Riclry's 643 Unmln Bod,
L[,C, ar Tonail, cxgcuted on Sepembor 23. 2011, ns amonded by lho Commercisl lrn$
Modificntion Agrcoment datcd SepEmber 23, 201l, as furthu smended by dro First Amsndmsnl to
loase Agrcomont daled Septomber 23, 201 t.
Lsssc exsoutod botweon 643-57 Linmln Road, lno., us Lurdlod and Runway Clothirg; Inc. d/Ur
Rttrrvmy Swimwear, acTsnant, exeouted on Juno 4,2009.
Ipsso e,teoutcd botwcon 643-57 Llncoln Roa4 Ino., as landlord and Yuth and Knot, Ino., I FlorHu
oorpomlion, as Tcnant, exccutad on Mnrch zqZJW, ns arnondcd by lho Imeo Addcndum: loam
Modlfication of 2009 dated June 15,2009.
44
@ $tcego nilc Insmnce Compooy
ENDORSEMENT
Attuched to and made E pErt of pollcy Numbcr: 7480709,9036193,2
nThe Company hereby acknowledges the lands descrlbed ln Schedule A are the same lands
descrlbed ln the suryey prepared by Campanlle & Assoclates, under ProJect Ns. 5009 dated
December 20, 2013; howeverl the Company does not lngure the accuracy oicompleteness of sald
suruey."
Th.e t6tallltElllty of-llte Comirany 0nder-s6al-potlcl4 brindei oFcommliment-and undeitnE anilanf
prlor endors€m€nts thereto shall not exceed, ln the aggregate, the amount of llabtllty stated on thi
face of sald pollcy, blnder or commltment, as the same may be speclflcally amdnded tn dollar
amount by_thls or any prlor endorsemenb and the costs whlch the Compani ls obllgated to pay
under the C.ondltlons and SUpulotlonE of the pollcy.
Thls endorcement ls made a part of sald pollcy, blnder or commltment and ls subJact to all the
terms and provlslons thereof, except as modlfled by the provlslons hereof,
Nothlng hereln contalned shall be construed as extendlng or changlng the effecflve dat6 of the
albresald pollcyl blnder or comrnltment unless othenrlse expressly stited.
IN WIINESS WHEREOF, the Company has caused thls endorsement to be lssued and valtd when
slgned Urap authorlzed offlcer or llcensEd agent of the Company.
{t/*@hq.,,:::*
Authorlzed Offlcer or Ucensed Ag6nt
Endorsement Suney
45
Attachment - C
il
lilt
I
IWAP OF BOUNDARV AruD
TOPCGRAPHIC SURYEY
,,i-
\lTi3lr>rjrl/
E it;l/
L:
(,{rr4!"+.^
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.., h., ^ ^*il.-7.,'#'Ji),'ii#,,?[^!t"P]';Hi:'Jil l',(i"
.rr "'' "*!i;';xt' \ f
uh ot e'aM' Brac' nffitD'('EFD)
'.\1'
-l Er- o"';'n"f t J i lE rv r-rrvcolN LANE
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I I " '"'rg':8" Yr'-4"''' -li o" li
"'f'''ffi'filJ"r'"I l{""'' 'l';*J^*""F+l//j!"
II t;:;;J['t"^dfl1"".,,,1'*,,, ''\ ";',Ei
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at E lEi i t;i ilEi e*;ir BE; illa
eh i= uH i EEI il;Ei I iFii tti ' d;il' =:_ =i :i
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rilaR!;,r saNr us@ ff PLNSRIAN q'cE s
f!-o.ofSllAqqREss j
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trAr,r ;iAcP, Ti tltf,!
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P:SIDiNT AL, i!C
B;! r-i Ii!{5L
u.D/,IrD :lrRvr:t 06,/t t,/15Jo!/ r50[21662
LEGAL DESCRIPTION:
ll "i-,'," 1r Ji,. r ,*" , r,..r na, L'mJr.'.LsutsDt\,rsr,N;,;;n*1",;;
lr:,1i,lr(.,.,fP..n\, {r.\r.,.rr:c.til.t.l5,rnjr.,Jn.ir. l,.f.r,d ridr\...,il.
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ril\:r,,ou.r5,rl,iIr:ro,r'n\l;.-.ur."is,]nftt._t.np..lrt,.,6.p.,r(:,ortbcl"rtil,:n(.,rtsl
I u nr '.. t.{, tr, [,. r( \i..r., .,.tr ilc:: i.r,. .:. l".in! ! :-r, I o.t 1I,t ,7.r 1,..1 |
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RESOLUTION TO BE SUBMITTED
55
THIS PAGE INTENTIONALLY LEFT BLANK
56
R5
ORDINANCES
57
COMMISSION ITEM SUMMARY
SECOND READING, PUBLIC HEARING
Condensed Title:
An ordinance of the Mayor and City Commission of the City of Miami Beach, Florida, amending Ordinance No.
1605, the Unclassified Employees Salary Ordinance; establishing new and abolishing obsolete classifications and
changing pay grades for a selected few that more accurately reflect incumbents' roles and competitiveness in the
labor market; repealing all ordinances in conflict; providing for severability, an effective date and codification.
lntended Outcome Su
Ensure expenditure trends are sustainable over the long term.
Item Summarv/Recommendation :
The City of Miami Beach has five classified service employee groups represented by bargaining units, one
employee group comprised of classifications in the classified service not covered by a bargaining unit and one
group comprised of at-will employees, commonly referred to as unclassified employees. The City of Miami Beach
has approximately 400 employees in the unclassified salary group.
At the September 30,2014 meeting, the City Commission adopted Ordinance 2014-3896, which was that most
recent amendment to Ordinance Number 1605, "The Unclassified Employees Salary Ordinance of the City of
Miami Beach."
Since the adoption of Ordinance 2014-3896, organizational changes and work demands have led to the creation
of new classifications, the elimination of many and corrections to the pay grade for several classifications. The
subject ordinance includes the requirement that the City Commission be informed whenever an unclassified
employee is hired at an annual salary of $75,000 or more.
The Administration recommends ratification of the classifications and organizational changes reflected in the
ordinance. as amended at the 10,2015.
Financial I nformation :
Source of
Funds:
tl
OBPI
Amount
1
2
3
Total
Financial Impact Summary:
c Tabak, Human Resources Director
nt City Manager
Jimmv L. Moralesia Crespo-T.6"7 {2
MIAMIBEACH olire 4-3o-l{
58
MIAMIBEACH
City of Miomi Beoch, 1700 Convention Cenier Drive, Miomi Beoch, Florido 33.l39, www.miomibeochfl.gov
CO MEMORANDUM
Mayor Philip Levine and Members
Jimmy L. Morales, City Manager
September 30, 2015
Second Reading and Public Hearing
AN ORDINANCE OF THE MA AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, AMENDING ORDINANGE NO. 1605, THE
UNCLASSIFIED EMPLOYEES SALARY ORDINANGE OF THE CITY OF MIAMI
BEACH, FLORIDA, AS FOLLOWS: PROVIDING FOR THE CLASSIFICATIONS lN
GROUP VII, COMPRISED OF AT.WILL EMPLOYEES COMMONLY REFERRED
TO AS ..UNGLASSIFIED EMPLOYEES',; REVISING THE PAY RANGE FOR THE
CITY MANAGER AND THE CITY ATTORNEY TO REFLECT THE 3 PERCENT
COST OF LIVING ADJUSTMENT THAT WENT INTO EFFEGT OCTOBER 1, 2014;
ADJUSTING THE PAY RANGE FOR THE ASSISTANT DIRECTOR.PUBLIC
WORKS, AUDITOR, TAX AUDITOR, SENIOR AUDITOR, ASSISTANT INTERNAL
AUDITOR, ASSET MANAGER, ASSISTANT DIRECTOR-HUMAN RESOURGES,
CONSTRUGTION MANAGER, MANAGEMENT AND BUDGET ANALYST,
AGENDA COORDINATOR, TRANSPORTATION MANAGER AND FINANCIAL
ANALYST; ESTABLISHING THE FOLLOWING NEWLY CREATED
GLASSIFICATIONS: ASSISTANT TO THE GITY ATTORNEY, CAO PARALEGAL
SPECIALIST, BEACH MAINTENANCE D!REGTOR, ADMINISTRATIVE OFFICER.
CITY MANAGER'S OFFICER, ADM!NISTRATIVE OFFICER.PLANNING
DEPARTMENT, ASSISTANT EMERGENCY MANAGEMENT DIRECTOR,
CAPITAL PROJECTS DIRECTOR FOR THE CONVENTION CENTER DISTRICT,
ASSISTANT DIRECTOR.PARKING SERVICES GOMPLIANCE, EMPLOYEE
BENEFITS MANAGER, FIRE ADMINISTRATIVE SERVICES MANAGER,
GREENSPACE DIVISION DIRECTOR, FIRE INSPECTION SUPERVISOR, FIRE
COMMUNICATIONS MANAGER, PROCUREMENT CONTRACTING ANALYST,
STREETS AND STREET LIGHTING SUPERINTENDENT, PARKS AND
RECREATION PROJECTS COORDINATOR, PARKS AND RECREATION
PROJECT SUPERVISOR, CLERK OF BOARDS, EMERGENCY MANAGEMENT
TECHNIGIAN, POLICE ACCREDITATION MANAGER, GRANTS MANAGEMENT
SPECIALIST, RAPID RESPONSE TEAM AND EXGELLENCE PROGRAM
ASSESSOR; RECLASSIFYING FROM DEVELOPMENT COORDINATOR TO
MARKETING, TOURISM AND DEVELOPMENT MANAGER ; GRANTS MANAGER
TO GRANTS OFFICER, FROM CITY SURVEYOR TO GITY SURVEYOR
MANAGER, CHIEF PROTECTION ANALYST TO FIRE PROTEGTION ANALYST
SECTION MANAGER, FROM STREETS, LIGHTING AND STORMWATER
SUPER!NTENDENT TO STORMWATER SUPERINTENDENT, PARKS
SUPERINTENDENT TO GREENSPACE SUPERINTENDENT, FROM
PROGUREMENT COORDINATOR TO PROCUREMENT CONTRACTING
TO:
FROM:
DATE:
SUBJECT:
59
City Commission Memorandum
September 30, 2015
Unclassified Salary Ordinance
Page 2 of 3
OFFICERS IAND II, SENIOR PROGUREMENT SPECIALIST TO PROCUREMENT
CONTRACTING OFFICER IlI AND FROM LEASING SPECIALIST TO REAL
ESTATE ASSET SPECIALIST; DELETING THE FOLLOWING OBSOLETE
CLASSIFICATIONS: AFFIRMATIVE ACTION OFFICER, ASSISTANT DIRECTOR-
NEIGHBORHOOD SERVICES, DEVELOPMENT AND MBTV DIRECTOR,
STRUCTURAL ENGINEER, EMPLOYMENT SUPERVISOR, HISTORIG
PRESERVATION COORDINATOR, PSCU ADMINISTRATOR, QUALITY
ASSURANCE MANAGER, QUALITY ASSURANCE OFFICER, QUALITY
ASSURANGE COORDINATOR, SENIOR BUSINESS MANAGER, HOUSING
MANAGER, NEIGHBORHOOD SERVICES PROJEGTS ADMINISTRATOR,
PROJECT PLANNER/DESIGNER, PUBLIC SAFETY COMMUNICATIONS UNIT
DIRECTOR, SENIOR GODE COMPLIANCE ADMINISTRATOR,
!MPLEMENTATION SERVICES MANAGER, SPECIAL EVENTS LIAISON, POLICE
PUBLIG INFORMATION OFFICER, ELDER AFFAIRS COORDINATOR, GRANTS
MANAGER, DEVELOPMENT COORDINATOR AND GRANTS SPECIALISTI
REQUIRING THAT THE GITY COMMISSION BE INFORMED WHENEVER AN
UNCLASSIFIED EMPLOYEE IS HIRED AT AN ANNUAL SALARY OF $75,OOO OR
MORE; AND PROVIDING FOR REPEALER, SEVERABILITY, AND AN
EFFECTIVE DATE.
RECOMMENDATION
The Administration recommends approval of the ordinance.
BACKGROUND
The City of Miami Beach has five classified service employee groups represented by bargaining
units, one employee group comprised of classifications in the classified service not covered by a
bargaining unit and one group comprised of at-will employees, commonly referred to as
unclassified employees. The City of Miami Beach has approximately 400 employees in the
unclassified salary group.
At the September 30,2014 meeting, the City Commission adopted Ordinance 2014-3896, which
was that most recent amendment to Ordinance Number 1605, "The Unclassified Employees
Salary Ordinance of the City of Miami Beach."
ANALYSIS
Since the adoption of Ordinance 2014-3896, organizational changes and work demands have
led to the creation of new classifications, the elimination of many and corrections to the pay
grade for several classifications. At first reading, the subject ordinance included the requirement
that the City Commission continue to be informed whenever an unclassified employee is hired
at an annual salary of $150,000 or more. At the Commission's direction, that number has been
changed to $75,000.
Also during the first hearing, September 10,2015, and reflected herein and in the corresponding
ordinance, the Human Resources Director corrected the title to reflect that the senior internal
and assistant internal auditor's pay ranges had changed from a 21 to 23 and from a 20 to 22,
respectively.
60
City Commission Memorandum
September 30, 2015
Unclassified Salary Ordinance
Page 3 of 3
The ordinance reflects 32 new classifications, eight of which are additions to the employee
headcount and 24 are reclassifications of positions/incumbents and pay grades or titles changes
only. Among the eight new classifications are several that indicate approvals set forth in the
201412015 operating budget such as the: Greenspace Division Director, Streets and Lighting
Superintendent, Procurement Officer ll and Excellence Program Assessors.
CONCLUSION
The Administration recommends ratification of the classifications and organizational changes
reflected in the ordinance, as amended at the September 10,2015 budget hearing.
Attachment
JLM/MT/SC-T
61
ORDINANCE NO.
AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAM!
BEACH, FLORIDA, AMENDING ORDINANCE NO. 1605, THE UNCLASSIFIED EMPLOYEES
SALARY ORDINANCE OF THE CITY OF MIAMI BEACH, FLORIDA, AS FOLLOWS:
PROVIDING FOR THE CLASSIFICATIONS IN GROUP VII, COMPRISED OF AT-WILL
EMPLOYEES COMMONLY REFERRED TO AS "UNCLASSIFIED EMPLOYEES"; REVISING
THE PAY RANGE FOR THE CITY MANAGER AND THE CIry ATTORNEY TO REFLECT THE
3 PERCENT COST OF LIVING ADJUSTMENT THAT WENT INTO EFFECT OCTOBER 1,
2014; ADJUSTING THE PAY RANGE FOR THE ASSISTANT DIREGTOR.PUBLIC WORKS,
AUDITOR, TAX AUDITOR, SENIOR AUDITOR, ASSISTANT INTERNAL AUDITOR, ASSET
MANAGER, ASSISTANT DIRECTOR.HUMAN RESOURCES, CONSTRUCTION MANAGER,
MANAGEMENT AND BUDGET ANALYST, AGENDA COORDINATOR, TRANSPORTATION
MANAGER AND FINANCIAL ANALYST; ESTABLISHING THE FOLLOWING NEWLY
CREATED CLASSIFICATIONS: ASSISTANT TO THE Clry ATTORNEY, CAO PARALEGAL
SPECIALIST, BEACH MAINTENANCE DIRECTOR, ADMINISTRATIVE OFFICER.CITY
MANAGER'S OFFICE , ADMINTSTRATIVE OFFICER.PLANNING DEPARTMENT,
ASSISTANT EMERGENCY MANAGEMENT DIRECTOR, CAPITAL PROJECTS DIRECTOR
FOR THE CONVENTION CENTER DISTRICT, ASSISTANT DIRECTOR.PARKING SERVICES
GOMPLIANCE, EMPLOYEE BENEFITS MANAGER, FIRE ADMINISTRATIVE SERVICES
MANAGER, GREENSPACE DIVISION DIRECTOR, FIRE INSPEGTION SUPERVISOR, FIRE
GOMMUNIGATIONS MANAGER, PROCUREMENT GONTRACTING ANALYST, STREETS
AND STREET LIGHTING SUPERINTENDENT, PARKS AND RECREATION PROJEGTS
COORDINATOR, PARKS AND RECREATION PROJECT SUPERVISOR, CLERK OF
BOARDS, EMERGENCY MANAGEMENT TECHNIGIAN, POLICE AGCREDITATION
MANAGER, GRANTS MANAGEMENT SPECIALIST, RAPID RESPONSE TEAM AND
EXCELLENCE PROGRAM ASSESSOR; RECLASSIFYING FROM DEVELOPMENT
COORDINATOR TO MARKETING, TOURISM AND DEVELOPMENT MANAGER ; GRANTS
MANAGER TO GRANTS OFFICER, FROM CITY SURVEYOR TO GITY SURVEYOR
MANAGER, CHIEF PROTECTION ANALYST TO FIRE PROTECTION ANALYST SEGTION
MANAGER, FROM STREETS, LIGHTING AND STORMWATER SUPERINTENDENT TO
STORMWATER SUPERINTENDENT, PARKS SUPERINTENDENT TO GREENSPACE
SUPER!NTENDENT, FROM PROCUREMENT COORDINATOR TO PROCUREMENT
CONTRACTING OFFICERS I AND I!, SENIOR PROGUREMENT SPEGIALIST TO
PROCUREMENT CONTRACTING OFFICER I!! AND FROM LEASING SPECIALIST TO REAL
ESTATE ASSET SPEGIALIST; DELETING THE FOLLOWING OBSOLETE
CLASSIFICATIONS: AFF!RMATIVE ACTION OFFICER, ASSISTANT DIRECTOR.
NEIGHBORHOOD SERVICES, DEVELOPMENT AND MBTV DIRECTOR, STRUCTURAL
ENGINEER, EMPLOYMENT SUPERVISOR, HISTORIC PRESERVATTON COORDINATOR,
PSGU ADMINISTRATOR, QUALITY ASSURANCE MANAGER, QUALITY ASSURANCE
OFFICER, QUALITY ASSURANCE COORDINATOR, SENIOR BUSINESS MANAGER,
HOUSING MANAGER, NEIGHBORHOOD SERVICES PROJECTS ADMINISTRATOR,
PROJECT PLANNER/DESIGNER, PUBLIC SAFETY COMMUNICATIONS UNIT DIRECTOR,
SENIOR CODE COMPLIANCE ADMINISTRATOR, IMPLEMENTATION SERVTCES
MANAGER, SPECIAL EVENTS LIAISON, POLIGE PUBLIC INFORMATION OFFICER,
ELDER AFFAIRS GOORDINATOR, GRANTS MANAGER, DEVELOPMENT COORDINATOR
AND GRANTS SPECIALISTT REQUIRING THAT THE CtTy COMMTSSTON BE TNFORMED
WHENEVER AN UNCLASSIFIED EMPLOYEE IS HIRED AT AN ANNUAL SALARY OF
$75,000 OR MORE; AND PROVIDING FOR REPEALER, SEVERABILITY, AND AN
EFFEGTIVE DATE.
WHEREAS, the City has approximately 400 employees who are members of the unclassified salary
62
group; and
WHEREAS, there is a need to amend the salary ordinance to delete obsolete classifications, amend
scrivener's errors and make housekeeping amendments, establish newly created classifications, and re-
establish a requirementthatthe City Commission be informed when a new hire's annual salary is $150,000 or
more.
NOW, THEREFORE, BE !T ORDAINED BY THE MAYOR AND CITY COMMISSION OF THE GITY OF MIAMI
BEACH, FLORIDA AS FOLLOWS:
SECTION 1. The following lines of Section 1 of the Unclassified Salary Ordinance No. 1605 shall be
amended as follows and effective after adoption on second reading on September 30, 2015.
CLASS AND PAY GRADES, SALARIES AND CLASSIFIGATIONS
A. Salary Grades and Ranges
Grade, Classifications and Compensation for the Gity Manager and City Aftorney
UNC CITY MANAGER Base Salary: $4€2€4€S04rr $167.803ivr to $263#26€O4r $271,0201vr
Medical insurance
Dental insurance
Life insurance
457 deferred compensation
City vehicle and/or vehicle allowance
Annual vacation, sick leave, floating, and birthday holidays as provided in the Unclassified
Employees Leave Ordinance
Defined benefit retirement plan
UNC CITY ATTORNEY Base Salary: $4€2€4€€€4rr $167,803 to $263J26S04rr $271.0201vr
Medical insurance
Dental insurance
Life insurance
457 deferred compensation
City vehicle and/or vehicle allowance
Annualvacation, sick leave, floating, and birthday holidays as provided in the Unclassified
Employees Leave Ordinance
Defined benefit retirement plan
MINIMUM
ANNUAL
SALARY
MAXIMUM
ANNUAL
SALARYGRADE
Annual salary based on 2080 hours per year
UNC City Attorney At City Commission's Discretion
UNC City Manager At City Commission's Discretion
30 $146,373.37 $259,629.78
29 $139,320.29 $247,119.37
28 $126,217.30 $223,877.95
27 $120,135.45 $21 3,090.25
63
GRADE
B. Classifications and Grades
26
25
24
23
22
21
20
19
18
17
16
15
14
13
12
11
10
9
8
7
6
5
4
3
2
1
MINIMUM
ANNUAL
SALARY
$103,592.42
$98,600.76
$93,849.63
$80,926.23
$73,315.17
$66,419.92
$60,1 83.1 8
$57,273.70
$54,513.93
$51 ,887.14
$49,386.93
$47,007.19
$44,742.12
$42,586.19
$40,543.16
$38,580.99
$36,721.94
$34,952.47
$33,268.27
$31,665.22
$30,139.41
$28,687.12
$27,304.81
$25,989.12
$24,736.82
$23,544.85
MAXIMUM
ANNUAL
SALARY
$183,747.06
$174,893.10
$166,465.76
$132,374.24
$1 19,924.53
$108,645.71
$98,427,66
$93,684.85
$89,170.59
$84,873.86
$80,784.16
$76,891.53
$73,186.46
$69,659.93
$66,303.32
$63,108.46
$60,067.54
$57,173.15
$54,418.22
$51,796.05
$49,300.22
$46,924.66
$44,663.57
$42,511.43
$40,462.99
$38,513.25
JOB
CODE CLASSIFIGAT!ON 04t2015 10t2015
1401 City Attorney UNC
1 001 City Manager UNC
1 004 Deputy City Manager 30
1002 Assistant City Manager 29
1402 Chief Deputy City Attorney 29
3
64
JOB
CODE CLASSIF!CATION 04t2015 10t2015
1 101 Chief Financial Officer 29
1115 Budget Performance lmprovement Director 27t28
3102 Building Director 27t28
301 5 Capital lmprovement Projects Director 27t28
2001 City Clerk 27t28
3147 Code Compliance Director 27t28
1403 Deputy City Attorney 27t28
1023 Director of the Office of Communications 27t28
5008 Emergency Management Director 27t28
51 01 Fire Chief 27t28
3331 Housing and Community Services Director 27t28
1701 Human Resources Director 27t28
1 500 I nformation Technology Director 27t28
1 800 Parking Director 27t28
6001 Parks and Recreation Director 27t28
3200 Planning Director 27t28
5001 Police Chief 27t28
1600 Procurement Director 27t28
3001 Public Works Director 27t28
1054 Tourism, Cultural Affairs & Economic Development Director 27t28
3035 Transportation Director 27t28
5102 Assistant Fire Chief 26
5002 Assistant Police Chief 26
1405 First Assistant City Attorney 26
3002 Assistant Director - Public Works ?4 25
3104 Building Official 25
4
65
JOB
CODE CLASSIFICATION 04t2015 10t2015
3037 Capital Proiects Director for the Convention Center District 25
5003 MBPD Chief of Staft 25
6006 Deputy Director Parks and Recreation 25
51 03 Fire Division Chief 25
5104 Fire Marshall 25
3203 Planning Department Deputy Director 25
5004 Police Division Major 25
1608 Asset Manager 4 24
5200 Assistant Emerqencv Manaoement Director 24
31 03 Assistant Director - Building 24
3006 Assistant Director - Capital lmprovement Projects 24
1102 Assistant Director - Finance 24
1704 Assistant Director - Human Resources 23 24
1 801 Assistant Director - Parking 24
1812 Assistant Director - Parkinq Services Compliance 24
61 01 Assistant Director - Parks and Recreation 24
3201 Assistant Director - Planning 24
1 604 Assistant Director - Procurement 24
1036 Assistant Director - Tourism and Cultural Development 24
6402 Bass Museum Director 24
1117 Budget Officer 24
3140 Chief Structural Engineer 24
3016 City Engineer 24
1057 CMB Media Ambassador 24
31 03 Deputy Building Director 24
331 1 Economic Development Division Director 24
4302 Fleet Management Division Director 24
1 501 I nformation Technology Division Director 24
5
66
JOB
CODE CLASS!F!CATION 04t201s 10t2015
3028 I nfrastructure Division Director 24
1116 lnternalAuditor 24
5006 Police Captain 24
4401 Property Management Division Director 24
4041 Sanitation Division Director 24
1407 Senior Assistant City Attorney 24
31 10 Administrative Services Manager 23
1793 A#i+mative+cti€n€tri€er z3
1 503 Application Systems Manager 23
1408 Assistant City Attorney ll 23
3027 Assistant City Engineer 23
1o5p-iees 23
1118 Senior Auditor 20
1114 Assistant lnternal Auditor 2+23
1 003 Assistant to the City Manager 23
5402 Beach Maintenance Director 23
31 16 Building Operations Manager 23
3005 Capital lmprovement Projects Division Director 23
3405 CDBG Projects Coordinator 23
1 103 Chief Accountant 23
1034 Chief Learning and Development Officer 23
1011 Chief of Staff 23
3007 Civil Engineer lll 23
3159 Code Compliance Assistant Director 23
3320 Community Development and Housing Division Director 23
1 550 Construction Management Division Director 23
5111 Emergency Management Coordinator 23
1723 Emplovee Benefits Manaoer 23
6
67
JOB
CODE GLASSIFICATION 04t20'15 1012015
5005 Executive Assistant to the Chief 23
1 105 Finance Manager 23
51 13 Fire Administrative Services Manaqer 23
3206 Grants Officer 23
6007 Greenspace Division Director 23
1702 Human Resources Administrator ll 23
501 8 I nvestigator S upervisor 23
3204 Planning and Zoning Manager 23
5007 Police Commander 23
3202 Preservation and Design Manager 23
1145 x
1131 Revenue Manager 23
1141 Risk Manager 23
3014 Senior Capital Projects Coordinator 23
3{€5 S+uetura+Cngineer 23
1 509 Systems Support Manager 23
1504 Technical Services Manager 23
1104 Treasury Manager 23
4001 Water and Sewer Superintendent 23
3010 Capital Projects Coordinator 22
3000 Citv Survevor Manager 22
5118 Fire Protection Analvst Section Manaoer 22
3008 Civil Engineer ll 22
1 035 Cultural Affairs Program Manager 22
5111 EMS Coordinator 22
1039 Film and Event Production Manager 22
51 16 Fire lnspection Supervisor 22
1028 Marketing and Tourism Manager 22
68
JOB
CODE CLASSIFICATION 04t2015 10t2015
1146 Marketino, Tourism and Development Manaqer 22
1705 Organizational Development and Training Coordinator 22
4231 Property Maintenance/Operations Su perintendent 22
1118 Senior Auditor 4 22
7113 SocialWorker 22
1 005 SpecialAssistant to the City Manager 22
3052 Streets and Street Liqhtinq Superintendent 22
3053 Stormwater Superi ntendent 22
3022 Traffic Engineer 22
3033 Transportation Operations Supervisor 22
3029 Transportation Manager 2+22
1516 VOI P Network Administrator 22
3030 ADA Coordinator 21
1409 Assistant City Attorney I 21
2002 Assistant City Clerk 21
6403 Assistant Director - Bass Museum 21
3301 Assistant Director - Community i Economic Development 21
4403 Assistant Division Director - Property Management 21
1404 Assistant to the Citv Attornev 21
1406 CAO Paralesal Specialist 21
1018 Capital I mprovement Administrator 21
3009 Civil Engineer I 21
3154 Code Compliance Manager 21
3302 Community Development Coordinator 21
3330 Community Services Division Director 21
1 609 Contracts Compliance Administrator 21
1 510 Database Adm i nistrator 21
69
JOB
CODE CLASS!FICATION 04t2015 10t201s
1€58 2+
1€49 2+
1010 Emergency Management Specialist 21
1731 21
1 153 FinancialAnalyst lll 21
3024 Geographic lnformation System Manager 21
w7 e+an+s-nnanaser 21.
6014 Greenspace Superi ntendent 21
32e3 Histerie Preservatien Ceerdinalor 2+
1012 Labor Relations Manager 21
601 3 Landscape Projects Coordinator 21
1 505 Network Administrator 21
1710 Organizational Development and Training Specialist 21
601 0 Parks and Recreation Proiects Coordinator 21
6005 Parks Facility Manager 21
601 1 Parks Superintendent - Urban Forester 21
6003 2+
5505 Police Plans and Policies Manager 21
3212 Principal Planner 21
5307 Property/Evidence Supervisor 21
52oo PSCU Administrater 21
1 051 Public lnformation Coordinator 21
1024 Public I nformation Officer 21
1126 Public Safety Management and Budget Analyst 21
2+
1515 Radio Systems Administrator 21
1017 Redevelopment Coordinator 21
1142 Safety Officer 21
1810 Senior Administrative Manager 21
9
70
JOB
CODE CLASSIFIGATION 04t2015 10t2015
4
3211 Senior Capital Projects Planner 21
1524 Senior GIS Analyst 21
1712 Senior Human Resources Specialist 21
1121 Senior Management Consultant 21
1517 Senior Network Administrator 21
3233 Senior Plans Designer 21
1520 Senior Systems Administrator 21
1725 Special Projects Adm in istrator 21
1521 Storage Area Network Architect 21
3152 Administrative Manager 20
4043 Assistant Director - Sanitation 20
1020 Capital Projects Administrator 20
3404 CDBG Program Analyst 20
31 09 Chief Building Code Compliance Officer 20
3141 Chief Building lnspector 20
3111 Chief Electrical lnspector 20
3171 Chief Elevator lnspector 20
3121 Chief Mechanical I nspector 20
31 31 Chief Plumbing lnspector 20
3124 Chief Roofing lnspector 20
1143 Claims Coordinator 20
2012 Community Outreach Manager 20
1 551 Construction Manager 1g 20
1 038 Cultural Facilities Manager 20
6427 Curator of Collections 20
1032 Entertainment lndustry Liaison 20
geusing-Menager 4
10
71
JOB
CODE CLASSIFICATION 04t2015 10t2015
1733 Human Resources Administrator 20
1507 lnformation Technology Specialist lll 20
3144 I nspection Services Coordinator 20
3306 feasing€pe€{a$$4
4252 Maintenance Management Coordinator 20
1028 Marketing, Tourism and Development Manager 20
2129 Mayor/Commission Branding Manager 20
4
5401 Ocean Rescue Division Chief 20
1 809 Parking Administration Manager 20
601 5 Parks and Recreation Proiect Supervisor 20
3032 Performance and Scheduling Analyst 20
n
3306 Real Estate Asset Specialist 20
6106 Recreation Supervisor ll 20
4
4029 Senior Management Analyst 20
1122 Senior Management and Budget Analyst 20
3213 Senior Planner 20
1 605 Procurement Contractinq Officer lll 4a 20
1512 Senior Systems Analyst 20
3038 Transportation Planner 20
1132 Utility Billing Supervisor 20
1119 Auditor +7 19
1 063 Assistant to the Neighborhood Services Director 19
5509 Business Manager 19
1022 Community I nformation Coordinator 19
1522 E-government Ad m inistrator 19
11
72
JOB
CODE CLASSIFICATION o4t2015 10t20'15
1724 Employee Benefits Coordinator 19
1547 Environmental Resources Manager 19
3209 CIP Field Supervisor 19
3312 Field lnspections Supervisor
1154 FinancialAnalyst ll 19
3161 Governmental Compliance Coordinator 19
1124 Management Consultant 19
3036 Project Manager 19
1007 Redevelopment Specialist 19
3017 Right-of-Way Manager 19
1 064 Senior Media Specialist 19
1514 Senior Telecommunications Specialist 19
1 006 Special Projects Coordinator 19
1513 Systems Administrator 19
1519 Systems Analyst 19
3003 Transportation Coordinator 19
1016 Agenda Coordinator {€18
1613 Asset Specialist 18
3146 Building Permitting lnformation Analyst ll 18
3039 Clerk of Boards 18
31 53 Code Compliance Supervisor 18
1603 Contracts Compliance Specialist 18
6423 Curator 18
6424 Curator of Education 18
31 08 Development Review Services Coordinator 18
1 060 Emeroencv Manaqement Technician 18
501 9 Fire Communications Manaqer 18
51 06 Fire Protection Analyst 18
12
73
JOB
CODE CLASSIFICATION 04t2015 10t2015
4310 Fleet Analyst 18
1 048 Homeless Program Coordinator 18
3304 Housing and Community Development Programs Specialist 18
3303 Housing Specialist 18
1711 Human Resources Specialist 18
1*2 {€
1507 lnformation Technology Specialist I I 18
1041 Labor Relations Specialist 18
2215 Legal Administrator 18
1€
2104 Office Manager 18
2201 Office Manager (City Attorney)18
1802 Parking Operations Manager 18
6009 Parks and Recreation Administrative Specialist 18
3217 Planner ll 18
551 0 Police Accreditation Manaoer 18
1607 Procurement Contractino Officer ll 1€18
2006 Records Manager 18
4044 Sanitation Superintendent 18
1814 Security Specialist 18
1434 Speeia++ven+s+raisen 1€
1518 Telecommunications Specialist 18
3034 Transportation Analyst 18
1813 Transportation Engineer 18
3192 Administrative Officer 17
3205 Administrative Otficer - Plannino Department 17
1 553 Bicycle Program Coordinator 17
3145 Building Permitting lnformation Analyst 17
13
74
JOB
CODE CLASSIFIGATION 04t2015 10t2015
3114 Building Records Manager 17
5201 Comm unications Manager 17
1047 Community Resources Coordinator 17
1552 Environmental Specialist 17
1 155 FinancialAnalyst I 17
1511 Geographic lnformation System Analyst 17
3208 Grants Writer / Researcher 17
1120 Management and Budget Manager 17
5008 Peliee Publie lnfermatien Offieer #
1144 Public Safety Payroll Administrator 17
2213 Senior Legal Secretary 17
1 166 Tax Auditor {€17
4407 Central Services Coordinator 16
2107 Executive Office Associate ll 16
1026 Film and Print Coordinator 16
6120 lce Rink Manager 16
1 508 lnformation Technology Specialist I 16
2214 Legal Secretary 16
1043 Management lntern 16
1025 Media Specialist 16
61 19 Parks and Recreation Analyst 16
3215 Planner I 16
3210 Planning and Zoning lnspector 16
5507 Police Records Manager 16
1 599 Procurement Contracting Officer I 16
7114 Program Coordinator (Youth Empowerment Network)16
1037 Public Arts Coordinator 16
1029 Public I nformation Specialist 16
14
75
JOB
CODE CLASSIFICATION 04t2015 10t2015
6@ 1€
1 033 Special Events Coordinator 16
1 053 Truancy Coordinator 16
1044 Visual Communications Specialist 16
3160 Administrative Officer - Citv Manaoer's Office 15
31 15 Building Records Supervisor 15
2100 Commission Aide 15
33+6 ffi {5
2108 Executive Office Associate I 15
1 156 Financial Analyst 12 15
1027 Media Assistant 15
?493 Wieer 15
5211 Victims Advocate 15
6121 Assistant lce Rink Manager 14
3305 Community Development Technician 14
1823 Customer Service Liaison 14
1042 Grants and Operations Administrator 14
1009 Labor Relations Technician 14
2120 Office Associate V 14
2203 Paralegal 14
3214 Planner 14
1621 Procurement Contractinq Analvst 14
4042 Sanitation Coordinator 14
6104 Tutoring Supervisor 14
e+an+sSpeeialist €
1123 Management and Budget Analyst {€13
15
76
JOB
CODE CLASSIFICATION 04t2015 10t201s
1013 Case Worker ll 12
2223 Code Violations Clerk 12
3023 Field Monitor 12
1 055 Grants Manaqement Specialist 12
2121 Office Associate lV 12
5506 Police Records Supervisor 12
1021 Case Worker 11
2122 Office Associate lll 11
4225 Graffiti Removal Coordinator 10
7119 SocialWorker lntern 10
4108 Rapid Response Team 9
2113 Receptionist 9
61 03 EducationalAide 7
1 045 lntern 7
2128 Mayor/Commission Office Manager 5
2127 Secretary 5
4111 Excellence Prooram Assessor 1
C. Salary information to be provided to City Gommission
Effective September 30,2015, the City Commission shall be informed whenever an unclassified
employee is hired at an annual salary of $75,000 or more.
SECTION 2. REPEALER.
That all ordinances or parts of ordinances in conflict herewith be and the same are hereby repealed.
16
77
SECTION 3. SEVERABILITY.
lf any section, subsection, clause or provision of this Ordinance is held invalid, the remainder shall not
be affected by such invalidity.
SECTION 4. EFFECTIVE DATE.
The Ordinance amendments set forth in Section 1 above shall be effective after adoption on second
reading on September 30, 2015.
This Ordinance shall take effect on the _ day of 2415.
PASSED AND ADOPTED this _ day of
ATTEST:
2015.
Philip Levine, Mayor
Rafael E. Granado, City Clerk
U nderl i nes de note add iti o ns ; S+ike+nreushs de n ote deletio ns
(Sponsored by Commissioner Michael Grieco)
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
lss
17
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79
COMMISSION ITEM SUMMARY
Condensed Title:
An Ordinance amending the Code of the City of Miami Beach, by amending Chapter 106, entitled
"Traffic and Vehicles," by amending Article ll, entitled "Metered Parking," by amending Division 1,
entitled "Generally," by amending Section 106-55, entitled "Parking Rates, Fees, and Penalties;" by
amending Parking Meter Rates and Time Limits; Municipal Parking Garage and Preferred Parking Lot
Rates and Penalties; Regulations Regarding a Facility Specific Monthly Parking Permit Program,
Reserved/Restricted Commercial On-Street Permit Parking, and Valet Storage Spaces; and amending
the regulations and fees for Metered Parking Space Rental and Parking Space Removal; amending the
Regulations Regarding the Residential Parking Program; amending the Exceptions to Section 106-55 to
provide for a Mobile Phone Payment Service and eliminating the Smart Card Program; and establishing
a Residential Parking Visitor Permit; providing for codification, repealer, severability, and an effective
date.sored bv: Commissioner Weithorn
Commission a Comprehensive Mobility Plan Which Gives Priority Recommendations (From Non-
Vehicular to Vehicular and lncludinq Parkinq).
, Environmental Scan, etc.l:74o/o of residents and 72% of businesses rate
the availability of parking across the City as too little or much too little. Availability of parking was one of
the changes residents identified to Make Miami Beach better to live, work or
Item Summary/Recommendation:
Glerk's Office islative Trac
:\AGENoA\20 1 020't5.sum.docx
ne eu-on rErs RS B
The Mayor and Commission have identified traffic congestion throughout the City as a priority issue. At
their direction, the Administration is pursuing a multi-pronged approach to address traffic congestion. lt is
important to note that discounted hourly parking meter rates shall continue for Miami Beach residents.
On September 10, 2015, the Mayor and Commission held the first reading of this proposed ordinance
and directed the Administration to include the following amendments:
-Valet parking space rentals shall increase from $17 to $25 daily, per space, immediately, with an
increase to $31.50 in six (6) months. The fee shall be revisited in the next budget cycle.
-Construction and special events permits space rentals shall increase from $10 to $25 daily, per space;
however, the current rate shall be locked in if they are permitted for the next six months.
-Any special events application submitted prior to September 30, 2015, will be locked in at $10 daily, per
space, for the next six (6) months; otherwise, it will increase to $25 daily, per space, excluding non-profit
entities.
-The rate for on-street metered parking in South Beach (South of 23rd Street) to increase from the
proposed $3 to $4 per hour.
The Administration recommends the City Commission take the following actions: 1) by separate
motion, accept the recommendation of the Finance and Gitywide Projects Gommittee (FCWPC) on
1.2015; and 2 the attached Ordinance at Second Final Public
On July 1,2015, the Finance and Citywide Projects Committee (FCWPC) endorsed the proposed parking
rate amendments to the City Code, resulting in the proposed parking rate increases in the attached
Ordinance.
Financial lnformation :
Source of
Funds:
Amount Account
1
2
OBPI Total
Financial lmpact Summary: Cumulatively, the aforementioned parking rate increases are estimated to
have the potential to yield an additional $22.6 million, annually, representing $112.9 million over five (5)
years assuming no increase in utilization. As described, these increased revenues would be utilized to
fund the more immediate transportation initiatives and the bonding capacity for the Parking Enterprise
Fund is estimated at $140 million to fund parking garage expansion projects. lt is important to note that
additional rate increases may be needed in the future to fund other projects, including the proposed light
rail/modern street car proiect.
Saul Fra extension 6483
& MIAMIBEACH u*vs ?-30-tf80
t9t5.2015
MIAMIBEACH
City of Miqmi Beqch, 1700 Convenlion Center Drive, Miomi Beoch, Florido 33139, www.miomibeochfl.gov
COMMISSI N MEMORANDUM
Mayor Philip Levine and Members
Jimmy L. Morales, City Manager
September 30, 2015 SE
TO:
FROM:
DATE:
SUBJECT:
the City
FINAL PUBLIC HEARING
AN ORDINANCE OF THE MAYOR CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, AMENDING THE CODE OF THE CITY OF MIAMI
BEACH, BY AMENDING CHAPTER 106, ENTITLED ..TRAFFIC AND
VEHICLES,'' BY AMENDING ARTICLE II, ENTITLED "METERED PARKING,"
BY AMENDING DIVISION 1, ENTITLED "GENERALLY,'' BY AMENDING
SECTION f 06-55, ENTITLED "PARKING RATES, FEES, AND PENALTIES;" BY
AMENDING PARKING METER RATES AND TIME L!M!TS; MUNICIPAL
PARKING GARAGE AND PREFERRED PARKING LOT RATES AND
PENALTIES; REGULATIONS REGARDING A FACILITY SPECIFIC MONTHLY
PARK! NG PE RMIT PROG RAM, RESERVED/RESTRICTED COMM ERCIAL ON.
STREET PERMIT PARKING, AND VALET STORAGE SPACES; AND
AMENDING THE REGULATIONS AND FEES FOR METERED PARKING SPACE
RENTAL AND PARKING SPACE REMOVAL; AMENDING THE REGULATIONS
REGARDING THE RESIDENTIAL PARKING PROGRAM; AMENDING THE
EXCEPTIONS TO SECTION 106-55 TO PROVIDE FOR A MOBILE PHONE
PAYMENT SERVICE AND ELIMINATING THE SMART CARD PROGRAIT,I; AND
ESTABLISHING A RESIDENTIAL PARKING VISITOR PERMIT; PROVIDING
FOR CODIFICATION, REPEALER, SEVERABILIW, AND AN EFFECTIVE
DATE.
ADMINISTRATION RECOMMEN DATION
The Administration recommends the City Commission take the following actions: 1) accept
the recommendation of the Finance and Citywide Projects Committee (FCWPC) on July 1,
2015; accept the proposed amendments at First Reading held on September 10, 2015; and
3) approve the attached Ordinance at Second Reading Final Public Hearing.
First Readinq - September 10. 2015
On September 10, 2015, the Mayor and Commission held the first reading of this proposed
ordinance and directed the Administration to include the following amendments:
Valet Parking Space Rentals:
Valet parking space rentals shall increase from $17 to $25 daily, per space, immediately,
with an increase to $31.50 in six (6) months. The fee shall be revisited in the next budget
cycle.
81
September 30, 2015 City Commission Memorandum
Parking Rate Amendments to the City Code - Second Reading Final Public Hearing
Page 2 of 17
Construction and Permitted Events Space Rentals:
Construction and special events permits space rentals shall increase from $10 to $25 daily,
per space; however, the current rate shall be locked in if they are permitted for the next six
months.
Specia! Events:
Any special events application submitted prior to September 30,2015, will be locked in at
$10 daily, per space, for the next six (6) months; othenrvise, it will increase to $25 daily, per
space, excluding non-profit entities.
South Beach On-Street Parking:
The rate for on-street metered parking in South Beach (South of 23d Street) to increase from
the proposed $3 to $4 per hour. Parking between 23'd Street to 44th Street should remain at
$3 per hour.
The following is a revised summary of projected revenues reflecting the amendments
approved at First Reading.
Annual
Current Revenue (!nc
Meter Hourly Rates:
South Beach On-Street Meters $1.75
South Beach Off-Street Meters $1.75
$4.00* $12,799,000.00
$2.00 $678.000.00
$3.00 $1,628,000.00
$2.00 $236,000.00
$15.341
Collins Ave/lndian Creek
23rd - 44th Streets - On-Street
Meters
Collins Ave/lndian Creek
23rd - 44th Streets - Off-StreetMeters
s,rb-t"td,
$1.00
$1.00
Meter Hours of Ooeration:
Collins Ave/lndian Creek
23rd - 44th Streets - On/Off-
Street Meters 8a-6p 9a-3a $2,331,000.00
Sub-total:$2,331,000.00
Municioa! Park
Each of first four hours:$1.00
$70.00
$2.00 $3,281,000.00100.00 $597.000.00
Sub-total:$3,878,000.00
82
Parki Dailv Rentals:
Valet Parking*:
Construction":
$17.00 lnitial 6 Months - $25.00
AfterOMonths-$31.50
$540,000.00
$157,000.00$10.00 $25-00
Existing Building Permit
Holders will maintain
current rate for 6
months
$25.00
Exi sting Special Events
Applications will
maintain current rate for
6 months.
(Non-for-Profit
organizations will
maintain current rate).
Special Event*:$10.00 $39,000.00
Sub-total:.00
September 30, 2015 City Commission Memorandum
Parking Rate Amendments to the City Code - Second Reading Final Public Hearing
Page 3 of 17
GRAND TOTAL 1
* Amendments approved on 9/10/2015 at First Hearing.
COMMISSION COMMITTEE RECOMMENDATIONS
On July 1, 2015, the Finance and Citywide Projects Committee (FCWPC) endorsed the
proposed parking rate amendments to the City Code, resulting in the proposed parking rate
increases below.
ANALYSIS
The Mayor and Commission have identified traffic congestion throughout the City as a
priority issue. At their direction, the Administration is pursuing a multi-pronged approach to
address traffic congestion. The following is a listing of projects underway, each at varying
levels of progress and estimated funding needs for each. Parking rate increases are
proposed in various categories to: (1) fund the initiatives identified below and (2) modify
driver behavior to better manage parking demand through financial incentives. Please note
future parking rate increases may be needed to fund other medium to long range initiatives,
such as light rail.
Residential Daily Visitor
$1.00 $3.00 $295,000.00
Sub{otal:.00
83
September 30, 2015 City Commission Memorandum
Parking Rate Amendmenfs fo the City Code - Second Reading Final Public Hearing
Page 4 of 17
TRANSPORTATION I N ITIATIVES :
lntelliqent Transportation Svstem (lTS) and Parkinq Manaqement Svstem
The Administration is currently pursuing a real-time traffic management system to monitor
traffic flow and throughput as well as monitor parking availability and demand on a real-time
basis.
The City of Miami Beach is one of the economic engines in the State. The thriving service
industry and the Miami Beach Convention Center contributed to a reported 6,142,600
overnight visitors in 2013. ln addition, recent figures indicate that although resident
population in Miami Beach is 90,588, average daily population comprised of commuters and
visitors is 205,915. A highly urbanized barrier island with only four connections to the main
land, the City's causeways and arterials frequently operate at failing levels of service. Given
the limited capacity of the roadway network, the City Commission has approved the
implementation of an ITS and Parking Management System as an additional effort to help
manage traffic congestion, parking availability, and improve traffic flow along major arteries.
The ITS and Parking Management System Prolect will consist of the following components:
' 18 C.C.T.V. cameras for video monitoring of traffic conditions and incidents.
' 32 Travel Time Data Collectors to allow engineers to review traffic conditions and
implement changes prior to reaching saturated conditions.
' 15 small scale lnteractive Digital Message Signs to advise drivers of traffic and
parking conditions within Arterial Roadways.
' 2large scale lnteractive Digital Message Signs on 2 Causeways to advise drivers of
traffic and parking conditions.. lmplement parking detection systems at 8 garages, 35 surface parking lots, and 2
corridors to record real-time parking conditions.. 60 Electronic Signs to relay real-time parking availability information
' Upgrading Parking Department's Mobile Application to reflect real-time parking
availability information.
' A Transportation Management Center located within City Limits to integrate the
operations of the ITS and Parking Management system and serve as the data and
information clearinghouse.
' Adaptive Traffic Signal Control (optional component of the project) would be for 93
intersections along the following major corridors:o Alton Road: Sth Street to 43rd Streeto 5th Street: Alton Road to Collins Avenueo 41st Street: Alton Road to Collins Avenueo MacArthur Causeway: Star lsland to Alton Roado Collins Avenue: 23rd Street to 44th Streeto lndian Creek Drive: 23rd Street to 41st Streeto Washington Avenue: 5th Street to Dade Boulevardo 63rd Street: Collins Avenue and lndian Creeko 69th Street: Collins Avenue to Abbott Avenueo lndian Creek Drive: 63rd Street to 71st Streeto Abbott Avenue/Harding Avenue: City Limits to lndian Creek Driveo Collins Avenue: 63rd Street to City Limitso 71st Street : lndian Creek Drive to Collins Avenue
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Status
The City of Miami Beach is working closely with the Florida Department of Transportation
(FDOT) District Vl staff and Miami-Dade County staff on this project. Both agencies have
participated in coordination meetings and provided valuable input on project planning,
design, phasing, and operational aspects of the project. The City will continue to work with
FDOT and County staff during each phase to ensure close coordination of the City's ITS
project with the State's and County's signal infrastructure system.
The ITS and Parking Management System project has a duration of 24 months and is
anticipated for completion by the end of 2017. The total cost of the prolect is estimated at
$14,556,590. The City is providing a local match of $4,556,590 which has been budgeted in
the current fiscal year. The City's annual operating and maintenance costs for the ITS and
Parking Management System have been estimated at approximately $2 million.
The City has recently applied for a $10 Million grant under the U.S. Department of
Transportation (USDOT) Transportation lmprovements Generating Economic Recovery
(TIGER) Vll federal discretionary grant program. We anticipate receiving notification from
USDOT as to whether or not the ITS and Parking Management System project is awarded
federal funding in the fall of this year.
Currently, the Administration is in the process of selecting a Program Manager who will
serve as owner's representative and be responsible for developing the specifications for a
Design, Build, Operate, and Maintain (DBOM) contractforthe ITS and Parking Management
System project.
TransiUTrollev Svstem
The Administration is currently identifying additional funding and resources needed to
develop and implement a citywide interconnected trolley system as part of the Fiscal Year
(FY) 2015/16 budget process. The proposed citywide system would consist of trolley routes
in North, Middle, and South Beach, including the existing North Beach Loop, the proposed
Middle Beach Loop, a Collins Link, and a South Beach Loop that would complement the
current South Beach Local service. The total funding forthis comprehensive trolley system,
including the cost of the existing South Beach Local service funded by the City (onethird of
the total annual cost of operation and maintenance), is estimated at $1 1 .05 million annually
(see table below). Funding is proposed to be augmented by approximately $2.33 million of
People's Transportation Plan (PTP)funds from Miami-Dade County currently allocated to
capital projects and an increase of the contribution from surplus parking funds from $1.3
million to approximately $3.0 million. The table below lists the estimated annual operating
expenditures for each of the trolley loops.
$1,8CI.0;,"000
$2,400,000
$3,1,00,000
$2,000,000
$1,300,000
$419,000
E5timated I flnnual Operatin g Expend itures
$11,U9,A00
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$5,700,000
$3,900,000
$3.400.000
$13,000,000
The citywide interconnected trolley system has been included as part of the FY 2015116
proposed budget with current funding, given the lead time necessary for the manufacturing
and delivery of new low-floor trolley vehicles.
Lio ht Rail/Modern Streetcar
The City has been working in partnership with the Miami-Dade Metropolitan Planning
Organization (MPO), the Florida Department of Transportation (FDOT), Miami-Dade Transit
(MDT), and the City of Miami as part of the ongoing Beach Corridor Transit Connection
Study (formerly known as the Baylink Corridor Study). The study commenced in October
2013 and focuses on re-evaluating the Locally Preferred Alternative resulting from the 2004
Baylink Corridor Study which proposed a light rail transiUmodern streetcar connection
between Miami Beach and Downtown Miami via the MacArthur Causeway. A Technical
Advisory Committee (TAC) comprised of staff from various municipal and transportation
agencies and a Policy Executive Committee (PEC) comprised of elected officials from
Miami-Dade County, City of Miami, and City of Miami Beach have been established to assist
the study team in making key milestone decisions through the study process. Both the TAC
and the PEC have endorsed the project moving forurard and delivered through a Public-
Private Partnership (P3).
ln orderto connect Miami Beach and Downtown Miami via light railtransit, the current Beach
Corridor Transit Connection study reaffirmed the MacArthur Causeway as the preferred
corridor to link the two cities. Due to the inherent environmental and engineering challenges
associated with implementing the portion of the route alignment along the MacArthur
Causeway, the study consultant expects that the level of environmental documentation and
coordination with the federal government that will be necessary as part of the National
Environmental Policy Act (NEPA) process will be substantial, lengthy, and require an
Environmental lmpact Statement (ElS) to be conducted. The NEPA phase alone is
projected to cost approximately $t 0 million with each local participating agency contributing
a portion of the cost. The City of Miami Beach share is estimated at $417,000.
Based on the project schedule presented to the TAC and PEC by the consultant team, it is
anticipated that the NEPA documents, design, and construction phases are estimated to
take 6 to 9 years. lt is our understanding that this NEPA process is a pre-requisite to be
eligible for up to 50% federal funds for capital and up to 25o/o state funds for capital (i.e.,
50% federall 25o/o state/ 25o/o local contribution). However, due to the very competitive
nature of the federal discretionary grant process for funding these types of projects, the local
(City's) match would need to be higher than 25o/o of the capital costs.
At this time, the preferred route alignment to connect Miami Beach and Downtown Miami
has been identified as the Direct Connect alternative and consists of bi-directional service
along the MacArthur Causeway, 5th Street, and Washington Avenue. A future phase
proposes service along Collins Avenue, 41't Street, and the Julia Tuttle Causeway to
connect to Midtown Miami. The South Beach portion of the Direct Connect route alignment
represents approximately$149M(28% of the total$532 million capitalcostof thetotalMiami
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to Miami Beach prolect), excluding the cost of a maintenance yard. lf this ratio is used as an
estimate of operating costs, the portion of operating costs for the Direct Connect alignment
on South Beach would be approximately $7 million annually (28% of $22 million annual
operating costs payments which would be required for the entire project under a P3
scenario).
Thus, assuming the City wishes to proceed on an accelerated basis without federal funds,
the Administration estimates that the total annual availability payments for the portion of the
Direct Connect alignment in South Beach would be approximately $12 million - $17 million
per year, depending on the level of availability of state funds (including capital and operating
cost). The cost of a rail yard on Miami Beach could increase these payments to between $17
million and $25 million, contingent upon the level of capital subsidy from the State.
Short Term Express Bus Service (EBS)
ln an effort to expedite cross-bay mass transit connectivity, the Administration is studying the
feasibility of implementing express bus service connecting Miami Beach and Downtown
Miami on a 1 -2year timeframe. Severalalternatives are currently being considered. One
of the route alignment alternatives includes bi-directional EBS across the MacArthur
Causeway, Sth Street, and Washington Avenue (similar to the light rail/modern streetcar
alignment described above). The use of the shoulders along the Causeway as well as
dedicated lanes along 5th Street and Washington Avenue corridors is being evaluated in
order to ensure reliable and efficient express bus service. The capital cost of the short-term
express bus service is estimated between $12 million and $20 million, depending on the
number of articulated buses required which is predicated on the route alignment selected
and frequency of service (ranging from S-minute headways to 10-minute headways). lt is
anticipated that the proposed express bus service would cost approximately $5.3 million
annually to operate based on a fleet of 19 articulated buses operating at a frequency of 5 -
7.5 minute headways during peak periods for 1 t hours per daylT days per week. City staff is
currently having discussions with both FDOT and MDT staff in terms of cost-sharing
opportunities for the capital and operating expenditures associated with providing this
express bus service. Additionally, it is important to note that only a portion of the proposed
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September 30, 2015 City Commission Memorandum
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Express Bus Service (i.e., the route alignment along the MacArthur Causeway to Downtown
Miami)would be implemented if a light railtransiUmodern streetcarsystem is implemented in
South Beach. Under this service scenario, annual operating costs for the EBS would be
approximately $3.S million.
PARKING INITIATIVES:
Freiqht Loadinq Zone Proqram (FLZ)
FLZs are regulated parking zones strategically located for large vehicles (10,000 16s.+) to
conduct deliveries. Coupled with strict enforcement of obstruction of travel lanes by Police
and enforcement of loading areas by the Parking Department, these zones have greatly
reduced congestion.
Parkins Manaqement Svstem (PMS)
A component of the aforementioned ITS initiative, PMS will provide real time parking space
monitoring and parking availability. Real time parking availability is then communicated to
motorists via electronic message signs at strategic locations throughout the city.
Valet Parkinq Amendments to the Gitv Code
Currently, valet parking operations on the City's right-of-way contribute to traffic congestion
and other abuses of city property and resident quality of life. Amendments to the City Code
to strengthen regulation and enforcement provisions were approved by the Mayor and City
Commission on September 2, 2015.
Development of existinq municipal metered parkinq lots to multi-level parkinq
structures
The following sites have been identified for potential development either through joint
venture partnerships or as standalone City projects:
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Washington Avenue Master Plan
As an outcome of both the Washington Avenue Master Plan and the Transportation
Workshop held on March 18,2015, staff was charged with finding alternatives to replace on-
street parking with off-street parking. As a result, three potential sites have been identified
that could replace some or all of the on-street parking between Sth and 17th Streets.
Municipal Parking Lot No. P16 (1262 Collins Ave)
P16 is located at southwest corner of the intersection of 13th Street and Collins Avenue,
opposite of Municipal Parking Garage No. 3 (G3). This lot was recently renovated and was
completed on May 13,2015. A parking garage similar in size to Municipal Parking Garage
No. 3 (G3), located at the northeast corner of the intersection of 13th Street and Collins
Avenue, could be constructed. Furthermore, based on current construction costs it is
estimated that the construction of an eight-story parking garage with approximately 405
spaces will cost approximately $t 2.7M, which represents approximateV $at K per space.
Municipal Parking Lot No. Pl3 (1020 Washington Ave)
P13 is located in the northwest corner of the intersectionof lOthStreet and Washington
Avenue. The parking lot abuts an alleyway (Drexel Court)to the west and holds a total of 37
parking spaces, including two disabled parking spaces. Renovations to this lot were
completedin2013. Afive-storyparkinggaragecouldbeconstructedinthislocation. ltis
estimated that the parking garage could hold up to 140 parking spaces. Estimated
construction costs for this parking garage is $5.2M, or approximately $37K per space.
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Municipal Parking Garage No.2 (c2) (1100 Washington Ave)
This is a multi-level parking garage that serves the police headquarters and its visitors. The
parking structure is divided into two areas, the police headquarters'parking and the visitors'
parking. These two parking sections are not connected. Based on design and construction
parameters, it is possible that one or two additional parking levels could be incorporated to
the visitors' parking area that could replicate the uppermost level of this section of the
parking garage. The additional levels could potentially represent an increase of 100 parking
spaces at an estimated $1.5M or $15K per space.
The chart below illustrates a potential net increase of 558 off-street parking spaces along the
Washington Avenue corridor and estimated costs. The 779 proposed spaces exceed the
existing 577 on and off-street parking spaces in the area. Additionally, other sites in the
area have been identified as potential public-private partnership opportunities that may
further increase off-street parking inventory.
90
Washington Avenue
Municioal Parkine Facilities
Existing
Soaces
Proposed
Soaces*
Net
Increase
Cost
o/Soace*Total*
Garase No. 2 734 234 L00 s1"4,720 57,472,000
P15 Collins/13th Street 50 405 355 s31,33s 5t2,690,675
P13 Washington/10th Street 37 740 103 s37,32t 55,224,940
Total 221 779 558 s19,387,615
* Estimoted.
September 30, 2015 City Commission Memorandum
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The City has approximately $10M in Fee of Lieu of Parking funds for the South Beach area;
however, if all three (3) projects were funded an additional $10M would be needed. Further,
the City Commission endorsed the Washington Avenue Master Plan recommendation to
issue an RFLI (Request for Letters of lnterest) for parking garage(s) along Washington
Avenue, and the City has been approached by at least one (1) interested property owner.
Middle Beach Needs
Several areas throughout mid-beach have been determined to be operating at high
utilization rates, indicating additional parking needs, and some areas we have already
referred for discussion at NCAC (Neighborhoods and Community Affairs Committee)
o Municipal Parking Lot No. P55, located on Collins Avenue and 27th Street;e Municipal Parking Lot No. P71, located on Collins Avenue and 46th Street; ando Municipal Parking LotNo. P63, locatedon42nd Streetand Royal PalmAvenue
Several areas in North Beach have been identified to be operating at high utilization rates,
indicating additional parking needs. lt has been a longstanding goal to develop a parking
garage in North Beach. Several sites have been identified, including standalone city
projects and potentialjoint venture developments. Additionally, residents have expressed a
need for additional parking in their neighborhoods. While there are no commercial or
recreational uses displacing parking in these neighborhoods, the sheer volume of vehicles
per household is increasing demand.
FUNDING NEED SUMMARY
The following is a summary of funding needs for all projects identified above, including ITS
operational cost, availability amounts for light rail/modern streetcar, garage construction and
operational cost for South, Middle, and North Beach.
Proiect Caoital Ooeratino
lntelligent Transportation System (lTS) &
Parking Management (PMS)
514.5M (lncludes cunent
local match of $4.5M)
S2M
Transit/Trollev Svstem s11.8M
Light RailiModern Streetcar $17M to $25M (contingent
upon the level of capital
subsidy hom the State)
Short Term Express Bus Service (EBS) -
Connection to Liqht Rail/Modern Streetcar
S12M to S20M 55.3M
Washington Avenue Master Plan fII9 spaces!s19 3M s779k
Middle Beach (8fi) spaces)s25.4M s800H
|,lorth Beach (8fl) spaces)s28M s8508
Grand Tota!:tl00.2M - 3108.2M t38.5M - $46.5U
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PARKING ENTERPRISE FUND
The available fund balance in the Parking Fund, as of September 30, 2014, was $26M (net
of two months of required reserves). Each year, the City budgets an amount to be used to
fund future renewal and replacement projects in the fund. ln addition, the Parking Fund is an
enterprise fund with revenues pledged to debt service payments. However, surplus funds
(revenues in excess of expenditures) from prior years may be used for other City purposes.
Currently, these surplus funds are used to fund transportation expenses as well as
supplement General Fund Revenues. Detailed projections of parking cash flows are being
developed as part of the bonds needed for the Convention Center project; however, the
chart below provides a rough projection of funds over the next five years assuming existing
rates and moderate groMh.
Given the estimates below, a positive Parking Fund available balance will not be sustainable
under the existing rate structures. There will not be enough available balance to fund the
projected FY 2015/16 proposed expenditures.
Note: This table has been updated from the first reading to conform to the Parking
Fund's FY16 proposed budget and to reflect the latest debt issuance cost estimates.
The overall impact of these two changes is approximately $1.5 million per year,
primariliy due to increased debt service costs.
Fundinq
A recurring revenue stream is necessary to sustain annually recurring expenses related to
the aforementioned transportation initiatives as well as to enhance the Parking Enterprise
Fund bonding capacity to fund the aforementioned garage expansion projects.
Parking Available Fund Balance- Without Rate lncreases
FY15 FY16 FY17 FY18 FY19 FY2O
fund balance in the
Parking Fund as of September
30,2014 22,82s,s73 12,s32,s73 (2,200,4271 (23,137,8:17) (3s,m2,8291 148,318111)
Fund Balance Set Aside for
R&R 3,228,000 6,258,000 6,883,000 6,883,000 6,883,000 6,8a3,000
Available Fund Balance 25,053,573 l8,7Tn,S73 4,6a2,57? (16,254,837) (28,U,9,8291 (41,435,8U)
Transfer to Transportation (1,311,0OO) (3,426,mO) (3,426,000) (3,426,000I (3,426,000) (3,rt26,000l
Transfer to General Fund (8,400,0@) (8,4OO,0O0) (8,400,000) (8,400,000) (8,400,000)
R&R/capital Needs {5,314,000} G,g7z.oa$ or,s2
Net Avrilable Belenco 11,028,573 2,91t2,571
Annual Revenues 52.430,000 56,085,000 56,085,000 56,085,000 56,085,000 55.O85,0OO
Annuaf Operating Expenses (41,237,0001 (45,747,0oO| (47,779,4\Ol (48,532,992) (49,988,982) (5
Debt Service' (3,431,0oo) (8,648,000) (6,585,000) (6,591,000) (6,586,000)
Aside for R&R (6,258,000) (6483,000) (6,883,000)
Behncr L2,s32,573 12,2cn,421l (23,137,$71 (3s,002,829) (48,318,811) 177,63p.,46.31
* lncludes 55.27 million debt service in FY16 related to the Parking Related Convention Center Renovation, which consists of principal,
and issuance costs. Subsequent years include principal and interest only.
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The Mayor and Commission has given general direction to the Administration to recommend
strategies, including but not limited to increases in parking rates. A parking rate increase will
provide the following benefits:
1. Driver Behavior Modification: Studies have shown that up to 30% of traffic
congestion is attributed to drivers seeking parking opportunities ("circling the block"
further congestion is caused by pulling in and out of lanes of travel - Source: Federal
Highway Administration). Currently, metered on-street and off-street parking rates
are $1 .75 per hour and enforced 9:00 AM to 3:00AM (18 hours), seven days a week.
Garage rates are for the most part $1.00 per hour, with a maximum daily rate of
$20.00 (see appendices for detail of proposed parking rates at each municipal
parking garage, except during special events).
Current parking rates are too low to effectively alter driver behavior. At the March 18,
2015, Transportation Workshop, it was recommended that on-street parking rates
should be sufficiently higher than off-street parking rates to incentivize drivers to park
off-street. The goal is to reduce on-street parking demand. This can be
accomplished by increasing parking rates. Hence, only those drivers willing to pay a
"premium" will use on-street parking and all others will seek other parking or mobility
alternatives (garages, transit, bicycle, pedestrian). A key component of achieving
this goal is arriving at the EPR (Effective Parking Rate) for on and off-street parking.
EPR is defined as the optimum on-street and off-street parking rates and the price
buffer between the two rates that "effectively" changes driver behavior. There may
be some adjustments to either or both on and off-street rates to achieve EPR. lf
approved in concept, the Administration recommends some latitude be incorporated
in the City Code amendment to allow for such adjustments.
Please note parking fine schedules are set by Miami-Dade County and the State of
Florida. Overtime parking and other related fine schedules must be at appropriate
levels in order to be effective and achieve compliance. Currently, an overtime
parking violation is $18.00. Parking userfees in the region, including MiamiBeach,
are comparable, and in some cases, higher than an overtime parking fine. This
increases traffic congestion by perpetuating low risUhigh reward user parking
behavior.
2. Parking Revenue Bonds - Bonding Capacity: Currently, the City's bond rating is
"Aa2" and Parking Bonds have an "A" rating. lncreasing parking rates will in turn
increase the City's parking revenue stream resulting in increased bonding capacity.
Additional bonding capacity is needed in order to fund the list of transportation and
parking capital projects identified earlier.
3. Equity in Space Rental Pricing and Residential Visitor Permits - Parking space
rentals are available for valet parking, construction, special events, and film & print.
Currently, daily space rental rates are $'17 for valet (ramp) and $10 for all other
categories and Residential Parking Visitor Permits are $1.00 per day.
ln addition, it is important to note that municipal parking rates are substantially lower than
private sector or market rates. This has perpetuated an artificial demand for municipal
public parking as drivers "cruise" for on-street parking spaces (30% of traffic congestion
attributed to on-street parking); queuing at municipal parking garages seeking a $1.00 hourly
rate versus a much higher hourly rates or flat rates at privately owned/operated parking
garages; and lengthy waiting lists (12 to 18 months) for monthly parking at municipal
garages. A recent parking rate survey of 13 privately owned/operated garages and surface
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parking lots in the South Beach entertainment districts revealed an average hourly rate of
$5.00; maximum daily rate of $30.00; and monthly rate of $187.00, as compared to $1 .00,
$20.00, and $70.00, respectively, at municipal garages.
Parking Rates - Proposed lncreases:
ln response to the funding needs and issues discussed above, a number of rates have been
identified for potential increases.
o lncreasing rates for South Beach on-street parking with lower increases for off-street
(parking garages and lots). Conceptually, on-street hourly parking meter rates are
proposed at $3.00 with metered parking lots and garages at $2.00, hourly.
These increases were projected to generate an additional $7.8 million per year.
With the amendment adopted on first reading increasing the rate to $4.00 for on-
street south of 23'd Street, the additional revenue would increase by $S.Z million to
$13.5 million.
. Restructure rates and hours of enforcement for Collins Avenue/lndian Creek
between 23'd Street and 44th Streets to be consistent with rates and hours in South
Beach, as the intensity in activity in this area has changed to be more similar to
South Beach levels.
o lncrease space rental rates for three of the four space rental categories (no change
for film/print space rentals incentives) The City Code provides for a special event
space rental fee of $0.25 per square foot. The dimension of a parking space is 187
square feet, equating to $46.75, per space. Therefore, a daily space rental rate of
$46.75 is proposed.
These increases were projected to generate an additional $2.9 million per year.
With the amendment adopted on first reading, the revenue would decrease by $Z.Z
million to $736,000.
o Residential Parking Virtual Visitor Permits are currently $1 .OO per day. Products and
services that are undervalued are prone to abuses. lncreasing the value of virtual
visitor permits diminishes opportunities for potential abuse. An increase to $3.00 per
day equates to $295,370.
The impact of potential increases are summarized below taking into accounta20o/o elasticity
adjustment for on-street parking (i.e. decrease in demand due to price increases) and a25o/o
elasticity adjustment for space rentals. Additional detail is attached.
It is important to note hourly parking meter rate increases would nof necessarily be
applicable to Miami Beach residenfs. Currently, Miami Beach residenfs enjoy a reduced
hourly parking meter rate of $1.00, instead of $1.75, in Soufh Beach, through Parkmobile
(payment mobile application). fhis represents a 43% discount. Moreover, Parkmobile
waivesifs user fee s for Miami Beach resrUenfs. This discounted parking rate and waiver of
Parkmobile user fees shall continue for Miami Beach resldents.
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September 30, 2015 City Commission Memorandum
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Annual
Current Revenue
Meter Hourlv Rates:
South Beach On-Street Meters $1 .75 4.00* $12,799,000.00
South Beach Off-Street Meters $1.75 $2.00 $678,000.00
Collins Ave/lndian Creek
23rd - 44th Streets - On-StreetMeters $1.00 $3.00 $1,628,000.00
Collins Ave/lndian Creek
23rd - 44th Streets - Off-StreetMeters $1.00 $2.00 $236.000.00
Sub-total:$15.341.000.00
Meter Hours of
Collins Ave/lndian Creek
23rd - 44th Streets - On/Off-Street
Meters 8a-60 9a-3a $2,331,000.00
Sub-total: $2.331,000.00
Municioal Parki
Each of first four hours:$1.00
$70.00
$2.00 $3,281,000.00
$100.00 $597.000.00
Sub-total:000.00
Rentals:
$17.00 lnitial 6 Months - $25.00
After6Months-$31.50
$10.00 $25.00
Existing Building Permit
Holders will maintain
current rate for 6 months
$10.00 $25.00
Existing Special Events
Applications will maintain
current rate for 6 months.
(Non-for-Profit
organizations will maintain
current rate).
$540,000.00
$1s7,000.00
Subtotal:000.00
$295,000.00
Residential Dailv Visitor
Sub-total:
$1.00 $3.00
.00
GRAND TOTAL 581
" Amendments approved on 9/10/2015 at First Hearing.
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FY16 Parking Rate lncreases by Fund:
Fund
Parking Enterprise 480
7th Street Garage 742
5th & Alton Garage 484
Anchor Garage 463
Penn Garage 466
Original Proposed
lncreaseg
Proposed lncrease
Amendments
3,5gg,ooo
0
0
0
0
3,598,000.00
Total
21,499,0O0
476,AOO
89,000
269,0OO
248,0OO
22,581,000.00
17,9O1,0OO
476,OOO
89,0OO
269,000
248,O0O
18,983,000
Footnotes:
Original Proposed lncrease pursuant to Finance Committee Memo dated 07/01/ZOLS
Amended lncreases pursuant to 1st Hearing onoglt}lZo]-s
Five (5) Year Fiscal lmpact
Cumulatively, the aforementioned parking rate increases are estimated to have the potential
to yield an addition al $22.6 million, annually, representing $1 12.9 million over five (5) years
assuming no increase in utilization. As described, these increased revenues would be
utilized to fund the more immediate transportation initiatives and the bonding capacityforthe
Parking Enterprise Fund is estimated at $140 million to fund parking garage expansion
projects. lt is important to note that additional rate increases may be needed in the future to
fund other projects, including light rail. lf all potential rate increases identified above are
implemented, the resulting impacts are shown in the table below prior to addressing the
projects identified in the funding needs summary referenced above.
Parking Available Fund Balance- With Rate lncreases
FY15 FY16 FILT FY18 FY19 FfaO
Available fund balance in the
Parking Fund as of September
30,2014 27,825,573 12,532,571 L9,29a,s73 19,860,163 2i,4!A,l7l 17,677,149
Fund Balance Set Aide for
R&R 3,228,000 6,258,000 5,883,000 6,883,000 6,883,000 6,883,000
Available Fund Balance 26,053,573 L8,7!nS7t 26,La\573 26,743,L63 ?6,377,L7L t14,35O,189
Transfer to Transportation (1,311,000) (r,+ZO,OOOi (3,426,000) (3,426,000) (3,426,000) (3,426,000)
Transferto General Fund (8,40o,0oo) (8,4{n0OO} (8,40O,00O} (8,400,0oo) (8,4O0,0O0) (8.400,0001
314,000) (3,972.000) (11.492,0001 (1,000,000) (1,000,000) (
Net Avelleblo B:lencr 11,028,573 2,992,373 2,63,57t 13,917,163 23,551,171 17,2:t4,le,
Revenues 52,430,000 7'l,58/.,O@ 77,584,AN 77,584,AN 77,584,000 77,584,000
Operating Expenses (41,237,000) 145,747,W| (47,779,4701 (48,532,992) (49,988,982) (5
Servicer (3,431,000) (8,648,000) (6,585,000) (5,591,000) (6,586,000) (6,
lside for R&R (6,258,000) (6,883,000) (6,883,000) (6,8tl3,ooo) (6,883,000) (6,88
N.tsurplus I,5O4,0OO 15,:ro5,(m 16,!r!16,590 15,577,008 14,125,018
Prolrcted Aveilabh Yrer End
Fund B.l.n€. 12,532,573 19,2!18,573 19,850,163 29,41B,t7t 37,677,L89 29,a6o,5t7
* lncludes 55.27 million debt service in FY16 related to the parking Related Convention Center Renovation, which consists of principal,
interest and issuance costs. Subsequent years include principal and int€rest only.
96
September 30, 2015 City Commission Memorandum
Parking Rate Amendments to the City Code - Second Reading Final Public Hearing
Page 17 of 17
The increased revenue is a result of the amendment adopted on first reading increasing the
rate to $4.00 for on-street south of 23d Street; off-set by the decrease revenue resulting from
the amendments to the space rental fees.
CONCLUSION
The Administration recommends the City Commission take the following actions: 1) by
separate motion accept the recommendation of the Finance and Citywide Projects
Commi!\ee (FCWPC) on July 1,2015; and 2) approve the attached Ordinance at Second
Aeaaiffiinal Public Hearing.
JLM/K9BISF
T:\AGENDA\2015\September\PARKING\ParkingRatelncreasesSecondReadingsept3020l5.mem.doc
97
ORDINANCE NO.
AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, AMENDING THE CODE OF THE CITY OF
MIAMI BEACH, BY AMENDING CHAPTER 106, ENTITLED ..TRAFFIC AND
VEHICLES," BY AMENDING ARTICLE II, ENTITLED "METERED
PARKING,'' BY AMENDING DIVISION 1, ENTITLED "GENERALLY," BY
AMENDING SECTION 106.55, ENTITLED ..PARKING RATES, FEES, AND
PENALTIES;,, BY AMENDING PARKING METER RATES AND TIME
LIMITS; MUNICIPAL PARKING GARAGE AND PREFERRED PARKING
LOT RATES AND PENALTIES; REGULATIONS REGARDING A FACILITY
SPECIFIC MONTHLY PARKING PERMIT PROGRAM,
RESERVED/RESTRICTED COMMERCIAL ON.STREET PERMIT
PARKING, AND VALET STORAGE SPACES; AND AMENDING THE
REGULATIONS AND FEES FOR METERED PARKING SPACE RENTAL
AND PARKING SPACE REMOVAL; AMENDING THE REGULATIONS
REGARDING THE RESIDENTIAL PARKING PROGRAM;AMENDING THE
EXCEPTIONS TO SECTION 106.55 TO PROVIDE FOR A MOBILE PHONE
PAYMENT SERVICE AND ELIMINATING THE SMART CARD PROGRAM;
AND ESTABLISHING A RESIDENTIAL PARKING VISITOR PERMIT;
PROVIDING FOR CODIFICATION, REPEALER, SEVERABILITY, AND AN
EFFECTIVE DATE.
WHEREAS, parking meter rates are established by Ordinance by the Mayor and
City Commission and as an enterprise fund; and
WHEREAS, the City's Parking System needs to keep pace with escalating costs in
orderto: (1) operate the system efficiently and maintain service levels, and (2) fund capital
projects including enhancements and expansion of the Parking System; and
WHEREAS, the Mayor and City Commission have identified traffic congestion
throughout the City as a priority issue and various initiatives are undenrrray, including: (1) an
!ntelligent Transportation System (lTS), a Parking Management System (PMS), and a Light
Rail and trolley/bus network; and (2) systems to modify parking behavior by managing
parking demand through parking fees and other financial incentives; and
WHEREAS, excess revenues that remain in the Parking Fund at the end of the
fiscalyear can be utilized for any legal purpose, including transportation related initiatives;
and
WHEREAS, the proposed parking rate increases in the various categories contained
herein will: (1) fund transportation related initiatives and (2) modify parking behavior supply
and demand and related financial incentives; and
WHEREAS, the Mayor and City Commission wish to continue to allow Miami Beach
residents to receive a discounted hourly parking rate of $1.00 at metered parking spaces
98
and parking garage spaces, via the City's pay by mobile phone program.
NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, AS FOLLOWS:
SECTION 1. That Chapter 106, "Traffic and Vehicles," Article ll, "Metered Parking,"
Division 1 , "Generally," Section 106-55, "Parking Rate Fees, and Penalties," of the Code of
the City of Miami Beach, Florida, is hereby amended as follows and additional sections that
are not amended are provided for reference purposes:
CHAPTER 106
TRAFFIC AND VEHICLES
Article ll. Metered Parking
Division !. Generally
Sec. 106-55. Parking rates, fees, and penatties; exceptions.
(a) Parking meter rafes and time limits.
(1)south Beach Parking Zone: All metered parking south of 23rd street
(Dade Boulevard), from ocean Drive to the westernmost parking tane
of Alton Road, between south Pointe Park and 17th street; and from
17th streetto 21st street (sunset Harbour Drive) from Alton Road to
the westernmost parking areas along Purdy Avenue and to Biscayne
Bay shall be at the rate of $1,50 per heur effeetive eeteber 1; 2010;
and-g{+s $g# $4,00 per hour for on-street and $2.00 per hour for
off-street effective . All metered
parking in the south Beach Parking Zone shall be enforced from 9:00
a.m. until 3:00 a.m., seven days per week.
Easf Mrddle Beach Zone; All metered parkinq from 23rd street to 44th
strget: and from collins Avenue to lndian creek. shail be at the rate
of $3.00 per hour for on-street and $2.00 per hour off-street. All
metered parkino in this area shall be enforced from g:00 a.m. until
3:00 a.m.. seven davs per week, effective October 10, 2015.
(2)
99
B\ West Middle Beach Zone:All metered parking north of 23rd Street
Sec. 106-55 (aX2) entitled "East Middle Beach Zone": shall be at the
rate of $1.00 per hour for off-street and on-street metered parking in
Drive. All metered parking nerth ef 23rd Street shall be enforced from
8:00 a.m. until 6:00 p.m., seven days per week.
(4) Norfh Beach Zone;All metered parkinq north of 63rd Street shallbe at
the rate of $1 .00 per hour for off-street and on-street metered parkinq.
All metered parkinq shall be enforced from 8:00 a.m. until6:00 p.m.,
seven days per week.
(b) Municipal parking garage and Prefened Parking Lot rates and penalties.
(1)7th Street Garage:
reof uo to 4
hours: $1.00 per hour or any portion thereof from the 4tn hour
up to 15 hours, and a maximum daily rate of $20.00 for any
time exceeding 15 hours upto24 hours (applicable sales tax is
included in the hourly and maximum rate).
Lost ticket charge: Parkers who cannot produce a parking
entry ticket will be charged the maximum daily rate of $20.00.
Monthly parking: $7ffi $100.00 per month, per permit, plus
applicable sales tax.
Weekend/event flat rate: $15.00 per vehicle Friday, Saturday
and Sunday from 8:00 p.m. to 5:00 a.m.
12th Street Garage:
Transient rates: $2.00 per hour and anv portion thereof up to 4
hours: $1.OO per
up to 15 hours, and a maximum daily rate of $20.00 for any
time exceeding 15 hours upto24 hours (applicable sales tax is
included in the hourly and maximum rate).
Lost ticket charge: Parkers who cannot produce a parking
entry ticket will be charged the maximum daily rate of $20.00.
Monthly parking: $7OSO S100.00 per month, per permit, plus
applicable sales tax.
Weekend/event flat rate: $15.00 per vehicle Friday, Saturday
and Sunday from 8:00 p.m. to 5:00 a.m.
b.
(2\
c.
d.
c.
d.
a.
b.
13th Street Garage:
hours: $1 .00 per hour or any portion thereof from the 4th hour
(3)
up to 15 hours; and a maximum daily rate of $20.00 for any
100
time exceeding 1 5 hours up to 24 hours (applicable sales tax is
included in the hourly and maximum rate).
Lost ticket charge: Parkers who cannot produce a parking
entry ticket will be charged the maximum daily rate of $20.00.
Monthly parking: $70S9 $100.00 per month, per permit, plus
applicable sales tax.
Weekend/event flat rate: $15.00 per vehicle Friday, Saturday
and Sunday from 8:00 p.m. to 5:00 a.m.
a. Transient Rate:
0to1 s2.00
1to2 4.00
2 to 3 6.00
3to6 10.00
6to 24 20.00b. Lost ticket charge: Parkers who cannot produce a parkinq
entrv ticket will be charoed the maximum daily rate of $20.00.c. Monthly parkinq: $100.00 per month. per permit. plus
applicable sales tax.d. Weekend/event flat rate: $15.00 per vehicle Friday. Saturdav
and Sundav from 8:00 o.m. to 5:00 a.m.
(5) 17th Street Garage:a. Transient rates:
0-1 hour ${-ee $2.00
b.
c.
d.
(4)
1-2 hours
2-3 hours
3-4 hours
4-5 hours5{ hours
6-7 hours
7-8 hours
8-15 hours
15-24 hours
2ru3-0H.,004-0HHru8-0roH
15.00
20.00b. Lost ticket charge: Parkers who cannot produce a parking
entry ticket will be charged the maximum daily rate of $20.00.c. Monthly parking: $7e$g $100.00 per month, per permit, plus
applicable sales tax.d. Event flat rate: $15.00 per vehicle.e. Employee Value Coupon-Lincoln Road (EVC-LR): $8.00 daily
(17'n Street Garage only).
$\ City Hail Garaqea. Transient rates:
0-1 hour $2.00
101
1-2 hours 4.00
2-3 hours 6.00
3-4 hours 8.00
4-5 hours 9.00
5-6 hours 10.00
6-7 hours 11.00
7-8 hours 12.00
8-15 hours 15.00
15-24 hours 20.00b. Lost ticket charqe: Parkers who cannot produce a parkinq
entrv ticket will be charqed the maximum dailv rate of $20.00.c. Monthly parkinq: $100.00 per month. per permit. plus
applicable sales tax.d. Event flat rate: $15.00 per vehicle.
(7t Pennsylvania Avenue Garaqe:a. Transient rates:
0-1 hour $2.00
1-2 hours 4.00
2-3 hours 600
3-4 hours 8.00
4-5 hours 9.00
5-6 hours 10.00
6-7 hours 11.00
7-8 hours 12.OO
8-15 hours 15.00
15-24 hours 20.00b. Lost ticket charqe: Parkers who cannot produce a parkinq
entry ticket will be charqed the maximum dailv rate of $20.00.c. Monthlv parkinq: $100.00 per month. per permit, plus
applicable sales tax.d. Event flat rate: $15.00 per vehicle.
(81 Sunset Harbor Garase:a. Transient rates:
0-1 hour $2.00
1-2 hours 4.00
2-3 hours 600
3-4 hours 8.00
4-5 hours 9.00
5-6 hours 10.00
6-7 hours 11.00
7-8 hours 12.OO
8-15 hours 15.00
15-24 hours 20.00
102
(e)
b. Lost ticket charqe: Parkers who cannot produce a parkinq
entry ticket will be charqed the maximum daily rate of $20.00.c. Monthlv parkinq: $100.00 per month. per permit. plus
applicable sales tax.d. Event flat rate: $15.00 per vehicle.
42nd Sfreet Garage:
Transient rates: $1.00 per hour or any portion thereof up to
eight hours; with an $8.00 maximum per 24-hour period
(applicable sales tax is included in the hourly and maximum
rate).
Lost ticket charge: Parkers who cannot produce a parking
entry ticket will be charged the maximum daily rate of $8.00.
Monthly parking: $70.00 per month, per permit, plus applicable
sales tax.
(BXl_QLPreferred Parking Lot (18th Street and Meridian Avenue):a. Fifteen dollars flat rate per vehicle.b. For food and beverage social events at the Miami Beach
Convention Center (MBCC), $10.00 flat rate per vehicle. Food
and beverage social events at MBCC shall meet the following
criteria:1. Be booked solely as a food and beverage function to
include, but not be limited to, at least one of the
following:i. Breakfast;
ii. Lunch/brunch;
iii. Dinner; and/or
iv. Reception.2. Excludes exhibits; separate meetings held outside of
the primary location; and cannot be associated with a
convention, trade show, public show, and/or corporate
meeting.3. Produce (at the client's sole expense) an approved
parking coupon that is sent either by the food and
beverage concessionaire or the MBCC management
company, via mail, to all confirmed attendees prior to
the day of the event. A copy must be presented to the
city's parking department for approval within five
business days of a fully executed agreement for the
event.4. MBCC in-house food and beverage concessionaire
must provide, in writing, to the city's parking
department, within five business days of an executed
agreement for the event, the following information:i. Name of event;
a.
b.
103
ii. Date of event;
iii. Approximate attendance;
iv. MBCC food and beverage contract information;
and
v. Client's name and mobile telephone number.5. The approved coupon can only be used the day of the
event. The coupon can only be used in the Preferred
Parking Lot. Only the original coupon (not a copy) will
be presented and accepted by the parking lot attendant.
lf these rules are not followed, the guest will pay the full
parking rate.6. Coupons must include the date of the event, the name
of the event, and be sequentially numbered.
(c) Facility specific monthly parking permit program.
(1)Facility specific monthly parking is available on a first-come first-
served, space available basis.
Municipal parking lots: Facility specific monthly parking in
surface lots is available on a first-come first-served, space
available basis. The monthly permit rate is $70.00, plus
applicable sales tax, and is issued by the parking department's
permit liaison at the offices of the parking department. All
monthly parkers are required to renew their monthly parking in
advance, no later than the 5th of each month. lf payment is not
received by the Sth of the month, then the permit is rendered
invalid. Monthly facility specific permit parking can be
purchased for up to 312 months at a time. At no time shall
such permit parking be sold for a period of greater than 3 42
months, unless by action of the mayor and city commission.
Municipal parking garages: Facility specific monthly parking in
municipal parking garages available on a first-come first-
served, space available basis. Permits are issued by the
parking department's permit liaison atthe offices of the parking
department. There is a $10.00 deposit required for each
access card (permit) issued. Lost access cards will be replaced
at a fee of $25.00 per access card. All monthly parkers are
required to renew their monthly parking in advance, no later
than the 25th of each month. lf payment is not received by the
25th of the month, then the access card (permit) is
electronically rendered invalid. Monthly facility specific permit
parking can be purchased for up to 312 months at a time. At
no time shall such permit parking be sold for a period of
greater than 3 {2 months, unless by action of the mayor and
city commission.
a.
b.
104
c. On-street areas: Area specific on-street monthly parking is
available on a first-come first-served, space available basis.
Permits are issued by the parking department's permit liaison
at the offices of the parking department. The parking director
shall oversee and develop these special on-street monthly
permit areas as deemed necessary, where off-street parking
facilities are not available to accommodate monthly parkers. All
monthly parkers are required to renew and pay for their
monthly parking in advance, no later than the 25th of each
month. !f payment is not received by the 25th of the month,
then the permit is rendered invalid. Monthly on-street area
specific permit parking can be purchased for up tol12 months
at a time. At no time shall such permit parking be sold for a
period of greater than 3 42 months, unless by action of the
mayor and city commission.
(d) Special realtor permits. Parking placard permits are available to realtors licensed
in the city, at a rate of $5.00 per permit placard, per month, plus applicable sales tax.
Placards may be purchased by realtors presenting a real estate license with a city address.
This special realtor permit allows Miami Beach realtors to park in restricted residential
zones throughout the city, during the days and hours of restriction for a maximum of two
hours per location. The placard permit is not valid at parking meters (on-street or off-street)
and is not valid at any attended municipa! parking lot or municipal parking garage.
(e) Reserve d/restricted co m merci al on-street pe rmit p a rki ng. Reserved/restricted
commercial on-street permit parking is permitted forthe production industry only. Requests
for said areas are handled by the parking director on a case by case, space available
basis. No reserved/restricted on-street permit area shallbe created from a metered parking
space. Said reserved/restricted on-street permit parking shallbe installed to accommodate
broadcasUsatellite and production vehicles. The monthly fee for the reserved/restricted on-
street spaces are calculated as follows: $75.00 per linear 20 feet of reserved space, per
month; payable on a quarterly basis only. Reserved/restricted commercialon-street permit
parking permittees are required to renew their parking permit quarterly in advance, no later
than the 25th of the month preceding the next quarterly billing period. !f payment is not
received, then the permit and restricted area is rendered invalid. Permit parking may be
purchased for up to 3 Q months at a time. At no time shall such permit parking be sold for
a period of greater than 3 {2 months unless by action of the mayor and city commission.
Signage shall be paid by the permittee at the rate of $30.00 per sign installed.
Replacement signs shall be installed at the same rate.
(0 Valet storage spaces. The city may provide on an as-needed basis, the abilityfor
a valet service company to rent public parking spaces to accommodate valet parking
storage for special events. The parking director shall weigh the impact of each request on
the parking area and its users, and shalldetermine both the abilityto lease spaces, and the
number of spaces that may be leased for the special event. The fee per space is ${4ee
$4€+5 $3150 per day, payable in advance at least 48 hours or two (2) business davs.
105
whichever is qreater . The daily rate includes applicable sales tax. No additional
public parking space rentals for valet storage shall be allowed unless by action of the
mayor and city commission.
(g) Metered parking space rentals.
(1)Administrative fees: The parking department shall charge an
administrative service fee for all space rental requests. The fee
schedule is as follows:
a. $20.00 administrative fee assessed for any space rentalof five
spaces or less.
b. $25.00 administrative fee assessed for any space rental of
from six to 10 spaces.
c. $30.00 administrative fee assessed for any space rentalof 11
spaces or more.
Valet ramp space rentals: The city may provide on an as-needed
basis, the ability for a valet service company to rent public parking
spaces for the purpose of creating a valet ramp for the expeditious
unloading and loading of passengers. The parking director shall
determine the number and location of said spaces, and will provide, if
possible, spaces adjacent to the business served by the valet service.
A copy the valet occupational license for the location to be served, a
notarized letter of authorization from the business owner and a
certificate of insurance covering the valet service location must be
presented to the parking department when submitting for the first
space rental request. ffective OctoUer t O. he fee per space
is $17,00 $/4€+5$2500 per day: effective April 10.
Spaee_isl3l-50_perulay, payable two weeks in advance for regular
users, and at least 48 hours or two (2) business davs. whichever is
qreater, in advance for special events. Rented spaces shall state, "No
Parking/Tow Away" and shall be strictly enforced.
Construction space rentals: Space rentals for construction purposes
shallonly be restricted between the hours of 6:00 a.m. and 6:00 p.m.,
Monday through Friday. Space rental shall end on Friday evenings at
6:00 p.m. to allow for additional parking opportunities for the public on
the weekends. Construction space rentals shall state, "No Parking
6am-6pm/Tow Away." A copy of a valid, city issued building permit
must accompany each application for space rental. The fee per space
@per day. nentals associateO
Uqiects with valid ci
SO. ZOtS snatt Ue SS
per dav for each addi
anO inctuOing Apri
soace renta snattU
(2)
(3)
106
inelude the weekend; then spaee rental shall remain-hewever, the
eharge fer the weekend spaees shall be $10,00 per spaee per day, ne
Only essential vehicles shall be
parked at rented spaces. No construction crew parking is allowed at
spaces rented for construction. Construction rented spaces are
payable two weeks in advance. lf the rental is to be greater than a
two-week period; then payment shall be due one month in advance.
Construction rented spaces can be purchased for up to 312 months
at a time. At no time shall such permit parking be sold for a period of
greater than 3 42 months unless by action of the mayor and city
commission.
(4) Production and film space rental: The city may provide on an as-
needed basis, rented spaces to accommodate production and film
needs. A copy of a valid, city issued production/film permit must
accompany each application for space rental. The fee per space is
$10.00 per day, payable in advance at least 48 hours or two L2)
business davs. whichever is qreater.in-€dvan€e= Only essential
vehicles shall be allowed to park at rented spaces, arrangements for
crew parking on a first-come, first-served basis can be arranged with
the parking department. Rented spaces for production and film use
shall state, "No Parking/Tow Away," and shall be strictly enforced.
(5) Special events space rental: The city may provide on an as-needed
basis, parking space rental to accommodate special events. A copy of
a valid, city-issued special event permit must accompany each
application for space rental. The fee per space is ${€$e $4€#
$25J0 per day, payable in advance at least 48 hours or two (2)
business davs, whichever is qreater.in€dvan€e. fne fee per space tor
non-tor-orotit orga
east +g nours or two
nentats associate
Oetore SeotemOer g0,
norit tO, ZOt0: etec
be$25!q Only essentialvehicles shall be allowed to park at rented
spaces arrangements for event staff parking on a first-come, first-
served basis can be arranged with the parking department. Rented
spaces shall state, "No Parking/Tow Away", and shall be strictly
enforced.
(h) Parking space removal.
(1) Temporary parking meter removal: The city may provide for the
temporary removal of parking meters to accommodate construction
and other limited needs. The fee for the removal of any post shall be
10107
$50.00 per space. The cost for reinstallation of the post shall be
$50.00 per space. Space removal and replacement shall be paid to
the parking department in advance at a rate of $100.00 per space.
Additionally, the applicable bagged space rental rate shall be
assessed on a per space, per day basis, payable in advance, until
such time as the parking post is reinstalled.
(2) Private requests for permanent parking space or loading zone
removal prohibited: Private requests for permanent parking space or
loading zone removalshallonly be allowed forthe purpose of creating
access to an off-street parking facility or other vehicular access to the
property. Private requests for the permanent removal of a parking
space or loading zone for any other reason shall be prohibited. When
permitted, the fee for the private permanent removal of a parking
space or loading zone shall be the same rate as the fee in lieu of
required parking, or $40S,000.00 per space, whichever is greater,
except that single family uses seeking to provide access to off-street
parking shall be exempt from paying this fee for the removal of one
space.
(i) Temporary residential guest parking placard permits/scratch tags. Temporary
residential guest permits, allowing for guest parking in the restricted residential zones and
metered zones is available to bonafide guests of a resident of the restricted residential
parking zones. Permits must be purchased by a restricted residential zone resident.
Temporary guest permits are only valid in the residential zone of the resident purchasing
the guest permit, and are not valid at any parking meter, municipal parking lot or garage.
Documentation established by the City of Miami Beach Parking Department will be
required as proof of residency.
0) Hotel hang tag program. A daily 24-hour smal! hotel hang tag program is made
available by the parking department through eligible hotels at a fee of $10.00 per hang tag,
per day. A small hotel is defined as a hotel consisting of less than 150 guest rooms, and
does not provide a hotel valet parking service for its guests. The hotel hang tag is day,
month and year specific. The hang tag is sold by the hotel to the guest for a fee of $10.00
per day. The hotel is responsible for proper issuance of the hang tag to include: hole
punching the appropriate day, month and year and charging no more than $10.00 to the
hotel guest for the hang tag. At no time may the hotel add any surcharge or additional
charge to the hotel hang tag fee. The hotel hang tag is valid from 12:00 noon on the day of
issuance (the hole punched date) until 12:00 noon the following day. The parking director
shall establish the parking areas of the hotel hang tag program.
(k) Resfnbted and non-resticted residential parking program. There are seven
restricted residential parking zones. These zones are created to protect the quality of life of
the city's residents in areas where residential parking is severely impacted by competing
uses. The zones are as follows:
11108
(1)
(2)
(3)
(4)
(5)
(6)
(7)
Zone 1 South Pointe
Zone 2 Flamingo Park
Zone 3 Michigan/Lenox
Zone 4 Museum District
Zone 5 Art Deco District
Zone 6 lndian CreeUCollins Avenue
Zone 8 Bonita Drive.
(l) Exceptions.
Flat parking rate. A flat parking rate for nonresidents and for residents
of the city (photo identification required) may be established during
the city's annual budget process, as recommended by the city
manager and approved by the city commission, at certain attended
municipal garages and surface lots which have been identified by the
city manager to be in the best interest of the community's health,
safety, and welfare.
Parking incentive program. The city manager is authorized to
designate "resident parking days" (evenings 6:00 p.m. to 12:00
midnight) for city residents (proof of residency required) at all
attended garages and lots and residential decal holders at on-street
meters and/or off-street metered facilities and identify an incentive to
be combined with specific initiatives sponsored and/or promoted by
the city to stimulate local businesses during off-peak periods.
(3) Smart eard pregram/eemmereial smart eard resale pregram;
gram,
ing
d ispensing/replenishing statiens at partieipating eemmereial ly
inc
ef smart eards, Cemmereial establishments must eensent te
ia
tne resale pregram G in$in
the sales/replenishing pregram are net entitled te any
@
Parking Department) te be purehased at the parking
Mobile phone pavment seruice. ln ear meter pregra ive
(1)
(2)
(3)
12109
ing
threugh this pregram fer metered parking in the Seuth Beaeh Parking
Zene=The-parking meter rate inerease in the Seuth Beaeh Parking
i This service affords Miami Beach
residents. with proof of residencv, a discounted hourly rate of $1 .00 at
on-street meters and off- street meters.
(m) Rersen4gd-i Resrdenfial Parkinq VisiforPerm,f. The fee for each Daily Restricted
Residential Parkino Visitor Permit is $3.00 and shall be valid for a 24 hour period.
(n) Smartway vehicles incentive. The Smartway program will use the state ILEV list;
EPA (Environmental Protection Agency) "Smartway" designation; and allow all street legal
electric vehicles to qualify for participation in the program. lncentives to be offered to
qualified and registered vehicle owners include:
(1) Monthly parking permit holders for all facilities will be afforded a 50-
percent discount on the monthly rate.
(2) Residential permit holder in al! designated zones shall receive a 50-
percent savings on either their annual or semi-annual residential
permit.
(3) Five hundred city-wide parking decals, honored at metered spaces
only, shall be available only to state-registered Smartway vehicles;
vehicles receiving an EPA (Environmental Protection Agency)
"Smartway" designation; and all street legalelectricvehicles on a first-
come, first-served basis. The cost of the Smartway city-wide decal is
$100.00 per year.
(4) Two percent of the parking spaces at the 42nd Street Municipal
Parking garage may be designated as "Smartway Vehicle Parking
Only" for use by recognized Smartway vehicles. One percent of the
parking spaces at the 7th Street garage and 13th Street garage may
be designated as "Smartway Vehicle Parking Only" for use by
recognized Smartway vehicles. Notwithstanding the preceding
sentence, the city manager or his designee, who shall be the city's
parking director, reserves the right, in his reasonable business
judgment and discretion, to temporarily suspend the aforestated
"Smartway Vehicle Parking Only" during special events in order to
ensure maximum utilization of all parking spaces.
13110
(o) Restdent scooter and motorcycle permits. Annual scooter and motorcycle
parking permits are available for a fee of $100.00 per scooter or motorcycle for Miami
Beach residents who are registered with the State of Florida as the scooter or motorcycle
owner. The permit will be honored at all designated scooter and motorcycle municipal
metered parking spaces.
(p) Freight loading zone (FLZ) permit. An FLZ permit will allow the use of freight
loading zones by permitted commercial motor vehicles. Qualifying commercial motor
vehicles must register and purchase an annual permit. The permit fee for each vehicle is
$364.00 annually or $182.00 semi-annually. A permittee that operates a fleet of over ten
vehicles may purchase up to five vehicle permits for $1,500.00 annually or $750.00 semi-
annually. One of every five non-transferable permits shall authorize the permittee to
purchase a transferable permit. Permits are transferable to other qualifying commercial
motor vehicles, as described in herein, and shall expire annually. The permit must be in
good standing and the commercial motor vehicle must be actively engaged in loading
activities when stopping, standing, or parked in a freight loading zone. Freight loading
locations, regulations, including maximum time limits, and permitted days/hours shall be
determined by the city manager or his designee.
(q) Alley loading (AL) permrT. An AL permit will allow for the use of alleys by
permitted vehicles. Qualifying vehicles must register and purchase an annual permit. The
permit fee for each vehicle is $182.00, annually or $91 .00 semi-annually. A permittee that
operates a fleet of over ten vehicles may purchase up to five vehicle permits for $750.00,
annually or $375.00, semi-annually. One of every five non-transferable permits shall
authorize the permittee to purchase a transferable permit. Permits are transferable to other
qualifying vehicles, as described herein, and shallexpire on annually. The permit must be
in good standing, prominently displayed, and the vehicle must be actively engaged in
loading activities when stopping, standing, or parked in an alley. Alley regulations, including
maximum time limits and permitted days/hours shall be determined by the city manager or
his designee.
SECTION 2. CODIFICATION.
It is the intention of the Mayor and City Commission of the City of Miami Beach, and
it is hereby ordained that the provisions of this ordinance shall become and be made part
of the Code of the City of Miami Beach, Florida. The sections of this ordinance may be
renumbered or relettered to accomplish such intention, and the word "ordinance" may be
changed to "section", "article", or other appropriate word.
SECTION 3. REPEALER.
All ordinances or parts of ordinances in conflict herewith be and the same are
hereby repealed.
14111
SECTION 4. SEVERABILITY.
lf any section, subsection, clause or provision of this Ordinance is held invalid, the
remainder shall not be affected by such invalidity.
SECTION 5. EFFECTIVE DATE.
This Ordinance shall take effect ten (10) days following adoption.
PASSED AND ADOPTED this _ day of
ATTEST:
2015.
Rafael E. Granado, City Clerk Philip Levine, Mayor
Underline denotes new language
S+ike+n+eugh denotes deletions
Dguble-urubnjne denotes new language after First Reading
Wdenotes deletions after First Reading
(Sponsored by Commissioner Deede Weithorn)APPROVED AS TO
FORM & LANGUAGE
^ & FOR EXECUTION/' ', I '\ I r t ,.+(q i1! r(;;l;'
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COMMISSION ITEM SUMMARY
Condensed Title:
An Ordinance Of The Mayor And City Commission Of The City Of Miami Beach, Florida, Amending Appendix A,
Entitled "Fee Schedule," To Chapter 1 10 Of The Miami Beach City Code, Entitled "Utilities," Article lv, Entitled "Fees,
Charges, RatesAnd Billing Procedure," Division 2, Entitled "Rates, FeesAnd Charges," Section 110-166, Entitled
"Schedule Of Water Rates And Tapping Charges," And Section 1 10-168, Entitled "Sanitary Sewer Service Charge," To
lncrease The Rate For Water Service Charges ln Excess Of The Minimum Service Charge; And To lncrease The
Sanitary Sewer Service Charge By The Same Percentage Enacted By Miami-Dade Water And Sewer Department
(WASD) Pursuant To Section 1 10-168; Providing For Codification, Repealer, Severability, And An Effective Date.
Maintain the Citv's infrastructure.
Data Environmental Scan. etc.):
Item Summary/Recommendation :
The Miami-Dade Water and Sewer Department has informed allwholesale customers that the proposed water
rate for FY16 would decrease by $0.0475 to $1.7341 per 1,000 gallons. WASD has also notified wholesale
customers that their proposed sewer rate will be $2.7879, an increase of $0.2279 from the current rate of $2.56
per 1,000 gallons. The cost of the proposed FY16 sewer rate increase to Miami Beach is approximately 8.9%.
The current rate of $4.43 per thousand gallons is insufficient to cover the cost of providing water service. Based
on the proposed FY16 budget, the water rate would need to be increased by 5o/o to $4.65 per 1,000 gallons in FY
16 .The increase to the water rate is required to cover debt service on approximately $35 million in water capital
needs over the next few years. ln addition $9.6 million will go towards the completion of the neighborhood
projects included in the FY15 and FY16 capitalbudget.
The current rate of $7.55 per thousand gallons is insufficient to cover the cost of providing sewer service. Based
on the proposed FY16 budget, the sewer rate would have to be increased by 8.9% to $8.23 per thousand gallons
in FY16. Rate increases are needed to cover debt service requirements of a proposed $18 million sewer debt
issuance in FY16 and to cover further increases in costs (due to inflation, etc.) beyond FY15. Approximately $5
million of will go towards the completion of neighborhood projects included in the FY15 and FY16 capital budget.
Based on the above, the Administration recommends that the City Commission approve a rate increase forwater
customers of $0.22 and a rate increase for sewer customers of $0.68 effective October 1,2015. For the average
1 1 ,000 gallons per month customer, the combined water and sewer rates result in a monthly increase of $9.90 in
FY16. For the minimum usage customer (5,000 gallons or less per month), the combined monthly impact would
be a total of $4.50.
The Administration recommends moving forward with the recommended modifications to the water and sewer fee
ordinances including allocation of appropriate costs to the Satellite Cities.
THE ADMINISTRATION RECOMMENDS APPROVING THE AMENDMENT TO THE ORDINANCE ON
SECOND PUBLIC HEARING.
At the Finance and CihTwide Projects Committee (FCWPC) meeting of July 17,2015, Public Works staff
the MSA report and summarv of their findinos and recommendations.
Financial lnformation :
Source of
Funds:
OBPI
Amount Account Approved
1
Tota!
Clerk's Office
t:\agenda\201S\september\september 30 meeting\public works\fy15 water and sewer rate
Sign-Offs: Department Assistant City Manager
AGENDAJT1T &# M:AMIBTACH
114
g MIAMIBEACH
City of Miomi Beqch, I700 Convention Center Drive, Miomi Beoch, Florido 33'l39, www.miomibeochfl.gov
N MEMORANDUM
Mayor Phillip Levine and Members
Jimmy L. Morales, City Manager
September 30, 2015
SUBJECT:AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI
BEAGH, FLORIDA, AMENDING APPENDIX A, ENTITLED "FEE SCHEDULE," TO
CHAPTER 110 OF THE MIAMI BEACH CITY CODE, ENTITLED "UTILITIES," ARTICLE
lv, ENTITLED "FEES, CHARGES, RATES AND BILLtNG PROCEDURE," DIVISION 2,
ENTTTLED "FIATES, FEES AND CHARGES," SECTTON 110-166, ENTTTLED
..SCHEDULE OF WATER RATES AND TAPPING CHARGES," AND SECTION 110.168,
ENTITLED "SANITARY SEWER SERVICE CHARGE," TO INCREASE THE RATE FOR
WATER SERVICE GHARGES IN EXCESS OF THE MINIMUM SERVICE CHARGE; AND
TO INCREASE THE SANITARY SEWER SERVICE CHARGE BY THE SAME
PERCENTAGE ENACTED BY MIAMI.DADE WATER AND SEWER DEPARTMENT
(WASD) PURSUANT TO SECTION 110-168; PROVIDING FOR CODIFICATION,
REPEALER, SEVERABILITY, AND AN EFFECTIVE DATE.
ADMINISTRATION RECOMMENDATION
The Miami-Dade Water and Sewer Department has informed all wholesale customers that the
proposed water rate for FY16 would decrease by $0.0475 to $1.7341 per 1,000 gallons.
WASD has also notified wholesale customers that their proposed sewer rate will be $2.7879, an
increase of $0.2279 from the current rate of $2.56 per 1,000 gallons. The cost of the proposed
FY16 sewer rate increase to Miami Beach is approximately 8.9%.
The Administration recommends approving the Amendment to the Ordinance on Second Reading,
Public Hearing.
ANALYSIS
The City's utility rates for water and sanitary sewer services are structured to collect the necessary
revenues to meet annual operating and maintenance costs of the water and sanitary sewer
infrastructure, to cover debt service for water and sewer bonds, to maintain adequate operating fund
reserves, and, to pay Miami-Dade County for wholesale water purchased, the treatment of the City's
sewage and other fees.
ln general, the rates for water supply and sanitary sewer services consist of:o Pass-through of the wholesale rate the City pays to Miami-Dade County for
the purchase of potable water and treatment of sewage;o Debt service for the Water and Sewer Revenue Bonds;. Operating and maintenance costs for the water and sewer utility;
TO:
FROM:
DATE:
the City
SECONDREADING
PUBLIC HEARING
115
Commission Memo
September 30, 201 5
Water and Sewer Rafe Ordinance Memo
Page 2 of 3 . 7.5o/o fee of previous year total revenue paid to the Miami-Dade County
Environmental Resource Management Department (DERM).
FY2015/16 Miami Dade Countv Wholesale Water and Sewer Rates
The Miami-Dade Water and Sewer Department has informed all wholesale customers that the
proposed water rate for FY16 would decrease by $0.0475 to $1.7341 per 1,000 gallons. The
operational expenditure decreases for the County are due to projected operating expenses, debt
service increases in FY16, and other revenue, charges and adjustments such as reserve
requirements, decreased interest earnings and renewal and replacement.
WASD has also notified wholesale customers that their proposed sewer rate will be $2.7879, an
increase of $0.2279 above the current rate of $2.56 per 1,000 gallons. The cost of the proposed
FY16 sewer rate increase to Miami Beach is approximately 8.9%.
The wholesale water and sewer rates were approved by the Board of County Commissioners at their
Public Budget Hearings on the first and second readings on September 3, 2015 and September 17,
2015, respectively.
Water and Sewer Revenue Review Recommendations
Millian, Swain & Associates, lnc. (MSA) were retained to assist in evaluating the level of revenues
produced by current water and sewer rates and the potential need for rate adjustments. The
following are their findings:
Water Revenue Review and Recommendation
An increase in debt service payments for new bonds is the driver for the potential FY16 deficit.
1 . The current rate of $4.43 per thousand gallons is insufficient to cover the cost of providing water
service. Based upon the proposed FY16 budget, the water rate would need to be increased by
5olo to $4.65 per 1,000 gallons in FY16.
2. The increase is required to cover debt service on approximately $35 million in water capital
needs over the next few years. ln addition $9.6 million will go towards the completion of
neighborhood projects included in the FY 15 and FY 16 capital budget including the following
projects: West Avenue/Bay Road lmprovements, City Center (Convention Center), and La
Gorce Neighborhood lmprovements.
3. The City will receive a $3.3 million WASD true up credit for consumption from FY 14. This
results in an anticipated WASD payment of $1 0.6 million for FY 16. The true-up credit for future
years remains unknown and is not included when calculating the proposed rate adjustments.
4. All operational expenditure increases related to the proposed adjustments to salaries, increased
costs of health insurance and pension, and increases in other operating costs can be absorbed
without the requirement to increase the water rate.
5. lncorporating a2.1% inflation factor to expenses (including WASD) and other income (excluding
interest income) will result in future rate increase next year of 9.3o/o.
Sewer Revenue Review and Recommendation
An increase in WASD Sewer fees and scheduled increase in debt service payment for new bonds
are the largest contributors to a rise in the projected FY16 deficit.
1 . The current rate of $7.55 per thousand gallons is insufficient to cover the cost of providing sewer
116
Commission Memo
September 30, 201 5
Water and SewerRale Ordinance Memo
Page 3 of 3
service. Based on the proposed FY16 budget provided by the City, rates would have to be
increased by 8.9% to $8.23 per thousand gallons in FY16.
2. Rate increases are needed to cover debt service requirements of a proposed $18 million sewer
debt issuance in FY16 and to cover further increases in costs (due to inflation, etc.) beyond
FY15. Approximately $5 million of will go towards the completion of neighborhood projects
included in the FY15 and FY16 capital budget.
3. Fees charged to Satellite Cities to transport wastewater to WASD appear to be insufficient to
cover the cost of providing this service. As part of the comprehensive cost of study, MSA also
performed a detailed cost allocation study to address the proper charges to the Satellite Cities
and found that those charges needed to be increased from $2.727 to $3.1047 which is
approximately 13.9%
4. lncorporating a2.1% inflation factor to expenses (including WASD) and other income (excluding
interest income) will result in future rate increases over the next year of 7.5o/o.
Backqround
At the Finance and Citywide Projects Committee (FCWPC) meeting of July 17 ,2015, Public Works
staff presented the MSA report and summary of their findings and recommendations.
Fee (per thousand
gallons)
FY
20L7/L2
Fee
FY
20L2/L3
Fee
FY
2OL3/1,4
Fee
FY
2}t4lLs
Fee
Prop. FY
21tsl L6
Fee
Difference
From FY
2oL4h5
Water s4.36 S+.go S+.so S+.+E S+.ss 5o.zz
Sewer So.o+So.o+S6.34 Sz.ss Sg.zg So.sg
Combined Fee Sro.+o Sro.+o S1o.70 s11.e8 Srz.sg s0.e0
Monthly Cost to 11,000
Gallon Customer sLt4.4O s114.40 51L7.70 s131.78 s141.68 Sg.go
Monthly Cost to 5,000
Gallon Customer ss2.00 Ss2,oo ss3.s0 ss9.so s64.40 s4.s0
Conclusion
Based on the above, the Administration recommends that the City Commission approve a rate
increase for water customers of $0.22 and a rate increase for sewer customers of $0.68 effective
October 1, 2015. For the average 1 1,000 gallons per month customer, the combined water and
sewer rates result in a monthly increase of $9.90 in FY2015/16. For the minimum usage customer
(5,000 gallons or less per month), the combined monthly impact would be a total of $4.50.
The Administration recommends moving fonruard with the recommended modifications to the water
and sewer fee ordinances including allocation of appropriate costs to the Satellite Cities.
JLM/ETC/,6INN
t:\agenda\2O 1 4\september\fy1 5 water and sewer rate ordinance memo.doc
117
ORDINANCE NO.
AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE
CIry OF MIAMI BEACH, FLORIDA, AMENDING APPENDIX A,
ENTITLED "FEE SCHEDULE," TO CHAPTER 110 OF THE MIAM!
BEACH CITY CODE, ENTITLED "UTlLlTlES," ARTICLE lV, ENTITLED
''FEES, CHARGES, RATES AND BILLING PROCEDURE," DIVISION 2,
ENTITLED "RATES, FEES AND CHARGES," SECTION 110-166,
ENTITLED "SCHEDULE OF WATER RATES AND TAPPING
CHARGES," AND SECTION 110.168, ENTITLED "SANITARY SEWER
SERVICE CHARGE," TO INCREASE THE RATE FOR WATER
SERVICE CHARGES IN EXGESS OF THE MINIMUM SERVICE
CHARGE; AND TO INCREASE THE SANITARY SEWER SERVIGE
CHARGE BY THE SAME PERCENTAGE ENACTED BY MIAMI-DADE
WATER AND SEWER DEPARTMENT (WASD) PURSUANT TO
SECTION {10-168; PROVIDING FOR CODIFICATION, REPEALER,
SEVERABILIW, AND AN EFFEGTIVE DATE.
WHEREAS, the City implemented a Water and Sewer System lmprovement Program
("Program"), which is funded by Water and Sewer Revenue Bonds; and
WHEREAS, in 2006, the Water and Sewer Taxable Series B-2 Bonds were issued for
the purpose of paying the cost of certain improvements to water and sewer utility; and
WHEREAS, in 2009, Water and Sewer Taxable Series 2009J-1C Bonds were issued
for the purpose of paying the cost of certain improvements to the water and sewer utility; and
WHEREAS, the rate increases proposed herein are for the payment of the phased in
debt instruments to continue improvements to the water and sewer infrastructure; and
WHEREAS, the new rate provided herein reflects the increase for water in excess of
the minimum service charge; and
WHEREAS, the new rate provided herein reflects the increase for the sanitary sewer
service charge in the same percentage imposed by Miami-Dade County as provided in Section
1 10-168 of the City Code; and
WHEREAS, the City anticipates a continuation of its decrease in water consumption
and its corresponding decrease in water and sewer revenues; and
WHEREAS, the City Commission of the City of Miami Beach deem it to be in the best
interest of the citizens and residents of the City of Miami Beach to amend Chapter 110 entitled
"Utilities", Article lV entitled "Fees, Charges, Rates and Billing Procedure, to periodically adjust
water and sewer rates for maintenance and fiscal responsibility purposes. Therefore, the
increased rates set forth herein should be imposed.
118
NOW, THEREFORE, BE !T ORDAINED BY THE MAYOR AND CITY COMMISSION
OF THE CITY OF MIAM! BEACH, FLORIDA, as follows:
SECTION 1.
That the Appendix to Sections 110-166 and 110-168 of Chapter 110, Article lV,
Division 2, of the Miami Beach City Code is hereby amended as follows:
APPENDIX A
FEE SCHEDULE
Chapter 110 Utilities
Article lV. Fees, Charges, Rates and Billing Procedure
Division 2. Rates, Fees and Charges
***
Secfion
this Code
1 10-166(a)
Size of
Meter
Yr"
1"
1.5"
2"
3',
4"
o
8"
Gallons of
Water
per Month
5,000
7,000
1 1,000
17,000
40,000
80,000
'120,000
200,000
Description
Minimum service charge:
Minimum Monthly
Service Charge
(effective for billings
on or after October 1,2014
22.15
31.01
48.73
75.31
177.20
354.40
531.60
886.00
Water in excess of subsection 110-166(a), shall be as follows. $2.21
per 1,000 gallons, effective with billings on or after October 1, 2000;
$2.26 per 1,000 gallons, effective with billings on or after October 1,
2001; $2.31 per 1,000 gallons, effective with billings on or after
1 10-166(b)
119
1 10-168(a)
October 1,20Q2; $2.44 per 1,000 gallons, effective with billings on or
after October 1, 2003; $2.49 per 1,000 gallons, effective with billings
on or after October 1,2004; and $2.54 per 1,000 gallons, effective
with billings on or after October 1, 2005; and $2.79 per 1,000 gallons,
effective with billings on or after October 1, 2006; and $3.23 per 1,000
gallons, effective with billings on or after October 1,2007; and $3.88
per 1,000 gallons, effective with billings on or after October 1, 2008;
and $4.36 per 1,000 gallons, effective with billings on or after October
1, 2009; and $4.43 per 1,000 gallons, effective with billings on or after
October 1, 2014 and $4.65 per 1,000 sallons. effective with billinqs on
or after October 1. 2015.
Sanitary sewer service charge, shall be as follows: $3.73 per 1,000
gallons, effective with billings on or after October 1, 2000; $3.81 per
1,000 gallons, effective with billings on or after October 1, 2001; $3.90
per 1,000 gallons, effective with billings on or after October 1,2002;
$4.03 per 1,000 gallons, effective with billings on or after October 1,
2003; $4.12 per 1,000 gallons, effective with billings on or after
October 1, 2004; and $4.21 per 1,000 gallons, effective with billings on
or after October 1,2005; and $4.25 per 1,000 gallons, effective with
billings on or after October 1, 2006; and $4.93 per 1,000 gallons,
effective with billings on or after October 1, 2007; and $5.62 per 1,000
gallons, effective with billings on or after October 1, 2008; and $6.04
per 1,000 gallons, effective with billings on or after October 1, 2009;
and $6.34 per 1,000 gallons, effective with billings on or after October
1,2013; and $7.55 per 1,000 gallons, effective with billings on or after
October 1, 2014 and $8.23 per 1.000 oallons, effective with billinos on
or after October 1. 2015.
SECTION 3. CODIFICATION
It is the intention of the Mayor and City Commission of the City of Miami Beach, and it
is hereby ordained that the provisions of this ordinance shall become and be made part of the
Code of the City of Miami Beach, Florida. The sections of this ordinance may be renumbered or
re-lettered to accomplish such intention, and the word "ordinance" may be changed to "section",
"article" or other appropriate word.
SECTION 4. REPEALER
All ordinances or parts of ordinances in conflict herewith are and the same are hereby
repealed.
SECTION 5. SEVERABILIW
lf any section, subsection, sentence, clause, phrase or portion of this Ordinance is, for
any reason, held invalid or unconstitutional, such portion shall be deemed a separate, distinct
and independent provision and such holding shall not affect the validity or constitutional, such
portion shall be deemed a separate, distinct and independent provision and such holding shall
not affect the validity or constitutionality of the remaining portions of this Ordinance.
120
SECTION 6. EFFECTIVE DATE
This Ordinance shall take effect on the day of ,2015.
PASSED and ADOPTED this day of ,2015
Philip Levine, Mayor
ATTEST:
Rafael E. Granado, City Clerk
Underline denotes additions
Strike+nreush den otes deletions
(Sponsored by Commissioner Jonah Wolfson)
F:\T_Dr|ve\AGENDA\20'1s\SeptembeAPublic Works setp '10\FY15 Water and Sewer Rate Ordinance lstRdg.doc w redline.doc
121
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THIS PAGE INTENTIONALLY LEFT BLANK
123
R5 - Ordinances
R5D Prohibit Accepting Gifts/Campaign Contributions From A Vendor, Lobbyist On A
Procurement lssue, Real Estate Developer, Or Lobbyist On A Real Estate Development
lssue
1. An Ordinance Amending Miami Beach City Code Chapter 2 "Administration,"
Article Vll "Standards Of Conduct," Division 2 "Officers, Employees And Agency
Members" By Creation Of City Code Section 2-451.1 Entitled "Prohibited
Solicitation/Acceptance Of Gifts" Providing That Commencing January 1, 2016,
Members Of The City Commission Or Candidates For Said Offices Shall Be
Prohibited From Either Directly Or lndirectly (lncluding, But Not Limited To,
Through Their Staff Members Or Authorized Designees) Soliciting Or Accepting A
Gift From A Vendor, Lobbyist On A Procurement lssue, Real Estate Developer, Or
Lobbyist On A Real Estate Development lssue; Providing For Limited Exception;
And Providing For Repealer, Severability, Codification, And An Effective Date.
First Readinq
(Sponsored by Commissioner Jonah Wolfson)
(Legislative Tracking: Office of the City Attorney)
2. An Ordinance Amending Miami Beach City Code Chapter 2 "Administration",
Article Vll "Standards Of Conduct", Division 5 "Campaign Finance Reform",
Encompassing City Code Sections 2-487 "Prohibited Campaign Contributions By
Vendors", City Code Section 2-488 "Prohibited Campaign Contributions By
Lobbyists On Procurement lssues", City Code Section 2-489 "Prohibited
Campaign Contributions By Real Estate Developers", And City Code Section 2-
490 "Prohibited Campaign Contributions By Lobbyists On Real Estate
Development lssues", By Providing That Commencing January 1, 2016 Members
Of The City Commission Or Candidates For Said Offices Shall Be Prohibited From
Either Directly Or lndirectly Soliciting, Accepting Or Depositing Any Campaign
Contribution Regarding City Elected Office From A Vendor, Lobbyist On A
Procurement lssue, Real Estate Developer, Or Lobbyist On A Real Estate
Development lssue; Providing For Repealer, Severability, Codification, And An
Effective Date. E1gllCeClng
(Sponsored by Commissioner Jonah Wolfson)
(Legislative Tracking: Office of the City Attorney)
(ltem to be Submitted in Supplemental)
Agenda rtem RS D
Date 9-30-l{124
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125
COMMISSION ITEM SUMMARY
First Reoding
Gondensed Title:
AMENDING CHAPTER 50 OF THE MIAMI BEACH CITY CODE,
PROTECTION," SECTTON 50-8(h) ENTTTLED "F|RE ALARMS, REGULATTONS, PENALTTES, ENFORCEMENT" TO
CORRECT A SCRIVENER'S ERROR REPLACING ''FIRE INSPECTOR" WITH "FIRE DEPARTMENT" AS THE ENTIW
ALLOWED TO ISSUE FALSE ALARM CITATIONS
lntended Outcome supported:
lmprove Building/Development related processes from single family residences to the large
development projects.
Supporting Data (Surveys,
N/A
Environmental Scan, etc.):
Item Summary/Recommendation :
On September 30, 2013, the City Commission approved Ordinance 2013-3815, on second reading
setting fines for Fiscal Year 2013114 and created chapter 50 of the Code of Miami Beach, relating to
Fire Protection and Enforcement of the City's false fire alarm code.
The Miami Beach Fire Department responds to all fire alarms initiated electronically by any building
fire alarm system. The initial response consists of an engine company or ladder company and up to
including a full alarm assignment. On many occasions, these fire alarms are determined to be false
fire alarms where there was no fire and no emergency. This is attributed mainly to poorly maintained
fire alarm systems that generate a false alarm signal. When the fire department responds to a false
fire alarm, resources are utilized when no emergency exists. This scenario can cause a delay to an
actualfire emergency occurring somewhere else in the city.
A false fire alarm is defined as a signal from a fire alarm system that elicits a response by the Fire
Department when no actual or threatened fire-related emergency exists. Before the creation of
section 50-8 (h), the code did not include provisions for enforcing false fire alarms with a citation and
fines. However, it was recently noted that the Ordinance contained a scrivener's error in Chapter 50,
section 50-8 (h) of the code.
The scrivener's error must be corrected in the City of Miami Beach code by amending the Ordinance.
Section 50-8, relating to enforcement of the false fire alarm code provisions indicated, in a scrivener's
error, that the Fire lnspector would enforce the code, and should have indicated that the Fire
Department would enforce the code and issue citations for violations.
Clerk's Office
DA ITET Rsr
Financial ! nformation:
Source of
Funds:
Amount Account
1
2
3
OBPI Total
Financial lmpact Summary: N/A
MIAMIBEACH AG
DATE ?-30-lY126
r-C..e.r--r--
' D f
^
r*Fiu L r"tr\- l
City of Miomi Beoch, I200 Convention Center Drive, Miomi Beoch, Florido 33,l39, www.miomibeochfl.gov
COMMISSION MEMORANDUM
F!RST READING
To: Mayor Philip Levine and
FRoM: Jimmy L. Morales, City Manager
DATE: September 30, 2015
SUBJECT: AN ORDINANCE OF THE YOR AND CITY GOMMISSION OF THE
CITY OF MIAMI BEACH,AMENDING CHAPTER 50 OF THE
MIAMI BEACH CITY CODE, ENTITLED ''FIRE PREVENTION ANDpRorEcfloN," sEcTtoN 50-8(h) ENTITLED "F!RE ALARMS,
REGULATIONS, PENALTIES, ENFORCEMENT" TO CORRECT A
SCRIVENER'S ERROR REPLACING ..FIRE INSPECTOR'' WITH "FIRE
DEPARTMENT" AS THE ENTITY ALLOWED TO ISSUE FALSE ALARM
CITATIONS; PROVIDING FOR REPEALER; CODIFICATION;
SEVERABILITY; AND AN EFFECTIVE DATE.
ADMINISTRATION RECOMMEN DATION
The Administration recommends that the City Commission approve to correct a
scrivener's error in the ordinance.
KEY INTENDED OUTCOME SUPPORTED
lmprove Building/Development related processes from single family residences to the large
development projects.
BACKGROUND
On September 30, 2013, the City Commission approved Ordinance 2013-3815, on second
reading setting fines for Fiscal Year 2013114 and created section 50-8 of the Code of Miami
Beach, relating to Fire Protection and Enforcement of the City's false fire alarm code.
The Miami Beach Fire Department responds to all fire alarms initiated electronically by any
building fire alarm system. The initial response consists of an engine company or ladder
company and up to including a full alarm assignment. On many occasions, these fire alarms
are determined to be false fire alarms where there was no fire and no emergency. This is
attributed mainly to poorly maintained fire alarm systems that generate a false alarm signal.
When the fire department responds to a false fire alarm, resources are utilized when no
emergency exists. This scenario can cause a delay to an actual fire emergency occurring
somewhere else in the city.
127
With the increasing amount of false fire alarms and striving to maintain the safety and
complacency of our residents and visitors, the department found a need for the fire alarms to be
updated and enforced with fines. This gave the department the resources to effectively
manage, track and enforce buildings that habitually have issues with false alarms.
A false fire alarm is defined as a signal from a fire alarm system that elicits a response by the
Fire Department when no actual or threatened fire-related emergency exists. Before the
creation of section 50-8 (h), the code did not include provisions for enforcing false fire alarms
with a citation and fines. However, it was recently noted that the Ordinance contained a
scrivener's error in Chapter 50, section 50-8 (h) of the code.
By way of this memorandum, the Administration requests that the scrivener's error be corrected
in the City of Miami Beach code by amending the Ordinance. Section 50-8, relating to
enforcement of the false fire alarm code provisions indicated, in a scrivener's error, that the Fire
lnspector would enforce the code, and should have indicated that the Fire Department would
enforce the code and issue citations for violations.
CONCLUSION
The Administration recommends the approval of the ordinance correcting the scrivener's error in
section 50-8 (h) of the City of Miami Beach Code.
T:\AGENDA\201S\September\Commission Memo Fire Alarm Fees Scriveners Error
.doc
128
ORDINANCE NO.
AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF
THE CITY OF MIAMI BEACH, FLORIDA, AMENDING CHAPTER 50
OF THE MIAMI BEACH CITY CODE, ENTITLED ''FIRE
PREVENTTON AND PROTECTION," SECTION 50-8(h) ENTITLED,.FIRE ALARMS, REGULATIONS, PENALTIES, ENFORCEMENT"
TO CORRECT A SGRIVENER'S ERROR REPLACING "FIRE
INSPECTOR" WITH "FIRE DEPARTMENT" AS THE ENTITY
ALLOWED TO ISSUE FALSE ALARM CITATIONS; PROVIDING
FOR REPEALER; CODIFICATION; SEVERABILITY; AND AN
EFFECTIVE DATE.
WHEREAS, the City Commission declares that it is in the public health, safety
and welfare, and the interest of the citizens of Miami Beach, to establish policies,
regulations and standards relating to false fire alarms; and
WHEREAS,'in 2013, the City Commission created Chapter 50, relating to Fire
Protection and enforcement of the City's false fire alarm code; and; and
WHEREAS, Section 50-8 relating to enforcement of the false fire alarm code
provisions indicated, in a scrivener's error, that the Fire lnspector would enforce the
code, and should have indicated that the Fire Department would enforce the code and
issue citations for violations; and
WHEREAS, the City Commission desires to Amend Chapter 50, at Section 50-8
to correct the above referenced scrivener's error, and the below amendment
accomplishes the above objective.
NOW, THEREFORE, BE IT DULY ORDAINED BY THE MAYOR AND GITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, AS FOLLOWS:
SECTION 1. That Chapter 50, at Section 50-8, entitled "Fire alarms, regulations,
penalties, enforcement," of the Miami Beach City Code is hereby amended as follows:
Chapter 50 - FIRE PREVENTION AND PROTECTION
Sec. 50-8. - Fire alarms. requlations. penalties. enforcement.
(g) Enforcement. Thetir" inrp".l", rire oepa,iment shall issue a citation for each false
alarm. A violator who has been issued a citation under this section shall elect either to:
129
(1)
(2)
Pay the civilfine in the manner indicated on the citation: or
Request an administrative hearing before a special master to appeal the
decision of the +ireinspeeter fire department which resulted in the issuance
of the citation.
SECTION 2. CODIFICATION.
It is the intention of the Mayor and City Commission of the City of Miami Beach, and it is
hereby ordained that the provisions of this ordinance shall become and be made part of
the Code of the City of Miami Beach, Florida. The sections of this ordinance may be
renumbered or relettered to accomplish such intention, and the word "ordinance" may
be changed to "section", "article", or other appropriate word.
SECTION 3. REPEALER.
All ordinances or parts of ordinances in conflict herewith be and the same are hereby
repealed.
SECTION 4. SEVERABILITY.
If any section, subsection, clause or provision of this Ordinance is held invalid, the
remainder shall not be affected by such invalidity.
SECTION 5. EFFECTIVE DATE.
This Ordinance shalltake effect ten days following adoption.
PASSED AND ADOPTED this day of 2015.
Philip Levine, Mayor
ATTEST:
Rafael E. Granado, City Clerk
First Reading:
Second Reading:
Underline = new language
S+i*e+n+eugh = deleted language
[Sponsored by Commissioner Joy Malakoff]
& FOR EXECUTION
!,"r3r \; , ql!(o
APPROVED A.S TO
FORM & I.ANGUAGE
@:f,ff) G
130
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131
R7
RESOLUTIONS
132
lntended Outcome
Financial lnformation:
COMMISSION ITEM SUMMARY
AGENDA ITEH R7 A I
Gondensed Title:
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH,
FLORIDA, ADOPTING: 1) THE FINAL AD VALOREM MILLAGE OF 5.7092 MILLS FOR GENERAL
oPERATING pURPOSES, WHTCH tS TWELVE AND NtNE-TENTHS PERCENT (12.9%) MORE THAN
THE "ROLLED-BACK" RATE OF 5.0584 MILLS; AND 2) THE DEBT SERVICE MILLAGE RATE OF
0.2031 MILLS
Ensure expenditure trends are sustainable over the long term
Supporting Data (Surveys, Environmental Scan, etc.):
ln the 2014 Community Survey, both residents and businesses reported the following area for the City
related to value for taxes paid:. Percentage of residents rating the Overall Value of City services for tax dollars paid as excellent or
Residents: 58%; Businesses 54%
Item Summarv/Recommendation :
The Administration recommends a total combined millage rate for the City of Miami Beach of 5.9123, which
represents a decrease of 0.1114 mills. This amount meets the remaininq millaqe rate qoal to lower the
millage rate to the level in FY 2009/10 as property values have increased over time. ln addition, the
proposed millaoe rate does not result in a propertvtax increase to median or averaqe prooertvowners that
qualifv for the homestead exemotion and the Save Our Homes cap.
The final adopted combined millage rate of 5.9123 mills is 0.1114 mills less than the 6.0237 combined
millage rate for FY 2014115. The final adopted operating millage of 5.7092 mills for FY 2015116 is 0.6508
mills more than the rolled-back rate of 5.0584, and thus, the City is required to publish a Notice of Tax
lncrease. Theproposedoperatingmillagerateof S.T)g2requiresamajorityapproval (4of 7 votes)of the
Commission.
Finance & Citywide Projects Committee meetings on June 3d, July 1't, and July 17th, 2015
Source ofW6,B,pl \-/
Amount Account
1
2
Total
Financial lmpact Summary: lncluding the proposed millage rate for FY 2015116, the City has
decreased the millage by 0.5902 mills in the last five years and combined millage rates today remain more
than 2.8 mills lower, or 33 percent, than in FY 1999/00 and approximately 1.7 mills lowerthan in FY
200G107. As a result, the prooosed prooertv tax lew is onlv $4 million more in FY 2015/16 than it was in
FY 2006107.
B MIAMIBHACH onre ?-30-lS133
r9r5.20r5
TO:
FROM:
DATE:
SUBJECT:
the City mission
{,/zL&{".A*ffim&,{:W
City of Miomi Beoch, ,I700 Convention Center Drive, Miomi Beoch, Florido 331 39, www.miomibeochfl.gov
COMMISSION MEMORANDUM
Mayor Philip Levine and Members
Jimmy L. Morales, City Manager
September 30, 2015
A RESOLUTION OF THE MAYOR CITY COMMISSION OF THE CITY OF MIAMI
BEACH, FLORIDA, ADOPTING: 1) THE FINAL AD VALOREM MILLAGE OF 5.7092
MILLS FOR GENERAL OPERATING PURPOSES, WHICH IS TWELVE AND NINE.
TENTHS PERCENT (12.9o/ol MORE THAN THE',ROLLED-BACK'RATE OF 5.0584
MILLS; AND 2) THE DEBT SERVICE MILLAGE RATE OF 0.2031 MILLS
ADMINISTRATION RECOMMENDATION
The Administration recommends that the City Commission adopt the attached Resolution which
sets the following:
1) Final Millage Rates for FY 2015116:
General Operating 5.6009 mills (0.0850 decrease from last year)
Capital Renewal & Replacement 0.1083 mills (same as last vear)
Sub-Total Operating Millage 5.7092 mills (0.0850 decrease from last year)
Voted Debt Service 0.2031 mills (0.0264 decrease from last vear)
Total 5.9123 mills (0.1114 decrease from last year)
2) The finaladopted combined millage rate of 5.9123 mills is 0.1114 mills less than the 6.0237
combined millage rate for FY 2014115. The final adopted operating millage of 5.7092 mills for
FY 2015/16 is 0.6508 mills more than the rolled-back rate of 5.0584, and thus, the City is
required to publish a Notice of Tax lncrease.
The "Rolled-Back" millage rate for FY 2015116 is the millage rate required to produce the same
level of property tax revenues in the General Fund in FY 2015/16 as anticipated to be received in
FY 2014115. lt is important to note, that the January 1,2014, tax roll Citywide declined by almost
$832.6 million (3.1o/o) between the July 1, 2014 valuation and the July 1 , 2015 valuation due to
appeals, adjustments, etc, which is part of the reason the FY 2015116 "rolled-back rate" is 0.7358
mills lower than the FY 2014115 current millage rate and lower than it would be if the rollback rate
was only adjusted for the increase in revenues generated by higher property values. The area
outside of City Center RDA, which impacts General Fund revenues, declined in value by
approximately $550.9 million during the same period of time.
134
FY 2015/16 Final Millage
September 30, 2015
Page 2
The final adopted millage rate provides funding in the proposed budget to partially offset the
following:
. $4.2 million in program and service levelenhancements
. $2.8 million for annualized costs for enhancements added during the FY 2014115 budget
process
. $2.5 million for increases in pension costs
. $2.2 million for 2 percent merit increases for employees to the maximum of their pay ranges
. $2.1 million for enhancements added mid-year during FY 2014115
. $1.2 million for increases in leave payouts
PROCEDURE
Florida Statutes 200.065 requires that at the conclusion of the second public hearing on the final
tax rate and budget, the City Commission proceed in the following specific manner:
1. Adopt a final ad valorem millage rate for FY 2015/16 operating purposes. The statute
requires the name of the taxing authority, the "Rolled-Back" rate, the percentage increase
or decrease over the "Rolled-Back" rate, and the millage rates be publicly announced
before the adoption of the millage levy resolution.
State statute requires that only the title be read aloud.
2. Adopt a final general operating budget for FY 2015116. Also included, are budgets for the
Enterprise, lnternal Service, and Special Revenue Funds. This is accomplished by
adopting a companion Resolution. (See accompanying City Budget Agenda ltem).
SUMMARY
ln FY 2010111 the city's approach to addressing the then deficit of $32 million included a
distribution of the shortfall between taxpayers and employees. Taxpayers had their tax rate
increased from 5.9123 to 6.5025, an increase of 0.5902 mills. The goal of the Commission has
been to bring them back to that level as property values increase over time. lt should be
remembered that between FY 2009/10 and FY 2010111 values declined by $Z.O billion driving the
need for an increase in the millage.
ln FY 2011112 the City took its first step in that direction with a reduction in the millage rate of
0.04S6mills.ThemillagerateforFY20l2fi3reducedthemillagebyanadditional0.l062mills. ln
the FY 2013114 budget, the millage rate was reduced 0.2314 mills and in the FY 2014115 budget
the millage rate was reduced 0.0926 mills. Overfouryears, this reduction represented 81 percent
of the goal to get back to a millage rate of 5.9123. The remaining goal for millage reduction is
0.1114.
For FY 2015116, the Administration proposes a total combined millage rate for the City of Miami
Beach of 5.9123, which represents a decrease of 0.1114 mills. This amount meets the remaininq
millaqe rate ooal to lower the millage rate to the level in FY 2OOgllO as property values have
increased over time. ln addition, the final millaqe rate does not result in a oropertv tax increase to
median or averaqe propertv owners that qualifu for the homestead exemption and the Save Our
Homes cap.
135
FY 2015/16 Final Millage
September 30, 2015
Page 3
The total final operating millage includes a general operating millage rate of 5.6009 which is a
decrease of 0.0850 from 5.6859 in FY 2014115 and a General Fund Capital Renewal and
Replacement millage of 0.1083, which is proposed to remain flat. The final voted debt service
millage rate is adjusted from 0.2295 to 0.2031, a decrease of 0.0264 mills.
It is important to remember that in prior years, the City of Miami Beach significantly reduced tax
rates as property values increased. Between FY 1999/00 and FY 2009110, total combined City of
MiamiBeach propertytax rates declined approximately2.S mills. lnFY 2007108 alone, the millage
rate declined by approximately 1 .8 mills, with annual savings to the average homesteaded property
of over $400. Further, despite an adjustment of 0.56 mills in the operating tax rate in FY 2010111,
City of Miami Beach adopted combined millage rates today remain more than 2.7857 mills lower
than in FY 1999/00 (33 percent), and 1.6493 mills lower than 2006/07 (22 percent).
ANALYSIS OF PROPERTY VALUES IN MIAMI BEACH
On July 1,2015, the City received the "2015 Certification of Taxable Value" from the Property
Appraiser's Office stating that the taxable value for the City of Miami Beach is $30.7 billion including
$267.0 million in new construction. The preliminary 2015 value represents an increase of $3.6
billion or 13.3 percent more than the July 1,2014, Certification of Taxable Value of $27 .1 billion.
The comparative assessed values for the Miami Beach Redevelopment Agency City Center
redevelopment district increased from $4.2 billion to $4.8 billion an increase of $635 million or a
15.2 percent increase over 2014 certified values. Citywide values excluding City Center increased
from $22.9 billion to $25.9 billion, an increase of $3.0 billion or 12.9 percent. Values outside the
City Center area determine General Fund revenues.
COMPARATIVE ASSESSED VALUES
Jon. 1 2O14 Volue (in billionsl
"/, Cho
Jon. l,2Ol5
Volue (in
billionsl
Chonge trom 2014
Volue (Budoetl
As of July I , 2014
lFor 2O14/15
Budqetl
Revised Volue
lFor 2Ol4/15
Proiectionl
Chonge in
2014
Volues
As of July I , 2015
lFor 2015/16
Brrdoetl
$
(in billionsl "/" Cho
TotolCitywide $ 22.1038 $ 26.2712 (0.83261 -3.17"$ 30.6979 $ s.sqzt 13.3%
RDA - City Ctr $ 4.1867 $ s.soag $ (0.2818)-6.77"$ Lezte $ 0.6349 | 5.2"/"
Sitywide Net of
Citv Center $ zz.stzt $ 22.3663 $ (0.5508)-2.4"/"$ 2s.876s $ 2.9592 12.9y"
136
FY 2015/16 Final Millage
September 30, 2015
Page 4
DETERMINING THE OPERATING MILLAGE LEVY
The first building block in developing a municipal budget is the establishment of the value of one
mill of taxation, wherein the mill is defined as $1.00 of ad valorem tax for each $1,000 of property
value. For the City of Miami Beach, the value for each mill is determined by the 2015 Certification
of Taxable Value and has been set at $30.7 million. Florida Statutes permit a discount of up to five
percent for early payment discounts, delinquencies, etc. Therefore, the 95 percent value of the mill
is $29.1 million. Net of Center City RDA tax increment available to the General Fund, the value of
one mill at 95 percent is $25.1 million.
IMPACTS OF CHANGES IN PROPERTY VALUES
For FY 2015116, the final operating millage rate for general City operations is 5.7092, which is
0.0850lessthaninFY2014/15. BasedontheJulyl,2}ll,CertificationofTaxableValue,S.T092
mills would generate approximately $143,162,000 in general tax revenues, an increase of
$15,403,000 over FY 2014115 budgeted property tax revenues Citylide (General Fund and City
Center RDA).
Further, the January 1,2014,tax roll Citywide declined by $892.0 million between the July 1,2014
valuation and the July 1 , 2015 valuation due to appeals, adjustments, etc., which is part of the
reason that the FY 2015/16 "rolled-back rate" is significantly less than the FY 2014115 current
millage rate. The value of the area outside of City Center RDA declined by almost $550.9 million.
STATE LEGISLATED OPERATING MILLAGE REQUI REM ENTS
Pursuant to recently enacted State legislation, the City may elect to approve millage rates above
the roll-back rate up to the constitutional cap of 10 mills subject to the following votes by the
Commission or referendum:
. Option l:A majorityof the approvalof the Commission Millage is required to approve a millage
up to 6.61 12 (equivalent to 1 .96 percent increase in property tax revenues). The 1 .96 percent
increase is the state per capita personal income gain for the prior calendar year.
. Option ll: A two-thirds approval (5 of 7 votes) of the Commission is required to approve a
millage upto7.2723 (equivalent to a 10% increase in the ad valorem revenues above Option l).
. Option lll: A unanimous approval of the Commission or referendum is required to approve a
millage above 7.2723 up to the 10 millcap
The final operating millage rate of 5.7092 therefore requires a majority approval (4 of 7 votes) of the
Commission.
DETERMINING THE VOTED DEBT SERVICE MILLAGE LEVY
The general obligation debt service payment for FY 2015116 is approximately $5.9 million. Based
on the July 1, 2015 Certified Taxable Value from the PropertyAppraiser, these bondswould require
the lew of a voted debt service millage of 0.2031 mills. This represents a decrease of 0.0264 mills.
137
FY 2015/16 Final Millage
September 30, 2015
Page 5
GOMBINING THE OPERATING AND VOTED DEBT SERVICE MILLAGE LEVY
At the July 31 ,2015 Commission meeting, the Commission set the general operating millage rate
at 5.6009, which is a decrease of 0.0850 from 5.6859 in FY 2014115; a General Fund Capital
Renewal and Replacement millage of 0.1083, which is proposed to remain flat; and the final voted
debt service millage rate is adjusted from 0.2295 to 0.2031, a decrease of 0.0264 mills.
lllustrated below is a comparison of the combined millage rates and ad valorem revenues to the
City of Miami Beach for FY 2014115 and FY 2015116 (preliminary) including RDA. lt is
recommended that in the General Fund, 0.1083 mills of the totaloperating millage continue to be
dedicated to renewal and replacement, resulting in approximately $2.7 million in renewal and
replacement funding.
IMPACT OF ADOPTED MILLAGE ON PROPERTY OWNERS
Homesteaded Properties
Amendment 10 to the State Constitution took effect on January 1 , 1995 and limited the increase in
assessed value of homesteaded property to the percentage increase in the consumer price index
(CPl) or three percent (3%), whichever is less. For 2014, the CPI has been determined to be 0.8
percent and therefore, the increase is capped at 0.8% for increased values as of January 1,2015.
Overall, based on the homesteaded properties in the January 1,2014 homestead values as of July
1,2014 valuation, the median value of homesteaded property in Miami Beach for 2014 was
$143,680, and the average $351,189. Applying the increase to the marketvalue of all existing
homesteaded properties from the2014 tax roll, and the 0.8 percent CPI adjustment, the impact of
the millage rate adjustment to homesteaded properties would be as shown in the following table.
Homesteaded Properties
FY 2011115
FY 20L5lt6
with 0.8% CPI
liledian Awraoe iredian Averaoe
1014 Preliminary Taxable Value 3 't43.680 3 351.189 s 144,829 3 353.9rX)
C-lty oJ Miami Bgach
Opelating
Vot€d Debt
Total Mami B6ach
$ 833
33
$ 2:035
81
$ 827
29
$ 2,02'l
72
$ 866 $ 2,116 s 856 S 2.0S3
D Chgnge in T-ares
Op€rarFg
yglqd-D€bt.- _
Total Miami Beach
$ 16) $ (:14
t4l t9
3 rl0) 3 (23
' Source: Miami-Dade County Prcp€rty Appraiseds - 201+a\€ra9e-median-homestead-residontial-\6lues file
City of Miami Beach Millage Rates
Operating
Capital Renewal & Replacement
Sub-total Operating Millage
Debt Service
Total
FY 06/07
7.1920
0.1820
FY 14115
5.6859
0.1083
-1.5o/o -22.60/o
'11.5o/o '32.1o/o
138
FY 2015/16 Final Millage
September 30, 2015
Page 6
Non-Homesteaded Properties
The annual increase in market value of a non-homestead property is capped at 10 percent (does
not apply to school millages). The city-wide average increase in property values is 13.3 percent.
The property value of individual properties may increase up to, but not more than 10 percent
(excluding the school millage portion of the property tax bill). However, an individual property
owner may see a higher than 10 percent increase if there is a change in ownership of a capped
property resulting in a reset of the cap. Another potential factor, if applicable, would be the value of
new construction which could contribute to a property value increase of higher than 10 percent.
H istorical Perspective
It is important to remember that in prior years, the City of Miami Beach significantly reduced tax
rates as property values increased. Between FY 1999/00 and FY 2009/10, property tax rates
declined approximately 2.8 mills. ln FY 2007108 alone, the property tax rate declined by
approximately 1.8 mills, with annual savings to the average homesteaded propertyof over$400. ln
addition, in FY 2005/06 and FY 2006107, the City funded $200 and $300 homeowner dividends
paid to homesteaded property owners in the City.
Property Volue, Milloge ond Property Tox Levy
Toxoble
Volues Chort
Toxoble
Property Volues
lhillionsl
Finol/Revise
d Toxoble
Volues
{billions)
Millooe Rotes Tox Lew {in millions)
Totol
Combined
Citywide
Millooe
Gnerol
Fund,/RD
A Millooe
Totol Tox Levy
inclrdino Dehi
Generol
Fund Totol
lincluding S.
Pointe, ond
Renewol &
FY 1997 /98 $ 6.46 $ 6.40 9.2 100 7.4990 $ 57.a5 s 4678
FY1998/99 s 6.97 $ 6.87 8.9830 7.4990 $ 60.32 $ 44.66
FY1999/OO $ 766 $ 7.s4 8.6980 7.4990 $ 64.29 $ 47.36
FY2000,/o l $ 8.37 $ 822 8.5s50 7 3990 $ 69.08 $ 49.7 5
FY2001 /O2 $ 940 $ 9.22 8.3760 7.2990 $ 75 97 s 54.37
FY2OO2/O3 $0.56 $o.41 8.3220 7 2990 $ 84.81 $ 61.0s
tY2003/oa $2.O9 $185 8.1730 7.2990 $ 9s.39 $ 68.17
FY2004/Os $4.O4 $3.86 8.1730 7 4250 $to 74 $ 79.38
rY2005/06 $7.45 s 7.\ 5 8.0730 7.4810 $35.9 r $169
FY2006/O7 $ 22.74 $ 22.26 7.6730 7.3740 $68.38 $40.3 r
FY2007 /OB $ 26Bs $ 26.14 5 8970 5.6555 $50.42 $25.3 3
FY2008/O9 $ 26.90 $ 25.89 5.8930 5.6555 S 50.59 $5.94
FY2009/0 $ 2470 $ 23.24 5 9123 5.6555 $38.70 $s.73
tY20 o/$ 22.10 $ 20.97 6.s025 6.21 55 $36.55 $2.14
FY20 1/2 $ 2t 98 $ 207s 6.4539 6. I 655 $34.7 5 $1.29
FY20 2/3 $ 23.07 $ 22.02 6.3477 6.0909 $39 tO $4.32
tY20 3/4 $ 24.66 $ 236a 6.r 163 5.8634 $43.26 $741
FY2O 4/J $ 27.\O $ 26.27 6.0237 5.7942 $55 to s 27 76
FY20 5 6 $ 3070 5.9123 5 7092 $72.39 $43 l6
Further, although the City increased the operating tax rate by 0.56 mills in FY 2010/1 1 , the City's
final combined millage rate is now the same as in FY 2009110 and rate remains approximately 2.8
mills lower or 33o/o, than it was in FY 1999/00. As a result. the final propertv tax lew is onlv $4
million more in FY 2015/16 than it was in FY 2006/07.
139
FY 2015/16 Final Millage
September 30, 2015
Page 7
Properfy Volues ond Tqx Levy
GE 240
= 220
i 200-9 180.6 160
E 140E 't2oE rooo
303
!o
20:
9Lco
',0 c
o
=0e
'07 '08 '09 '10 '11
M prepgftyValues
'12 '.13 '.14 '15 ',16
--r-Tax Levy including Debt
Overlapping Jurisdictional Operating and Debt Service Millages
City of Miami Beach property owners must also pay property taxes to Miami-Dade County, the
Miami-Dade County School Board, the Children's Trust, the South Florida Water Management
District, Okeechobee Basin, Everglades Project, and the Florida lnland NavigationalDistrict. These
taxing authorities represent 71 percent of a Miami Beach property owner's tax bill.
The counhyr,vide tax rate for Miami-Dade Countydecreased by0.0021 mills to 4.6669; the librarytax
rate is flat at 0.2840 mills; and the debt service millage is the same at 0.4500 mills.
The tax rate for the Miami-Dade School District decreased from 7.9740 to 7.6120 mills. The
Children's Trust millage is maintained at 0.5000 mills. As a whole, the millage rates forthe South
Florida Water Management District, Okeechobee Basin, Everglades Project, and Florida lnland
Navigational District decreased from 0.4187 mills to 0.3896 mills.
s I @ O 02 G q 6 6 0 G @ A U I A 14 S 16
Fiscal Yearc
140
FY 2015/16 Final Millage
September 30, 2015
Page I
With the final rates for FY 2015116, the Miami Beach portion of the tax bill is approximately 30
percent of the total bill. Of note, the Countv millaqe is 0.9851 mills less than their millaoe in FY
2006/07. as compared to the Citv's millaqe which is 1.7607 mills less than the Citv millaqe in FY
2006/07. Further, the School Board millage is only 0.4930 below the FY 2006107 millage rate.
The significant difference in the total overlapping millage rate is a direct result of the City's effort to
keep the millage rates as low as possible. A summary of the tax rate changes is provided in the
following table.
OVERTAPPING TAX MIIIAGE f( 06107 tY t4lts NfiiN€=I.sll /.16
Vsrionce
from
rY t4lt5
Vorionce
from
rY 06107
o/o oJ
FY t5lt6
folol
Citv of Miomi Beoch
Operoting 7.192C 5.6859 5,600!-0.085c 1.591I
Copitol Renewol & Replocement 0.1 82C 0.1 083 O,,l 08 0.000c -0.0737
Subtotol Ooerolinq ilillose 73744 5.7942 5,VUn -o.o850 -r.6648
Voted Debt Service o.299C 0.229!ri0,a03l -0.0264 -0.0959
foto 7.6734 6.0237 5.9r2I -o.t I t4 -1.7607 3V/"
Miomi Dode Countv
Countywide 5.6r 5(4.669C 4,6665 -0.002r -0.9481
Librory 0.486(o.284(CI:284(0.0000 .0.202c
Debt Service 0.285(0.4s0(0i45S-(0.0000 0. r 65c
Subtoto 6.386C 5.403C 5.JfiXI9 -o.oo2l -0.985t 27"/"
School Boord 8.rosc 7.9740 ,,'7"512Q -o.3620 -o.4930 38/"
Children's Trust 0.422C 0.500c 0;500(0.0000 0.0780 3o/"
Cther 0.736C 0.4187 1.0:389(-0.029.I 4.3464 2o/"
Toto 23.3220 20.3194
=9,8I45
-o.5045 -3.so72 too"t
lmpact of Combined Tax Rates of Overlapping Jurisdictions on Homesteaded Properties
The median and average January 1,2014 taxable values of $143,680 and $351,189, respectively,
will increase by 0.8% CPI in FY 2015116 due to the Save Our Homes Cap which only allows taxable
values to increase by 3.0% or CPl, whichever is lower.
Applying the final combined millage rates to the median and average taxable values results in a
decrease of $51 for the median and a $121 decrease for the average. These decreases include a
$10 decrease in property taxes for the median and a $23 decrease for the average from the
reduction in millage in the City of Miami Beach's portion of the property tax bill.
Median properties would pay approximately $2,869 for all taxing jurisdictions combined, while the
average taxes generated would be approximately $7,015 per homesteaded property. Of these
taxing jurisdictions, the highest component is the Miami-Dade School Board, at $1,102 for a
median value property, and $2,695 for an average valued property.
The following table provides examples of changes in property taxes for homesteaded properties
using the finaltax rates and potential changes from2O14 values.
141
FY 2015/16 Final Millage
September 30, 2015
Page 9
lmpoct on Homesleoded Properties Assuming
ChonEes in Toxoble Volue from Jqnuory l,2Ol5
Ft 20t4lt5
FY 20tslt6
wirh O.8% CPI
Medion Averoge Medion Averoge
2Ol3 Preliminory Toxoble Volue $ t43,680 $ 35t,189 g 144,829 $ 353,999
City of Miomi Beoch
Operoting
Voted Debt
Totol Miomi Beoch
Miomi Dode County
Schools
Other
$ as: $ z,oss
33 8r
$ ezt $ 2,021
29 72
$ eoo $ z,t to $ eso $ z,oce
776
1,146
132
1,897
2,800
323
782
1,102
129
1,912
2,695
3r5
Toio $ z,szo $ t,tso $ z,eos $ z,or s
Chonge in Toxes
City of Miomi Beoch
Operoting
Voted Debt
Totol Miomi Beoch
Miomi Dode County
Schools
Other
$ (61 $ (r4)
(4) {e)
$ (ro) $ (23)
615
l44l (r 05)
(3) (81
Totol $ (sl) $ (l2t
As with the City of Miami Beach millage rates, impacts of the combined jurisdictional millage rates
for non-homesteaded properties are based on the individual property values.
CONCLUSION
The Administration recommends adoption of the attached Resolution which adopts final operating
and debt service millage rates for FY 2015116.
JLM/JW@\.-.
142
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, ADOPTING: 1) THE FINAL AD VALOREM
MILLAGE OF 5.7092 MILLS FOR GENERAL OPERATING PURPOSES,
wHrcH rs TWELVE AND NINE-TENTHS PERCENT (12.9%) MORE THAN
THE "ROLLED-BACK'RATE OF 5.0584 MILLS; AND 2) THE DEBT SERVICE
MILLAGE RATE OF 0.2031 MILLS.
WHEREAS, on July 31, 2015, the City Commission, following a duly noticed public
hearing, adopted Resolution No. 2015-29100, which set the proposed general operating millage
rates at 5.7092 mills (excluding debt service) for general operating purposes, a reduction of
0.0850 from the FY 2014115 general operating millage rate; and 0.2031 mills for debt service, a
reduction of 0.0264 mills from the FY 2014115 debt service rate; and
WHEREAS, at the first public hearing on September 10, 2015, the Mayor and Commission
tentatively adopted the operating millage rate of 5.7092 mills for general operating purposes, and
0.2031 mills for debt service; and
WHEREAS, Section 200.065, Florida Statutes, requires that at the conclusion of the
second public hearing on the City's proposed tax rate and budget, the City Commission: 1) adopt
the final ad valorem millage rate for FY 2015/16 operating purposes; and 2) the required Debt
Service millage rate; this is accomplished by adopting a Resolution that includes the percentage
increase or decrease over the "rolled-back" rate.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND THE CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that pursuant to Section 200.065,
Florida Statutes, there is hereby levied a tax for FY 2015/16, on all taxable and non-exempt real
and personal property located within the corporate limits of the City of Miami Beach, Florida, as
follows:
(a)For the purpose of operating the government of the City, the rate assigned
amounts to 5.7092 mills. Also included are appropriate reserves and
contingencies, which are not limited to reserves for tax discounts and
abatements of uncollected taxes.
The millage rate reflected is twelve and nine-tenths percent (12.9%) more
than the "Rolled-back" rate of 5.0584 mills.
143
(b) For the purpose of providing payment on the principal and interest
portions of the General Obligation Bond Debt outstanding and
miscellaneous debt service expenditures, the rate assigned amounts to
0.2031 mills.
PASSED and ADOPTED this 30th day of September. 2015.
Philip Levine, Mayor
APPROVED AS TO
FORM & LANGUAGE
Rafael Granado, City Clerk
ATTEST:
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144
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THIS PAGE INTENTIONALLY LEFT BLANK
146
COMMISSION ITEM SUMMARY
Condensed Title:
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH,
FLORIDA, ADOPTING FINAL BUDGETS FOR THE GENERAL, G.O. DEBT SERVICE, RDA AD
VALOREM TAXES, ENTERPRISE, INTERNAL SERVICE, AND SPECIAL REVENUE FUNDS FORTHE
FISCAL YEAR 2015116
Kev lntended Outcome
Ensure expenditure trends are sustainable over the long term
iupporting Data (Surveys, Environmental Scan, etc.):
ln the 2014 Community Survey, both residents and businesses reported the following area for the City
related to value for taxes paid:o Percentage of residents rating the Overall Value of City services for tax dollars paid as excellent or
good (Residents: 58%; Businesses 54%)
Item Summarv/Recommendation :
The total General Fund Operating Budget is $300.3 million, which is $20.3 million or 7.2 percent more than
the FY 2O14115 adopted budget of $280.0 million. The City's Operating Budget in total for FY 2015/16 is
$576,695,000 including the General Fund, General Obligation Debt Service, Enterprise Funds, Special
Revenue Funds and Transfers to the Redevelopment District. This amount is net of lnternal Service
Funds and lnterfund Transfers.
The proposed millage rate decrease of 0.1114 mills meets the remaining millage rate goal to lower the
millage rate to the level in FY 2009/'10 as property values have increased over time and the proposed
millage rate does not result in a propertytax increase to median or average propertyowners that qualifyfor
the homestead exemption and the Save Our Homes cap. The FY 2015116 Budget includes $1.2 million of
reductions/efficiencies and $4.2 million of service level enhancements that address high priority needs of
the City as identified through the strategic planning process and 2014 Community survey.
Financial lnformation:
Source of
Funds:
Amount Account
1 $300,354,000 General Fund Operating
2 $5,925,000 G.O. Debt Service
3 $23,113,000 RDA Funds-Ad Valorem Taxes
4 $212,499,000 Enterprise Funds
5 $101 ,643,000 Soecial Revenue Funds
Total $576.695.000 *Net of lnternal Service Funds and Transfers
$80,370,000 lnternalService Funds
OBPI $66,839,000 lnterfund Transfers
Financial lmpact Summary: The proposed property tax levy is only $4 million more in FY 2015/16 than
it was nine years ago in FY 2006/07. Overall position count is still 2.9 percent less than in FY 2006/07.
(s MIAMIBTACH &GElroA rrr* R?A 2
oi,i--E@1{147
t915 . 2015
City of Miomi Beoch, 1700 Convention Center Drive, Miomi Beoch, Florido 33,l 39, www.miomibeochfl.gov
COMMISSION MEMORANDUM
To: Mayor Philip Levine and Members
FRoM: Jimmy L. Morales, City Manager
DATE: September 30, 2015
the City
MIAMI BEACH, FLORIDA, ADOPTING FINAL BUDGETS FOR THE GENERAL,
G.O. DEBT SERVICE, RDA AD VALOREM TAXES, ENTERPRISE, INTERNAL
SERVICE, AND SPECIAL REVENUE FUNDS FOR FISCAL YEAR 2015116
ADMINISTRATION RECOMMEN DATION
The Administration recommends that the City Commission adopt the attached Resolution
which establishes final budgets for the General, G.O. Debt Service, RDA Ad Valorem
Taxes, Enterprise, lnternal Service, and Special Revenue Funds for Fiscal Year (FY)
2015t16.
PROCEDURE
As outlined in the companion General Operating Millage Agenda ltem, Section 200.065,
Florida Statutes specifies the manner in which budgets are adopted. First, the final millage
rate for both the general operating and debt service is adopted, then immediatelythereafter,
final budgets by fund are adopted. The attached Resolution adopting final budgets for the
General, G.O. Debt Service, RDA Ad Valorem Taxes, Enterprise, lnternal Service, and
Special Revenue Funds for FY 2015116 is therefore presented to you at this time for
adoption.
Additional details are contained in my Budget Message which is attached, however,
highlights of that document are outlined below.
GENERAL FUND CURRENT SERVICE LEVEL BUDGET DEVELOPMENT
As in past years, the FY 2015116 Work Plan and Budget was developed through an
intensive review process with our City Commission. Preliminary budget information was
provided at the Commission Retreat on May 29th and in meetings with the Finance and
Citywide Projects Committee (FCWPC) on June 3rd, July 1st, and July 17th. Additional
discussions were held at a Budget Workshop on September 16, 2015.
148
Adopting Final Budgets
September 30, 2015
Page 2
The General Fund is the primary source of funding for the majority of City services.
Revenues are derived from ad valorem property taxes, franchise and utility taxes, business
license and permit fees, revenue sharing from various statewide taxes, user fees for
services, fines, rents and concession fees and interest income. Additionally,
intergovernmental revenues from Miami-Dade County and Resort Taxes contribute funding
for tourist-related activities provided by General Fund departments.
The first step in preparing the FY 2015116 budget was an evaluation of Current Service
Level (CSL) revenues and expenditures. CSL revenues represent the amount of revenues
that would be generated based on existing tax rate, fees and charges. CSL expenditures
represent the expenditures associated with providing the same level of service next year as
in the current budget year.
At the Strategic Planning Retreat on May 29,2015, the Commission was briefed regarding
the preliminary General Fund Current Service Level (CSL) budget. The CSL represents the
cost of providing the same level of services as in the prior year and serves as the baseline of
funding for the budget process.
Property taxes comprise 46% of the total General Fund revenue and are a key driver of CSL
revenues. ThePropertyAppraiserprovidedthepreliminary2OlSpropertyvaluesonJunel,
2015. The Commission was briefed regarding the updated CSL budget at the June 3'd
Finance & Citywide Projects Committee. The preliminary 2015 property values increased
12.0Vo, which resulted in an increase of $14.6 million in General Fund property tax revenues.
CSL revenues were estimated to increase $16.1 million due to an $14.6 million increase in
property tax revenues (assumed keeping the operating millage rate the same), a $2.6 million
increase in non-property tax revenues including an increase in the Resort Tax contribution of
$1.7 million for items added in mid-year and annualized items from FY 2014115, and a
decrease in prior-year set-aside (onetime revenue) of $1.6 million. These figures do not
assume additional contributions from the Resort Tax or Parking Funds.
CSL expenditures were estimated to increase $12.5 million due to the following:
. Higher pension contributions of $2.5 million as both pension boards voted to lower
the investment rate assumption
o O-2%o merit pay: $2.2 million
. Spike in leave payouts from retirements, DROP, and separations from the city: $1.2
million
o Annualized costs for items added during FY 2014115 such as $1.64 million for the
new landscaping contract, $534,000 for PC replacement from 5 to 3 years,
$332,000 for body camera maintenance, and $249,000 for Energov permitting
software maintenance.
. Annualized costs for items added mid-year including $802,000 for statfing of 6 new
lifeguard stands, $285,000 for enhanced tuition reimbursement program, $283,000
for pre-employment background checks, $276,000 for license plate reader on
MacArthur Causeway, $204,000 for additionalwindstorm insurance, $128,000 for
149
Adopting Final Budgets
September 30, 2015
Page 3
security guards on 4th floor of City Hall and at Housing & Community Services, and
$105,000 for Executive Services Program.
o Other miscellaneous cost increases to CSL include $210,000 for higher general
liability legal fees and workers comp legal fees based on trend, $160,000 for outside
legal counselfor labor negotiations and Watson lsland, $157,000 for actuary and
pension attorney for labor negotiations, and $154,000 for electricity for new
streetlights (21o/oincrease in inventory) and irrigation costs from recently completed
capital projects.
o These expenditure figures do not assume additional savings from potential
efficiencies or reductions.
The preliminary CSL based on June 1tt property values had a revenue increase of $16.1
million and an expenditure increase of $12.5 million for a net surplus of $3.6 million. At the
June 3rd Finance and Citywide Projects Committee meeting, direction was given to assume
a millage rate reduction of 0.0557, which represented half of the remaining millage rate goal.
The millage rate reduction reduced the projected CSL surplus to $2.5 million.
APPROACHES TO BALANCE
At the July 1't Finance and Cityrride Projects Committee meeting, direction was given
regarding the proposed Millage Rate, enhancements and efficiencies for the Operating
Budget, and changes to the Capital Budget.
The impact of the change from the June 1't preliminary taxable values of 12.0 percent to the
July 1't certified taxable values that increased 13.3 percent was calculated at $1 .2 million.
The Committee voted to reduce the combined millage rate by the remainder of the millage
rate goal, 0.1114 mills, which reduced the surplus by $t.t million. The proposed millage
rate was reduced from 6.0237 to 5.9123 and is now the same as it was in FY 2009/10 prior
to the millage rate increase in FY 2010111 of 0.5902.
On July 1st, the Committee accepted the recommended reductions/efficiencies except for
the recommended reduction in City Clerk - Central Services for $27 ,100 to eliminate printing
of Commission meeting agendas, Commission committee agendas, Land Use Boards
agendas, and annual Budget documents. The updated savings from the recommended
red uctions/efficiencies totals $1,21 1,7 50.
The Committee also recommended accepting the proposed additions and service
enhancements with the following changes listed below:
o Remove $100,000 for the Climate Action Plan in Building-Environmental
Management
o Remove $150,000 for the North Beach Marketing funds in Tourism, Culture, &
Economic Development (funded by Resort Tax)
o Offset 50 percent ($55,000) of the Assistant Director in Tourism, Culture, &
Economic Development from Resort Tax funding
150
Adopting Final Budgets
September 30, 2015
Page 4
. Offset the $220,000 cost of the Urban Forestry Tree Preservation Program in Public
Works by budgeting the fee revenue associated with the new program
. Add $200,000 for Out-of-Region Data Center in lnformation Technology
. Add $500,000 in a reserve to offset the future cost of the Public Safety Radio project
in Emergency ManagemenU9-1 -1
Following the July 1't meeting, an additional savings of $130,000 was identified in the
Current Service Level Budget from funding the Fire Boat in FY 2014115 instead of FY
2015t16.
At the July 17th Finance and Citywide Projects Committee meeting, the following two
changes were made to the list of proposed additions and service enhancements:
. Add $45,000 for one of two requested positions for the City Attorney Fellowship
Program
o Reduce Parking's Loading Zone Program request from 12 to 8 positions (Parking
Fund)
The updated recommended enhancements total $3,869,000, which is offset by $530,000
from additional Resort Tax contribution fortourism-eligible enhancements. The remainder of
the surplus totaling $102,750 was placed into General Fund-Contingency in Citywide.
After the July 17th Finance Committee meeting, an enhancement was added consisting of
three Code Compliance Officers in the Entertainment District to augment the existing two
positions added during FY 2014115. These positions would be assigned along Ocean Drive,
Espafiola Way, and the southern portion of Collins Avenue and Washington Ave. ln the last
fouryears, twenty{hree additional ordinances have been implemented and caseloads have
almost doubled since FY 2010111. The cost of this enhancement is otfset by additional
contribution from Resort Tax.
At the first public hearing on the FY 2015/16 budget on September 10, 2015, the
Commission approved two additional enhancements as follows:
r Add $55,000 to convert two part-time positions to fulltime positions in the Homeless
Outreach program for Lummus Park added in FY 2014115.
. Add $25,000 in support for the Miami-Dade Gay & Lesbian Chamber of Commerce
consistent with City support for three other local chambers of commerce.
The $55,000 forthe Homeless program positions was offset by Resort Tax revenue and the
$25,000 for the Miami-Dade Gay & Lesbian Chamber of Commerce was offset by $25,000
of the additional $102,750 budgeted in General Fund - Contingencies.
The following page shows the various changes made through the budget process.
151
Adopting Final Budgets
September 30, 2015
Page 5
Preliminary CSL surplus
-based on June 1st values
Millage rate reduction
-50% of remaining millage rate goal
3,600,000
(1,100,000)
Updated CSL surplus
Recommended enhancements
Additional Resort Tax contribution
Recom mended reductions/efficiencies
Change in taxable values
-based on July 1st values
Additional Millage rate reduction
-Remainder of millage rate goal
Reserve for Public Safety Radio project
Savings to CSL from Fire Boat
Additional General Fund Contingency
After Julv 17th Finance Commiftee
Code Officers for Entertainment District
Additional Resort Tax Contribution
At First Public Hearinq on September 11th
Conversion of positions for Homeless Program
Additional Resort Tax Contribution
Support to Miami Dade Gay & Lesbian Chamber of Commerce
Reduction in General Fund Contingency
Total su rplus/(shortfall)
2,500,000
(4,109,000)
770,000
1,211,750
1,200,000
(1 , 100,000)
(500,000)
130,000
(102,750)
(240,000)
240,000
(55,000)
55,000
(25,000)
25,000
152
Adopting Final Budgets
September 30, 2015
Page 6
Efficiencies and Reductions
City departments continue to be proactive in identifying additional efficiencies to their current
service level programs and services. As with the preparation of budgets for the last eight
years, departments are continuing to analyze their budget from two perspectives: 1)
reviewing for potential efficiencies, reorganizations to reduce cost, etc., without adversely
impacting services; and 2) performing a modified zero-based analysis of each department
budget, identifying potential service reduction alternatives versus core functions. As part of
the FY 2015116 budget process, the Finance & Citywide Projects Committee requested that
departments submit lists of potential reductions/efficiencies totaling 5 percent of their FY
2014115 budgets. The lists were reviewed extensively by the City Manager, Executive
Team, Department Directors, and the Budget Office. At their July 1't meeting, the Finance &
Citywide Projects Committee accepted $1,211,750 of the recommended
reductions/efficiencies recommended by staff. ln addition to the summary below, a list of the
adopted reductions/efficiencies can be found in Attachment A.
. Move the elevator section from Buildinq to Public Works: The elevator section
currently operates from the Building Department and has annual offsetting revenue.
It has been determined that this revenue is not restricted for building enforcement
purposes. As such, the function and offsetting revenue can be moved to Public
Works and result in a net savings to the General Fund of $658,000.
o Eliminate the Ethics Hotline: This reduction eliminates the Ethics Hotline funded
during FY 2013/14, but not implemented. The recommended approach is to
leverage the existing FBI corruption hotline which is currently advertised on the City's
website and MBTV. The FBI corruption hotline is preferable to an internal ethics
hotline because it offers a potential whistleblower greater protection from an
independent law enforcement agency. The City currently has a police officer
assigned to the FBI public corruption investigation task force. ln addition, the Miami-
Dade County Office of the lnspector General has a "Report Fraud" phone number at
305-579-2593.
. Eliminate the Green Team: This $115,000 reduction eliminates the "Green Team"
funded in FY 2013114, but not implemented. These positions were planned to
increase the City's monitoring of waste runotf pending the City obtaining some level
of jurisdiction that ensured the enforcement authority over grease traps by Q2-2015.
DERM has not relinquished the authority for the City to have fulljurisdiction over
grease trap investigations and penalties so these positions were never filled.
. Reduce lnvestment Advisory Services fees: Due to a newly negotiated contract, the
custodial fees and arbitrage costs for the lnvestment Advisory Services fee can be
reduced $207,000 without impacting service levels.
. Reduce medical shelter beds budqet: ln the past, clients with medical impairments
have been placed in a medical shelter bed instead of a normal shelter bed, resulting
in additional costs. Shelters have become increasingly ADA compliant resulting in
less of a need for specialized medical beds. The recommended reduction of
$27,450 is not anticipated to have a negative effect as the remaining funding in the
program budget is expected to meet the anticipated need for medical beds. This
need is anticipated to continue to decrease over time.
153
Adopting Final Budgets
September 30, 2015
Page 7
Reduce criminal backqround checks budqet: The recommended reduction has no
impact due to new criminal background check contract costs being $4,800 less than
prior contract.
Accelerate planned implementation of Virtual Desktop lnfrastructure: The
implementation of Virtual Desktop lnfrastructure was planned for a limited
implementation in FY 2016117 and this reduction of $100,000 accelerates the rollout
to FY 2015/16. Select users that are scheduled to have their PC's replaced will use
Dell Virtual Desktop lnfrastructure instead of a traditional PC. There may be initial
challenges and lessons learned as part of the initial rollout, but there is potential for
substantial long-term savings.
Estimated anticipated savinos from Telecom Audit: A telecom audit has been
initiated during FY 2014115 that is anticipated to result in savings from billing errors,
etc. The last audit was performed 1997. The audit is anticipated to have a minimal
impact to users. lT staff is impacted as there is an amount of effort and labor that is
involved. The more effort that lT and the selected vendor put forth, the more likely
that savings are found. However, the labor committed to doing this reduces the work
capacity for other projects. The recommended reduction of $50,000 reflects a
realistic savings target that could increase to as much as $250,000.
Eliminate distribution of solicitation documents via CD's: The City Code requires that
as part of the bid solicitation process, bidders are required to pay $20 per CD to pick
up copies of the construction documents. This $1,500 reduction will result in
distribution of construction documents via a File Transfer Protocol (FTP) or the
Public Purchase Website. This reduction would require a change to the City Code.
Eliminate newspaper advertisements for bids under $300.000: The City Code
requires that bids shall be published once in at least one official newspaper having
general distribution in the city and at least five working days preceding the last day
set for the receipt of proposals. Most bidders today, rather than relying on newspaper
advertisements, rely on electronic bid notification systems. The City uses one such
system, Public Purchase, to advertise all competitive solicitations. Florida statutes
only require that bids for construction over $300,000 be advertised. This reduction
would require a change to the City Code.
Service Enhancements
The adopted enhancements found in Attachment B reflect services that our residents and
businesses identified as important to them during the 2014 Community Satisfaction Survey
or priorities identified at the City Commission retreat on May 29,2015.
Highlights of the $4.2 million of enhancements funded across allfunds to address priorities
in the City's Strategic Plan include:
lmprove traffic and mobility by adding an additional police motor unit and expanding
the Freight Loading Zone program throughout the city
lncrease public safety by supporting the State Attorney's Human Trafficking Task
Force and implementing a License Plate Reader system on MacArthur Causeway
154
Adopting Final Budgets
September 30, 2015
Page I
lmprove policing culture by reimbursing ten police recruits to complete Police
Academy training instead of only hiring certified officers with previous experience
Enhance beautification by creating an Urban Forestry Tree Preservation program,
developing a GIS tree inventory, and participating in the Fairchild BotanicalGardens
Million Orchid project
Enhance programming for various recreation programs as follows: additional
inclusionary aides to meet the demand for special need children to be enrolled in
summer camps; funding for a second season of Little League Baseball; expansion of
elderly programming from North Shore Park Youth Centerto two additional locations
in central and south beach; an increase in year-round level of service citywide for
youth programming with new educational and cultural programs and at additional
sites; the addition of Nautilus Middle School as an additional site for teen
programming; the enhancement of special community events such as Winter
Wonderland and Cupid's Carnival with additional rides and activities; meeting
increasing demand for elderly programs and events by increasing funding for the
Senior Enhancement Transportation Service program.
Preserve infrastructure by increasing pay-as-you-go funding from the General Fund
for capital projects from $1.4 million to $2.4 million
lncrease response times for addressing high priority citizen issues/complaints by
adding two parttime positions to the newly created Rapid Response Team
Enhance a more proactive code compliance environment by adding three Code
Compliance Officers in the Entertainment District to augment the existing two
positions added in FY 2O14115.
Enhance opportunities for persons with disabilities by partially funding the para-
rowing program at the Shane Rowing Center
Expand the "Can on Every Corner" initiative by an additional 100 locations
Maintain plan review turnaround time within current targets (Residential - 7 days;
Commercial - 21 days) while absorbing the staffing impact of assigning building
inspectors to the Convention Center project
Enhance preventive maintenance of storm water and sewer infrastructure
lmprove disaster preparedness by backing up City technology data/systems in an
out-of-region data center
Enhance homeless outreach in Lummus Park by converting two part-time positions
to full-time positions that were added inFY 2014115
Add support for the Miami-Dade Gay & Lesbian Chamber of Commerce consistent
with City support for three other local chambers of commerce
Several ad min istrative enhancements includ i ng : enhance organizational capacity by
creating a Fellowship program to hire entry-level city attorneys; streamline records
management activities across the organization; improve code compliance oversight;
155
Adopting Final Budgets
September 30, 2015
Page 9
improve quality of 911 calls using off-site certified reviewers; improve oversight of
bond issuance and debt management function; increase oversight of HUD funded
capital activities; meet increasing demand for administrative support of the City's five
Land Development Review Boards; expedite procurements activity; reduce backlog
of engineering projects; address 21 percent increase in street light inventory; provide
adequate oversight of contracted grounds maintenance services; meet increasing
demand for GIS programming and support; enhance oversight of tourism, cultural,
and economic development programs; enhance capacity to develop and maintain
mobile applications and web-based applications
Additional enhancements added mid-year during FY 2014115 include the following:
. lmprove traffic and mobility by expanding the City's trolley system from the existing
North Beach Loop to include a Mid Beach Loop, a South Beach Loop, and a Collins
Link
o lncrease public safety by adding six new lifeguard stands to the existing 29 locations
o Enhance parking lot cleanliness by adding a roving crew to address illegal dumping,
litter, and other deficiencies
. lmprove educational excellence by developing an internship program with Florida
lnternational University for 18-24 interns annually to gain real-life, hands-on work
experience
A list of potential additional enhancements requested by departments but not recommended
by me in the Adopted Budget can be found in Attachment C. While many of these potential
enhancements are important and should be considered over time, they were considered a
lower priority than those included in the FY 2015/16 Adopted Budget and Work Plan.
lncreased Use of Resort Taxes to offset Tourism Eligible Expenses in Genera! Fund
Based on an outside consultant study conducted in2O10 using FY 2OOTlOA actual costs, it is
estimated that there are approximately $50.5 million in eligible resort tax expenditures in the
General Fund. However, $8.8 million of these costs were estimated as being addressed by
dedicated funding pursuant to the Miami-Dade County Convention Development Tax
interlocal agreement, thereby resulting in approximatelv $41.7 million in eliqible ResortTax
expenses in the General Fund.
These include expenses associated with police officers serving entertainment areas; a
portion of fire rescue services from Fire Stations 1 & 2; ocean rescue services; enhanced
code compliance provided to respond to evening entertainment area violations and statfing
of special events; other code compliance activities in tourism and visitor related
facilities/areas; Tourism and Culture Department and the CulturalArts Council; museums
and theaters (Garden Center, Bass Museum, and Colony Theater); golf courses (net of
revenues); Memorial Day and other special event costs; homeless services; July 4th; Visitor
Centerfunding; holiday lights; Jewish Museum; Miami Design Preservation League (MDPL);
Orange Bowl; monuments; etc.
The total adopted Resort Tax Fund transfer to the General Fund for FY 2015/16 is
approximately $36.6 million.
156
Adopting Final Budgets
September 30, 2015
Page 10
VALUE OF SERVICES FOR TAX DOLLARS PAID
Between FY 2OOTlOB and FY 2014115, the General Fund absorbed almost $51 million in
reductions (almost 17 percent of the $244 million FY 2011112 General Fund budget) and
eliminated 295.5 fulltime and 11 parttime positions across all funds.
Further, a total of approximately $20 million in employee "give-backs" were achieved
between FY 209gl10 and FY 2011112, through a combination of freezing cost of living
adjustments for all employees for two and one-half years, elimination of merit increases for
all employee except members of the Fraternal Order of Police (FOP) and lnternational
Association of Firefighters) IAFF, increased contribution to pension for all employees except
members of FOP and IAFF, pension plan changes for the Miami Beach Employees
Retirement Plan, increased contributions for take-home vehicles by FOP members for 18
months, reduced holiday pay for IAFF members, and increased contributions to health
insurance by members of the FOP and IAFF for 18 months. ln addition, the FY 2012113
budget included $918,000 in employee "give-backs", the FY 2013/14 budget included $4.6
million, and the FY 2014115 included $1.9 million. Combined with approximately $22.4
million in employee "give-backs" achieved between FY 2009110 and FY 2014115, this
represents $78.7 million in combined "givebacks" and reductions over 8 years.
All of the givebacks achieved, except the 18 month increased contribution to health by FOP
and IAFF and the increased contributions for take-home vehicles by FOP members for 18
months, represent ongoing, recurring savings to the City and the employee givebacks
contribute significantly towards the City's strategic goal (key intended outcome) to control
payroll costs.
Although the economy appears to have stabilized, the impact of the recent recession
impacted both property tax revenues as well as pension costs. Therefore, the City's strategy
continues to consider the long term financial sustainability of the City. Beginning with the
development of the FY 201gl10 budget, a strategy was developed to address short-term,
mid-term and long-term financial needs.
. Strategies to address short-term financial needs included ongoing efficiencies and
wage concessions by employees.. Mid-term financial sustainability was addressed by pension concessions from current
employees in the Miami Beach Employees Retirement Plano Longer term financial sustainability is enhanced by the pension plan restructures that
have been put in place for employees in the City's retirement plans. For example, for
General Employees, the plan restructure proposed for new employees is projected
by the City's actuary to reduce the City's annual required contribution by almost $1
million in FY 2012113, with additional reductions annually as the number of
employees in the Miami Beach Employees Retirement Plan hired after October 1,
2010 continues to increase. Further, additional pension plan reform
recommendations were developed by the City's Budget Advisory Committee (BAC)
for the Fire and Police Pension Plan for consideration as part of the FY 2013114
adopted budget. While the specific BAC recommendations were not implemented,
the pension reform agreed upon by IAFF and FOP generated savings is in excess of
the BAC recommendations: $5.6 million in the first year, $1.9 million in the second
year, and $140 million net present value over 30 years.
157
Adopting Final Budgets
September 30, 2015
Page 1 1
With the proposed $1.2 million in efficiencies incorporated in the AdoptedWork Plan
and Budaetfor FY 2015/16, the 9 vear total of reductions and emplovee qivebacks is
approxi matelv $80 million.
Genercl Fund
FY 2015/16 9-Yeor Tolol
S lmpqcts FT PT S lmpocts FT PT
Public Sofetv {$8,O2I ,O95 {7\.Ol L0
Coerotions I773.OOO)t$6.899.867 {66.01 {2 3.0
Adm inistrotive Support 1438.750ll ($3,685,444 (3 3.41 t.o
Econ & Culturol Dev ts1 .235.426 17.O)
Citywide t$1 ,619.6a2
Subtoto $ {r ,2 r 1 ,z5o)l$21 ,461 ,47A (185.4)l.21 .O
Tronsfers l$23,168,966
Totol s(t,2tr,75ol 5144,630,44 (r 85.41 (21.o'
lnlernol Seryice Funds ($3,871,22s 1s7.1\
Enierorise Funds ($3,65i.02r (s 3.ot t0.o
GRAND TOTAL REDUCTIONS slt,21r,7sol s ls2,rs2,6a6 (29s.s)(r r.ol
Estimoud Employee Givebocks
GRAND TOTAL REDUCTIONS AND
t$27,833,360)
$(r,2r r,7so)s 179,986,0451 (2es.s)(r r.o)
The 2015 Environmental Scan conducted as part of the strategic planning process showed
that the average daily population in the city has grown 36.5 percent from 2004 to 2014.
Much of this increase consists of additional tourists (88 percent), seasonal residents (59
percent), and non-tourist beach visitors (85 percent). Having over one-third more people in
the city over the last ten years, without an offsetting increase in budget can result in services
becoming degraded over time. The chart below shows the General Fund budget and
General Obligation Bond Debt Service budget divided by the average daily population from
2007 to 2014. The chart shows that the average daily population has grown faster than the
budget and that the FY 2013114 amount is 13 percent below the FY 2006107 amount.
General Fund and G.O. Debt Budget by Average Daily Population 2007 - 2014
200641 2007-08 2008-09 2009-10 2010-11
Nq!q: Average Daily Population for FY 2014-15 not available tr GF Exp per ADp r GO Debt per ADpuntil end of calendar year
Despite the 36.5 percent qrowth in averaqe dailv oopulation and tourism, the Citv's position
count has remained relativelv flat as shown in the chaft below. The overall position count is
62 positions or 2.9% less in FY 2015/16 than it was nine vears aqo in FY 2006/07.
1,305
I
158
2,300
2,200
2,1@
2,@
1,9@
1,8@
L,1oo
t,@0
1,500
1,4@
1,3@
1,2@
1.1@
1,@
9m
8m
1N
@
5@
4m
3@
2@
Adopting Final Budgets
September 30, 2015
Page 12
Position Gount FY 2006/07 to FY 2015116
2OO9/!0 20r0/!t 2i7rlr2 2072/73
I General Fund I Other Funds
2073/74 2015h6
ADOPTED FY 2015/16 ENTERPRISE FUND BUDGETS
Enterprise Funds are comprised of Sanitation, Water, Sewer, Stormwater, Parking, and
Convention Center Departments. The FY 2015/16 Enterprise Funds Budget is $212.5
million. This represents an increase of $32.7 million (18 percent) from the FY 2014115
budget of $179.8 million, primarily due to:
o Water reflects a 5 percent rate increase from $4.43 to $4.65 per thousand gallons
primarily to cover debt service on approximately $35 million in capital improvements
to the water system. The monthly water bill for a customer that consumes 5,000
gallons a month will increase $1 .10 and 1 1 ,000 gallons a month will increase$2.42.
. Sewer reflects a 9 percent rate increase from $7.55 to $8.23 per thousand gallons
primarily to pass on a 9 percent increase of fees charged by Miami-Dade Water and
Sewer Department (WASD) to treat the City's wastewater, to cover debt service on
approximately $t 8 million in capital improvements to the sewer system, support an
enhancement of two positions to enhance preventive maintenance program to the
sewer infrastructure system. The monthly sewer bill for a customer that consumes
5,000 gallons a month will increase $3.35 and 11,000 gallons a month will increase
$7.37.
. A $21 million increase in Parking rate fee revenue to modify driver behaviorto better
manage parking demand through financial incentives and to fund several
transportation initiatives such as:the expanded Trolley system including North, Mid,
and South trolleys as well as a Collins Link; the lntelligent Transportation System
and Parking Management System; three additional Parking Garages in North and
Middle Beach as well as on Washington Avenue; an enhancement to expand
loading zone enforcement from the entertainment district to citywide to minimize
double parking and promote smooth traffic flow; and an additional sanitation crew
added during FY 2014115 to enhance parking lot cleanliness.
159
Adopting Final Budgets
September 30, 2015
Page 13
. A Stormwater enhancement of $79,000 for two positions to enhance preventive
maintenance program to the storm water infrastructure system.
. A Sanitation enhancement of $132,000 to expand the "can on every corne/' initiative
by adding 100 more litter cans across the city.
ADOPTED FY 2015/16 INTERNAL SERVICE FUND BUDGETS
lnternal Service Funds are comprised of the Central Services, Fleet Management,
lnformation Technology, Risk Management, Medical & Dental and Property Management
Divisions. The FY 2015116 lnternal Service Fund budget is $80.4 million, or 2.5o/o, more
than FY 2014115. lnternal Service costs are completely allocated to the General Fund and
Enterprise Fund departments, Special Revenue Funds, and the Risk Management Fund
reimburses the General Fund for the cost of legal services.
ADOPTED FY 2015/16 RESORT TAX FUND BUDGET
The FY 2015116 Resort Tax budget is $78.6 million, an increase of $15.7 million or 25
percent from FY 2014115. This increase reflects the continued increase in resort tax
revenues and the anticipated implementation of an additional 1 percent resort tax to pay for
the Convention Center Renovation project.
r New enhancement of $1OO,OOO for the July 4th event in North Beach.
. Maintains $542,000 to support the initiative to provide better service at beachfront
restrooms by adding attendants to the beachfront restrooms in Lummus Park and 21st
street on weekends, holidays, and special events and $200,000 to deploy an interim
lntelligent Transportation System (lTS) solution for major special events and high impact
periods.
. $36,609,000 (a $2.5 million increase) is provided to the General Fund to support new
and continuing tourism eligible expenditures such as more proactive code enforcement,
cleanliness index, park ranger program, homelessness at Lummus Park, hurricane and
disaster preparation equipment, increased support for the Miami Beach Botanical
Garden, public safety programs such as ocean rescue, police services on Lincoln Road,
Ocean Drive/Lummus Park, Collins Avenue, Washington Avenue, ATV officers,
Boardwalk security, special traffic enforcement and special event staffing; and fire
rescue units in tourist and visitor areas. The funding also supports code compliance
services to respond to evening entertainment areas and provides for a portion of the
operational costs of the Tourism and Cultural Development.
. Maintain $3 million for enhancing the outcomes from major events such as Memorial
Day, including management, Goodwill Ambassadors.
. The contribution to the Miami Beach Visitor and Convention Authority will increase from
$2.4 million to $2.67 million based on the legislated funding formula.
160
Adopting Final Budgets
September 30, 2015
Page 14
Maintain $350,000 is provided to continue the local Miami Beach marketing campaign, to
be matched with funds from the Greater Miami Convention and Visitors Bureau, the
Miami Beach Visitor and Convention Authority, and the CulturalArts Council.
lncrease from $230,000 to $300,000 for enhanced holiday decorations.
$200,000 contribution to help otfset expenses of the Miami Beach Bowl or equivalent
event.
The first of a 15 year annual contribution of $1 million to Mount Sinai Medical Center to
fund the design and construction of a new Emergency Room facility.
The contribution to the greater Miami Convention and Visitors Bureau remains flat at
$5.4 million pending contract negotiations expected to result in a performance-based
contract.
Estimated debt issuance costs of $2.1 million associated with the planned Resort Tax
revenue bonds for the redevelopment of the Miami Beach Convention Center.
CONCLUSION
ln summary, the adopted millage rate decrease of 0.1 1 14 mills meets the remaining millage
rate goal to lower the millage rate to the level in FY 2009110 as property values have
increased over time. ln addition, the adopted millage rate does not result in a property tax
increase to median or average property owners that qualify for the homestead exemption
and the Save Our Homes cap. The FY 2015116 Budget includes service level
enhancements that address high priority needs of the City as identified through the strategic
planning process and 2014 Community survey.
The Administration recommends adoption of the attached Resolution which establishes final
budgets for General, G.O. Debt Service, RDA Ad Valorem Taxes, Enterprise, and lnternal
Service, and Special Revenue Funds for FY 2015116.
Attachments
JLM/JW ^AD\-.
161
r^f. -e.I^-^-
---
City of Miomi Beoch, 1700 Convention Cenfer Drive, Miomi Beoch, Florido 33,l 39, www.miomibeochfl.gov
Jimmy L. Moroles, City Monoger
Iel 305473-701 0, Fox: 305-673-77 82
September 30, 20.l5
Honoroble Moyor Philip Levine ond Members of the City Commission:
I om pleosed to tronsmit the Adopted Work Plon ond Operoting Budget for Fiscol Yeor (FY)
2O15/16, commencing on October 1,2015 ond ending on September 30, 2016, including the
Adopted Work Plon, the Adopted Operoting Budget, the Adopted Copitol Budget, ond the
ossocioted Copitol lmprovement Progrom for FY 2016/12 through FY 2019/20. The totol
Adopted Generol Fund Operoting Budget is $300.3 million, which is $20.3 million or 7.2 percent
more thon the FY 2014/15 odopted budget of $280.0 million.
Further, Generol Fund reserve levels os of September 30, 2014 tor the I I percent emergency
reserye ond the 6 percent contingency gool were o totol of $43.6 million. The I I percent Generol
Fund emergency reserve requirementfor FY 2015/16, bosed on the odopted operoting budget (net
of copitol tronsfers ond reserves) is $32.,l million. This results in $l,l.5 million (or 4.0 percent)
ovoiloble for odditionol contingency, if there ore no odditionol chonges in fund bolonce, ond no
odditionol tronsfers mode.
Buogfi H'EHUIF*ITS
. ', Ilh.' nr'2A16116 budggr- *rct il"t $t.2 mlllbn d rcda*tons/cfftciancles as
rrmll, at 54,2 rt$bn of *tvlco qtholr,anwntt to addrccs priortfiec ln the
Citlr's Snatqk Plan
. lhc ado@ miltage rtltc dectwsc ol O.lll4 mitls m@tt the remoining
millogc goal to bwer the millage nou 1o the level in fl 2OO4rllO as propefiy
fhe adopted millage tste results in a slight prcpefi tax decrcdse to medion
or average properfy owners that qualify for the homesleod exemprton and
the Save Our Homes cap.
The adopted propefi tax levy is onty $4 million mone in FY 2Ol5/t6 than ir
was nine years ago in FY 2006/07. Overall posilion counl is still2.9 percent
less than in FY 2006/07.
162
FY 20.l5/16 Adopted Work Plon ond Budget Messoge
Poge A-2
The City's Adopted Operoting Budget in totol for FY 2015/16 is $576.7 million including the
Generol Fund, Generol Obligotion Debt Service, Enterprise Funds, Speciol Revenue Funds ond
Tronsfers to the Redevelopment District. This omount is net of lnternol Service Funds ond lnterfund
Tronsfers.
The City of Miomi Beoch hos experienced significont chonge in the lost severol yeors, due to
chonges in property tox legislotion, property volues thot first increosed ond then declined, ond
increosing pension plon contributions due to the downturn in the investment morket.
ln FY 20]0/l I the city's opprooch to oddressing the then deficit of $32 million included o
distribution of the shortfoll between toxpoyers ond employees. Toxpoyers hod their tox rote
increosed from 5.9,l23 to 6.5025, on increose of 0.5902 mills. The gool of the Commission hos
been to bring them bock to thot level os properiy volues increose over time. lt should be
remembered thot betweenFY 2009/,l0 ond FY 20,l0/ll volues declined by $2.6 billion driving
the need for on increose in the milloge.
ln FY 20,l 1/12 the City took its first step in thot direction with o reduction in the milloge rote of
0.0486 mills. The milloge rote for FY 2012/13 reduced the milloge by on odditionol 0.,l062 mills.
ln the FY 2013/14 budget, the milloge rote wos reduced 0.2314 mills ond in the FY 2014/15
budget the milloge rote wos reduced 0.0926 mills. Over four yeors, this reduction represented 81
percent of the gool to get bock to o milloge rote of 5.9123. The remoining gool for milloge
reduction is 0.I I .l4.
For FY 2015/16, the Administrotion proposes o totol combined milloge rote for the City of Miomi
Beoch of 5.9.l23, which represents o decreose of 0..lI l4 mills. This omount meets the remoining
millooe rote oool to lower the millooe rote to the level in FY 2009/10 os orooertu volues hove
increosed over time. ln oddition, the odopted milloge rote does not result in o property tox
increose to medion or overoge properV owners thot quolify for the homesteod exemption ond the
Sove Our Homes coo.
As shown in the toble below, in prior yeors the City of Miomi Beoch significontly reduced tox rotes
os property volues increosed. Between FY 1999/00 ond FY 2009/10, totol combined City of
Miomi Beoch property tox rotes declined opproximotely 2.8 mills. ln FY 2007/08 olone, the
milloge rote declined by opproximotely I .8 mills, with onnuol sovings to the overoge homesteoded
property of over $AOO.
163
FY 2015/16 Adopted Work Plon ond Budget Messoge
Poge A-3
Property Volue, Milloge ond Property Tox Levy
Toxoble
Volues Chort
Toxoble
Property Volues
{billions)
Fino l,/Revise
d Toxoble
Vo lues
(billions)
Millose Rotes Tox Lew {in millions)
Totol
Combined
Citywide
Millooe
Gnerol
Fund,/RD
A Millooe
TotolTox Levy
includlnq Debl
Generol
Fund Totol
(including S.
Pointe, ond
Renercl &
Renlocementl
FY 1997 /98 $ 6.46 $ 6.40 9.2 tOO 7.4990 $ s7.4s $ 4678
FYt99B/99 $ o.sz $ 6.87 8 9830 7.4990 $ 6037 $ 44.66
FY t 999 /OO $ 766 $ 7.54 8 6980 7 4990 $ otzq $47 36
FY2000/o1 $ e.:z $ a.zz 8 5550 7.3990 $ 6e0B $ 49.75
FY2OO\ /O2 $ 940 $ e.22 I 3760 7 2990 $ zs sz $ stsz
FY2002/03 $0.56 $0.41 8.3220 7.2990 $ 84 8t $ 6r os
FY2003 /04 $209 $I .85 B.1730 7 2990 $ ss:q $ 68.12
FY2004/O5 $4.04 $3.86 8.1730 7.4250 $10.74 $ 79.3 8
FY2OOS/06 $745 $715 8.0230 7.4810 $35.91 $r .69
FY2006/07 s 2274 $ 22.26 7 6730 7.3740 $68 38 $40 3l
FY2007 /OB $ 2685 $ zo tt 5.8970 5.6555 $50 42 $25 33
FY2008/09 $ 2690 $ 258e 5.8930 5 6555 $50 59 $25 94
FY2OO?/0 $ ztzo $1')24 5.9)23 5 6555 $38.70 $5.73
tY20 o/$ 22.10 $ 20.97 6 5025 6.2155 $36 55 $214
FY20 t/2 $ 2198 $ 20]s 6.4539 6. I 655 $34.7 5 a 1.29
FY20 2/3 $ 2307 $ 2202 6 3477 6 0909 $39 10 $4.32
FY20 3/4 $ 24.66 $ 23.64 6tt63 5.8634 $43 26 $7.41
FY20 4/5 $ 27tO $ 2627 6 0237 5.7942 $55 10 $27.76
FY2O s/6 $ :ozo 5 9123 5.7092 $72 39 $43.16
Further, olthough the City increosed the operoting tox rote by 0.56 mills in FY 201O/11, the City's
odopted combined milloge rote is now the some os in FY 2009/10 ond rote remoins
opproximotely 2.8 mills lower or 337", thon it wos in FY 1999/OO. As o result the odopted
property tox levy is only $4 million more in FY 2015 16 thon it was in FY 2006 -
TOTAL COMBINED MILLAGE
rc.om
9.m@
&mm
7.mo
5.mm
5.mm
4.mm
3.mm
2.mm
1.00@
0.mm
o
oc,o!0G
164
FY 20,l5/1 6 Adopted Work Plon ond Budget Messoge
Poge A-4
Property Volues ond Tox Levy
GE 240
= 220
t 200-9 180.il 160FE 140E 120E tooo
303
!o
202
E
o10;
o
f019
'07 '08 '09 '10 '11
I Propefty Values
'12 ',13 ',14 '15 '16
---r-Tax Levy including Debt
Todoy's Generol Fund Operoting Budget olso reflects greoter diversificotion of revenues since FY
2006/07. The Adopted Work Plon ond Budget includes $SO.O million in resort toxes to fund
tourism-eligible expenditures ond o $8.4 million tronsfer of Porking Operotions Fund yeorend
surplus. ln lorge port due to these olternotive sources, propefi lo,x revenues represent less
than half (47.7 perceni) of the total funding for the General Fund budget, os
compored to 59 percent in FY 2006/07, o significont reduction over the post severolyeors.
Between FY 2OO7/08 ond FY 20]4/15, the Generol Fund obsorbed olmost $5] million in
reductions (olmost 1Z percent of the $244 million FY 201 1/12 Generol Fund budget) ond
eliminoted 295.5 full+ime ond I I port-time positions ocross oll funds. Combined with
opproximotely $27.8 million in employee "give-bocks" ochieved between FY 2OO9/10 ond FY
2014/15, this represents 578.7 million in combined "aivebacks" and reduclions over
I years.
Goneral Fund
FY 201/Ul5 Adopt3d E-Yoar Total
S llmacts FT PT 3 lmDacts FT PT
)ublic Safety (3.0 (s8 021 095'(71 0 10
)mEtions ($6.126.867',(66.0 (23.O
\dministEtive Suomrl (60.o00''1.0 (s3.246.694',(33.4 10
:con & Cultural Dev (s1 235 426',17ll
($1 .619.642
Subtota $ (60.000 (20 (s20 249 724 1A5 4 (2'1 0'
fransfers ($23.168.966
Tota 3 {60.000't2.o 3 (/(l.4't8-690 (1E5.4 (21.O'
ntornal Seruice Funds ('19.0 (s3 a71 225 157 1
interoriso Funds ($3.65'1.021 (53.0 10.0
GRAND TOTAL REDUCTIONS $ (60.000 (21.0 S {50-9rl(l.935 r295-5 t11-O',
rd Elrployeo Givobacks *
rora REDUcrrors nno e rvEiffi
(3't.900.000 ($27.833.360
$ {,t.950.000 t21.O t t7a.771.2s6 {295-5 Itt-o'
The adopted FY 2Ol5'6 General Fund budget adds Sl.2 million in efficienqr
reductions.
165
FY 20.l5/l 6 Adopted Work Plon ond Budget Messoge
Poge A-5
Of note, the FY 2015/16 Generol Fund Budget is obout $62.6 million (26 percent) more thon the
FY 2006/02 budget, despite pension contribution increoses of $29.3 million during the some
period. lnflotion from October, 2006 through June, 201 5, o similor period, wos opproximotely 1 8
percent. This reflects o significont decreose ocross oll other expenditures during thot time period.
At this point, onnuol contributions to the City's two pension plons olone represent more thon $SZ.l
million (17 percent) of the totol Generol Fund budget. As o result, pension reform continues to be o
high priority for the City. During FY 201 4/15 bolh pension boords voted to decreose the
investment rote of return for their plons to more conservotive ossumptions over the next severol
yeors. The impoct to the FY 2015/16 Budget from the onnuol required contribution (ARC) for both
plons is $2.9 million. lt should be noted thot the ARC for both funds would hove been much less
without the chonge in the investment rote ossumptions. The funded net position os o percentoge of
totol pension liobility is 76 percent for the Fire ond Police plon ond 77 percent for the Generol
Employees plon.
As in post yeors, the Adopted Work Plon ond Budget wos developed through on intensive review
process with our City Commission. Preliminory budget informotion wos provided ot the
Commission Retreot on Moy 29'h ond in meetings with the Finonce ond Citywide Proiects
Committee (FCWPC) on June 3rd, July I st, ond July 17th. Additionol discussions were held ot o
Budget Workshop on September 16, 20,l5.
GENERAT FUND CURRENT SERVICE tEVEt BUDGET DEVETOPMENT
The Generol Fund is the primory source of funding for the moiority of City services. Revenues ore
derived from od volorem property toxes, fronchise ond utility toxes, business license ond permit
fees, revenue shoring from vorious stotewide toxes, user fees for services, fines, rents ond
concession fees ond interest income. Additionolly, intergovernmentol revenues from Miomi-Dode
County ond Resort Toxes contribute funding for tourist-reloted octivities provided by Generol Fund
deportments.
The firststep in preporing the FY 2O15/16 budgetwos on evoluotion of CurrentService Level (CSL)
revenues ond expenditures. CSL revenues represent the omount of revenues thot would be
generoted bosed on existing tox rote, fees ond chorges, CSL expenditures represent the
expenditures ossocioted with providing the some level of service next yeor os in the current budget
yeor.
At the Strotegic Plonning Retreot on Moy 29, 2015, the Commission wos briefed regording the
preliminory Generol Fund Current Service Level (CSL) budget. The CSL represents the cost of
providing the some level of services os in the prior yeor ond serves os the boseline of funding for
the budget process.
166
FY 20.l5/16 Adopted Work Plon ond Budget Messoge
Poge A-6
Property toxes comprise 46% of the totol Generol Fund revenue ond ore o key driver of CSL
revenues. The Property Approiser provided the preliminory 2015 property volues on June l, 20,l5.
The Commission wos briefed regording the updoted CSL budget ot the June 3'd Finonce & Citywide
Profects Committee. The preliminory 2015 property volues increosed 12.0%, which resulted in on
increose of $,l4.6 million in Generol Fund property tox revenues.
CSL revenues were estimoted to increose $tO.t million due to on $,l4.6 million increose in
property tox revenues (ossumed keeping the operoting milloge rote the some), o $2.6 million
increose in non-property tox revenues including on increose in the Resort Tox contribution of $.l.7
million for items odded in mid-yeor ond onnuolized items from FY 2014/15, ond o decreose in
prioryeor seFoside (one-time revenue) of $,I.6 million. These figures do not ossume odditionol
contributions from the Resort Tox or Porking Funds.
CSL expenditures were estimoted to increose $12.5 million due to the following:
. Higher pension contributions of $2.5 million os both pension boords voted to lower the
investment rote ossumption
. 0-2% merit poy: $2.2 million
. Spike in leove poyouts from retirements, DROP, ond seporotions from the city: $l.2 million
. Annuolized costs for items odded during FY 20.l4/15 such os $.l.64 million for the new
londscoping controct, $534,000 for PC replocement from 5 to 3 yeors, $332,000 for
body comero mointenonce, ond $249,000 for Energov permitting softwore mointenonce.
. Annuolized costs for items odded mid-yeor including $802,000 for stoffing of 6 new
lifeguord stonds, $285,000 for enhonced tuition reimbursement progrom, $283,000 for
pre-employment bockground checks, $276,000 for license plote reoder on MocArthur
Cousewoy, $204,000 for odditionol windstorm insuronce, $,l28,000 for security guords
on 4n floor of Ciiy Holl ond ot Housing & Community Services, ond $105,000 for
Executive Services Progrom.
. Other miscelloneous cost increoses to CSL include $2.l0,000 for higher generol liobility
legol fees ond workers comp legol fees bosed on trend, $160,000 for outside legol
counsel for lobor negotiotions ond Wotson lslond, $152,000 for octuory ond pension
ottorney for lobor negotiotions, ond $tS4,000 for electricity for new streetlights (21%
increose in inventory) ond irrigotion costs from recently completed copitol proiects.
. These expenditure figures do not ossume odditionol sovings from potentiol efficiencies or
reductions.
The preliminory CSL bosed on June 1 't property volues hod o revenue increose of $ I 6. 1 million ond
on expenditure increose of $12.5 million for o net surplus of $3.6 million. At the June 3rd Finonce
ond Citywide Prolects Committee meeting, direction wos given to ossume o milloge rote reduction
of 0.0552, which represented holf of the remoining milloge rote gool. The milloge rote reduction
reduced the proiected CSL surplus to $2.5 million.
167
FY 20,l5/l 6 Adopted Work Plon ond Budget Messoge
Poge A-7
APPROACHES TO BAIANCE
At theJuly 1u Finonce ond Citnvide Proiects Committee meeting, direction wos given regording the
proposed Milloge Rote, enhoncements ond efficiencies for the Operoting Budget, ond chonges to
the Copitol Budget.
Theimpoctof thechongefromtheJune 1'tpreliminorytoxoblevolues ol 12.0 percenttotheJuly l't
certified toxoble volues thot increosed 13.3 percent wos colculoted ot $,l.2 million. The Committee
voted to reduce the combined milloge rote by the remoinder of the milloge rote gool, 0.,lI l4 mills,
which reduced the surplus by $l,l million. The proposed milloge rote wos reduced lron 6.0237
to 5.9123 ond is now the some os it wos in FY 2009/10 prior to the milloge rote increose in FY
2010/11 of 0.5902.
On July I st, the Committee occepted the recommended reductions/efficiencies except for the
recommended reduction in City Clerk - Centrol Services lor $27,.l00 to eliminote printing of
Commission meeting ogendos, Commission committee ogendos, Lond Use Boords ogendos, ond
onnuol Budget documents. The updoted sovings from the recommended reductions/efficiencies
totols $1,211,750.
The Committee olso recommended occepting the proposed odditions ond service enhoncements
with the following chonges listed below:
. Remove $
.l00,000 for the Climote Action Plon in Building-Environmentol Monogement
. Remove $,l50,000 for the North Beoch Morketing funds in Tourism, Culture, & Economic
Development (funded by Resort Tox)
. Offset 50 percent ($5S,OOO1 of the Assistont Director in Tourism, Culture, & Economic
Development from Resort Tox funding
. Offset the $220,000 cost of the Urbon Forestry Tree Preservotion Progrom in Public Works
by budgeting the fee revenue ossocioted with the new progrom
. Add $200,000 for OuFo[Region Doto Center in lnformotion Technology
. Add $500,000 in o reserve to offset the future cost of the Public Sofeiy Rodio proiect in
Emergency Monogeme nt / 9-1 -1
Following the July 1't meeting, on odditionol sovings of $,I30,000 wos identified in the Currenl
Service Level Budget from funding the Fire Boot in FY 2014/'15 insteod of FY 2015/16.
At the July 17k Finonce ond Citpvide Proiects Committee meeting, the following two chonges were
mode to the list of proposed odditions ond service enhoncements:
. Add $45,000 for one of two requested positions for the City Attorney Fellowship Progrom
. Reduce Porking's Looding Zone Progrom request from I 2 to 8 positions (Porking Fund)
168
FY 20,l5/1 6 Adopted Work Plon ond Budget Messoge
Poge A-8
The updoted recommended enhoncements totoled $3,869,000, which wos offset by $530,000
from odditionol Resort Tox contribution for tourism-eligible enhoncements. The remoinder of the
surplus totoling $102,750 wos ploced into Generol Fund-Contingency in Citywide.
After the July 17th Finonce Committee meeting, on enhoncement wos odded consisting of three
Code Complionce Officers in the Entertoinment District to ougment the existing two positions odded
during FY 2014/15. These positions would be ossigned olong Oceon Drive, Espofrolo Woy, ond
the southern portion of Collins Avenue ond Woshington Ave. ln the lost four yeors, twenty{hree
odditionol ordinonces hove been implemented ond coseloods hove olmost doubled since FY
2010/1,l . The cost of this enhoncement is offset by odditionol contribution from Resort Tox.
At the first public heoring on the FY 2015/16 budget on September ,l0,2015, the Commission
opproved turo odditionol enhoncements os follows:
. Add $55,000 to convert two port-time positions to full+ime positions in the Homeless
Outreoch progrom for Lummus Pork odded in FY 201 4/15.
. Add $25,000 in support for the Miomi-Dode Goy & Lesbion Chomber of Commerce
consisfent with Ciry support for three other locol chombers of commerce.
The $55,000 for the Homeless progrom positions wos offset by Resort Tox revenue ond the
$25,000 for the Miomi-Dode Goy & Lesbion Chomber of Commerce wos offset by $25,OOO of the
odditionol $102,750 budgeted in Generol Fund - Contingencies.
The following poge shows the vorious chonges mode through the budget process.
169
FY 2015/16 Adopted Work
Poge A-9
Plon ond Budget Messoge
Preliminory CSL surplus
-bosed on June I st volues
Milloge rote reduction
-50% of remoining milloge rote gool
3,600,000
(l ,.l00,000)
Updoted CSL surplus
Recommended enhoncements
Addltionol Resort Tox contribution
Recom mended reductions/efficiencies
Chonge in toxoble volues
-bosed on July I st volues
Additlonol Milloge rote reduction
-Remoinder of milloge rote gool
Reserve for Public Sofety Rodio proiect
Sovings to CSL from Fire Boot
Additionol Contingency
After Julv lTth Finonce Committee
Code Officers for Entertoinment District
Additionol Resort Tox Contribution
At First Public Heoring on September l1th
Conversion of positions for Homeless Progrom
Additionol Resort Tox Contribution
Support to Miomi-Dode Goy & Lesbion Chomber of Commerce
Reduction in Generol Fund Contingency
Totol surplus/(shortfoll)
2,5OO,OOO
(4,',| 09,000)
770,000
1 ,211 ,750
'1,200,000
(l ,l 00,000)
(500,000)
.l30,000
1102,75O]l
(240,000)
240,000
(55,000)
55,000
(25,000)
25,000
170
FY 20,l5/,l6 Adopted Work Plon ond Budget Messoge
Poge A-10
Efficiencies ond Reductions
City deportments continue to be prooctive in identifying odditionol efficiencies to their current
service level progroms ond services. As with the preporotion of budgets for the lost eight yeors,
deportments ore continuing to onolyze their budget from two perspectives: 1) reviewing for
potentiol efficiencies, reorgonizotions to reduce cost, etc., without odversely impocting services;
ond 2) performing o modified zero-bosed onolysis of eoch deportment budget, identifying potentiol
service reduction olternotives versus core functions. As port of the FY 2015/16 budget process,
the Finonce & Citywide Proiects Committee requested thot deportments submit lists of potentiol
reductions/efficiencies totoling 5 percent of their FY 2014/15 budgets. The lists were reviewed
extensively by the City Monoger, Executive Teom, Deportment Directors, ond the Budget Office. At
their July 1't meeting, the Finonce & Citywide Proiects Committee occepied $.l,2,l1,750 of the
recommended reductions/efficiencies recommended by stoff. ln oddition to the summory below, o
list of the odopted reductions/efficiencies con be found in Attochment A.
. Move the elevotor section from Building to Public Works: The elevotor section currently
operotes from the Building Deportment ond hos onnuol offsetting revenue. lt hos been
determined thot this revenue is not restricted for building enforcement purposes. As such,
the function ond offsetting revenue con be moved to Public Works ond result in o net
sovings to the Generol Fund of $658,000.
. Eliminote the Ethics Hotline: This reduction eliminotes the Ethics Hotline funded during FY
2013/14,but not implemented. The recommended opprooch is to leveroge the existing FBI
corruption hotline which is currently odvertised on the City's website ond MBry. The FBI
corruption hotline is preferoble to on internol ethics hotline becouse it offers o potentiol
whistleblower greoter protection from on independent low enforcement ogency. The City
currently hos o police officer ossigned to the FBI public corruption investigotion tosk force.
ln oddition, the Miomi-Dode County Office of the lnspector Generol hos o "Report Froud"
phone number ot 305-529-2593.
. Eliminote the Green Teom: This $l,l5,000 reduction eliminotes the "Green Teom" funded in
FY 20.l3/14, but not implemented. These positions were plonned to increose the City's
monitoring of woste runoff pending the City obtoining some level of iurisdiction thot ensured
the enforcement outhority over greose trops by a2-20,l5. DERM hos not relinquished the
outhority for the City to hove full iurisdiction over greose trop investigotions ond penolties so
these positions were never filled.
. Reduce lnvestment Advisory Services fees: Due to o newly negotioted controct, the custodiol
fees ond orbitroge costs for the lnvestment Advisory Services fee con be reduced $202,000
without impocting service levels.
171
FY 20.l5/.l6 Adopted Work Plon ond Budget Messoge
Poge A-1 1
Reduce medicol shelter beds budget: ln the post, clients with medicol impoirments hove
been ploced in o medicol shelter bed insteod of o normol shelter bed, resulting in odditionol
costs. Shelters hove become increosingly ADA compliont resulting in less of o need for
speciolized medicol beds. The recommended reduction ol $27,450 is not onticipoted to
hove o negotive effect os the remoining funding in the progrom budget is expected to meet
the onticipoted need for medicol beds. This need is onticipoted to continue to decreose
over time.
Reduce criminol bockground checks budget: The recommended reduction hos no impoct
due to new criminol bockground check controct costs being $4,800 less thon prior controct.
Accelerote olonned imolementotion of Virtuol Desktoo lnfrostructure: The imolementotion of
Virtuol Desktop lnfrostructure wos plonned for o limited implementotion in FY 20,l6/17 ond
this reduction of $,l00,000 occelerotes the rollout to FY 20.l 5/16. Select users thot ore
scheduled to hove their PC's reploced will use Dell Virtuol Desktop lnfrostructure insteod of o
troditionol PC. There moy be initiol chollenges ond lessons leorned os port of the initiol
rollout, but there is potentiol for substontiol long{erm sovings.
Estimoted onticipoted sovings from Telecom Audit: A telecom oudit hos been initioted during
FY 201 4/15 lhot is onticipoted to result in sovings from billing errors, etc. The lost oudit
wos performed 1997. The oudit is onticipoted to hove o minimol impoct to users. lT stoff is
impocted os there is on omount of effort ond lobor thot is involved. The more effort thot lT
ond the selected vendor put forth, the more likely thot sovings ore found. However, the
lobor committed to doing this reduces the work copocity for other prolects. The
recommended reduction of $50,000 reflects o reolistic sovings torget thot could increose to
os much os $25o,ooo.
Eliminote distribution of solicitotion documents vio CD's: The City Code requires thot os port
of the bid solicitotion process, bidders ore required to poy $20 per CD to pick up copies of
the construction documents. This $,l,500 reduction will result in distribution of construction
documents vio o File Tronsfer Protocol (FTP) or the Public Purchose Website. This reduction
would require o chonge to the City Code.
Eliminote newspoper odvertisements for bids under $300.000: The City Code requires thot
bids sholl be published once in ot leost one officiol newspoper hoving generol distribution
in the city ond ot leost five working doys preceding the lost doy set for the receipt of
proposols. Most bidders todoy, rother thon relying on newspoper odvertisements, rely on
electronic bid notificotion systems. The City uses one such system, Public Purchose, to
odvertise oll competitive solicitotions. Florido stotutes only require thot bids for construction
over $300,000 be odvertised. This reduction would require o chonge to the City Code.
172
FY 20,l5/,l6 Adopted Work Plon ond Budget Messoge
Poge A-'12
Service Enhoncements
The odopted enhoncements found in Attochment B reflect services thot our residents ond businesses
identified os importont to them during the 20,l4 Community Sotisfoction Survey or priorities
identified ot the City Commission retreot on Moy 29, 201 5.
Highlights of the $4.2 million of enhoncements funded ocross oll funds to oddress priorities in the
City's Strotegic Plon include:
. lmprove troffic ond mobility by odding on odditionol police motor unit ond exponding the
Freight Looding Zone progrom throughout the ciiy
. lncreose public sofety by supporting the Stote Attorney's Humon Trofficking Tosk Force ond
implementing o License Plote Reoder system on MocArthur Cousewoy
. lmprove policing culture by reimbursing ten police recruits to complete Police Acodemy
troining insteod of only hiring certified officers with previous experience
. Enhonce beoutificotion by creoting on Urbon Forestry Tree Preservotion progrom,
developing o GIS tree inventoy, ond porticipoting in the Foirchild Botonicol Gordens
Million Orchid prolect
. Enhonce progromming for vorious recreotion progroms os follows: odditionol inclusionory
oides to meet the demond for speciol need children to be enrolled in summer comps;
funding for o second seoson of Little Leogue Boseboll; exponsion of elderly progromming
from North Shore Pork Youth Center to two odditionol locotions in centrol ond south beoch;
on increose in yeor-round level of service citywide for youth progromming with new
educotionol ond culturol progroms ond ot odditionol sites; the oddition of Noutilus Middle
School os on odditionol site for teen progromming; the enhoncemeni of speciol community
events such os Winter Wonderlond ond Cupid's Cornivol with odditionol rides ond
octivities; meeting increosing demond for elderly progroms ond events by increosing
funding for the Senior Enhoncement Tronsportotion Service progrom.
. Preserve infrostructure by increosing poy-os-you€o funding from the Generol Fund for
copitol projects from $ I .4 million to $2.4 million
. lncreose response times for oddressing high priority citizen issues/comploints by odding
two port-time positions to the newly creoted Ropid Response Teom
. Enhonce o more prooctive code complionce environment by odding three Code
Complionce Officers in the Entertoinment District to ougment the existing two positions
odded in FY 20.I 4/15.
. Enhonce opportunities for persons with disobilities by portiolly funding the poro-rowing
progrom ot the Shone Rowing Center
i Expond the "Con on Every Corner" initiotive by on odditionol ,l00 locotions
173
FY 2015/16 Adopted Work Plon ond Budget Messoge
Poge A-13
. Moinioin plon review turnoround time within current torgets (Residentiol - 7 doys;
Commerciol - 21 doys) while obsorbing the stoffing impoct of ossigning building inspectors
to the Convention Center proiect
. Enhonce preventive mointenonce of storm woter ond sewer infrostructure
. lmprove disoster preporedness by bocking up City technology doto,/systems in on out-of-
region doto center
. Enhonce homeless outreoch in Lummus Pork by converting two port-time positions to full+ime
positions thot were odded in FY 2014/ 15
. Add support for the Miomi-Dode Goy & Lesbion Chomber of Commerce consistent with City
support for three other locol chombers of commerce
. Severol odministrotive enhoncements including: enhonce orgonizotionol copocity by
creoting o Fellowship progrom to hire entryJevel city ottorneys; streomline records
monogement octivities ocross the orgonizotion; improve code complionce oversight;
improve quolity of 9l I colls using off-site certified reviewers; improve oversight of bond
issuonce ond debt monogement function; increose oversight of HUD funded copitol
.octivities; meet increosing demond for odministrotive support of the City's five Lond
Development Review Boords; expedite procurements octivity; reduce bocklog of engineering
prolects; oddress 21 percent increose in street light inventory; provide odequote oversight of
controcted grounds mointenonce services; meet increosing demond for GIS progromming
ond support; enhonce oversight of tourism, culturol, ond economic development progroms;
enhonce copocity to develop ond mointoin mobile opplicotions ond web-bosed opplicotions
Addltionol enhoncements odded mid-yeor during FY 20,l 4/15 include the following:
. lmprove troffic ond mobllity by exponding the City's trolley system from the existing North
Beoch Loop to include o Mid Beoch Loop, o South Beoch Loop, ond o Collins Link
. lncreose public sofety by odding six new lifeguord stonds to the existing29locotions
. Enhonce porking lot cleonliness by odding o roving crew to oddress illegol dumping, litter,
ond other deficiencies
. lmprove educotionol excellence by developing on internship progrom with Florido
lnternotionol University for 18-24 interns onnuolly to goin reolJife, honds-on work
experience
A list of potentiol odditionol enhoncements requested by deportments but not recommended by me
in the Adopted Budget con be found in Attochment C. While mony of these potentiol
enhoncements ore importont ond should be considered over time, they were considered o lower
priority thon those included in the FY 2015/16 Adopted Budget ond Work Plon.
174
FY 20,l5/l 6 Adopted Work Plon ond Budget Messoge
Poge A-14
lncreosed Use of Resort Toxes to offsel Tourism Eligible Expenditures in the
Generol Fund
Bosed on on outside consultont study conducted in 20'10 using tY 2007/08 octuol costs, it is
estimoted thot there ore opproximotely $SO.S million in eligible resort tox expenditures in the
Generol Fund. However, $8.8 million of these costs were estimoted os being oddressed by
dedicoted funding pursuont to the Miomi-Dode County Convention Development Tox interlocol
ogreement, thereby resulting in approximotely $41.7 million in eligible Resort Tox expenses in the
GenerolFund.
These include expenses ossocioted with police officers serving entertoinment oreos; o portion of fire
rescue services from Fire Stotions 1 & 2; oceon rescue services; enhonced code complionce
provided to respond to evening entertoinment oreo violotions ond stoffing of speciol events; other
code complionce octivities in tourism ond visitor reloted focilities/oreos; Tourism ond Culture
Deportment ond the Culturol Arts Council; museums ond theoters (Gorden Center, Boss Museum,
ond Colony Theoter); golf courses (net of revenues); Memoriol Doy ond other speciol event costs;
homeless services; luly 4'h; Visitor Center funding; holidoy llghts; Jewish Museum; Miomi Design
Preservotion Leogue (MDPL); Oronge Bowl; monuments; etc.
The totol odopted Resort Tox Fund tronsfer to the Generol Fund for FY 20,l 5/16 is opproximotely
$36.6 million.
ln 20.l4, the City of Miomi Beoch conducted its fifth set of comprehensive stotisticolly volid
community sotisfoction surveys. The Community Survey wos designed to receive both resident ond
business input on quolity of life, city services, ond toxes; ond to identify key drivers for
improvement.
The 20,l4 survey built on previous surveys in thot mony questions osked in previous studies were
included in the 20,l4 study so comporisons could be exomined over time. Residents ond business
owners were brutolly honest in their rotings; nonetheless 4 out of 5 residents ond business owners
would recommend the City of Miomi Beoch, ond Residents rote the quolity of life os very high.
Responses to mony questions in the survey ore highly correloted, i.e., if troffic is on issue (os it is to
o moiority of residents), then rotings of other City services ore influenced. Residentiol rotings for
quolity of life ond City services were down from 20,l2, olthough still high ol77 percent, with the
percentoge of residents who would recommend Miomi Beoch os o ploce to live trending up ot 81
percent. Unlike the residentiol survey, the overoll snopshot of business rotings of the City were, on
the whole, not significontly different from the 20.l2 rotings, with o substontiol number of services
received positive rotings ronging fromTO percent to 95 percent of businesses.
175
FY 2015/16 Adopted Work Plon ond Budget Messoge
Poge A-15
These results indicote generol feedbock ond input from our residents ond businesses on their level of
sotisfoction with the services we provide, os well os refined priority oreos for the orgonizotion to
focus on, ond octionoble recommendotions for improvements to our services.
Detoiled survey results ore ovoiloble on the City's website ond the FY 2015/16 Citywide Work
Plon con be found in Attochment E.
PREl,llER. NEIGHBORHOODS
Beouty of Neighborhoods
Enhoncing the beouty ond vibroncy of urbon ond residentiol neighborhoods is o Key lntended
Outcome in the City's strotegic plon. The FY 2015/16 Budget includes funding to provide
odequote oversight of the Urbon Forestry Tree Preservotion Progrom ond enforcement of the Tree
Preservotion Ordinonce No. 20l 4-3904 thot wos opproved by Commission on November ,l9,
2O14by odding three positions in Public Works.
The new positions would enhonce the City's obility to enforce the tenonts
of the Tree Preservotion Ordinonce, provide Tree Work Permits more
expeditiously, ond improve comploint ond inspection request turnoround
times. Under the new Ordinonce, the City will be enocting its own tree
preservotion progrom ond be 100 percent responsible for issuing ond
enforcing tree work permits ond tree reloted code violotions os delegoted
by Miomi Dode County.
Also included ore one-time funds to creote o GIS Tree lnventory to ollow for the proper monitoring,
mointenonce, ond enhoncement of the citywide urbon forest. The citywide GIS inventory would
enhonce the City's obility to properly schedule ond trock tree/polm mointenonce, monitor
problemotic trees, ond ensure replocement of tree conopy in oreos with insufficient conopy
coveroge.
Code Enforcement
The FY 2015/16 Budget includes funding to enhonce o more prooctive code complionce
environment by odding three Code Complionce Officers in the Entertoinment District to ougment the
existing two positions odded in FY 20.l 4/15. These positions would be ossigned olong Oceon
Drive, Espofiolo Woy, ond the southern portion of Collins Avenue ond Woshington Ave. ln the lost
four yeors, tweniy-three odditionol ordinonces hove been implemented ond coseloods hove olmost
doubled since FY 2010/11. This enhoncement helps oddress the declining rotings regording the
oppropriote level of code enforcement in the 20.l4 Community Survey 162% conpored to 71% in
2005).
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Culturol ond Recreotionol Activities
Severol enhoncements ore included in the FY 2015/16 Budgei thot support the City's KIO for
enhoncing culturol ond recreotionol octivities.
Progromming for vorious recreotion progroms will be increosed os follows: odditionol inclusionory
oides to meet the demond for speciol need children to be enrolled in summer comps; funding for
the second seoson of Little Leogue Boseboll; exponsion of elderly progromming from North Shore
Pork Youth Center to two odditionol locotions in centrol ond south beoch; funds to increose the
yeor-round level of service citywide for youth progromming with new educotionol ond culturol
progroms ond ot odditionol sites; funding to odd Noutilus Middle School os on odditionol site for
teen progromming; odditionol funds to enhonce speciol community events such os Winter
Wonderlond ond Cupid's Cornivol with odditionol rides ond octivities; ond more funding to meet
the increosing demond for elderly progroms ond events by increosing funding for the Senior
En honcement Tronsportotion Service progro m.
Opportunities for persons with disobilities will be enhonced through the City's contribution for the
poro-rowing progrom ot the Shone Rowing Center. The Miomi Beoch Wotersports Center is o not-
for-profit orgonizotion thot runs o premier rowing club with over 250 members, mostly oll Miomi
Beoch residents. The Center hos recently undertoken o poro-rowing progrom which teoches people
with disobilities how to row ond provides o troining focility for competitive poro-rowers ond hove
been designoted os Porolympic Sport Club by the US Olympic Committee.
The City will olso porticipote in the Foirchild Botonicol Gordens Million Orchid Prolect os one of
severol municipolities thot would begin to receive os mony os ,l50 orchids throughout the next 3
yeors storting os soon os October,20l5. Foirchild Tropicol Gordens proposes to introduce
millions of notive orchids into the South Florido within the next five yeors.
Cleonliness
Cleonliness of our City continues to be o priority for our residents ond businesses. The City uses o
quontitotive index to ossess the impoct of these efforts ond results hove shown significont overoll
improvement in the lost nine yeors. ln FY 20,l3/14,87.2 percent of public oreos citywide were
roted os cleon or very cleon compored to 65.2 percent in FY 2005/06.
The City's strotegic plon includes key intended outcomes (KlOs) to improve cleonliness in high troffic
oreos ond city beoches, ond to moximize deployment of trosh cons citylvide. The FY 2015/16
budget includes funding to expond the "con on every corner" initiotive by odding ,l00 more trosh
cons ocross the City. During FY 20.l 4/15, the City Commission opproved enhoncing porking lot
cleonliness by odding o roving crew to oddress illegol dumping, litter, ond other deficiencies.
The FY 2014/15 Budget included severol enhoncements thot support cleonliness including: the
creotion of two new indexes to improve the cleonliness ond oppeoronce of city porking goroges
ond public restrooms; severol initiotives to improve the cleonliness ond oppeoronce of the City's
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porking goroges; ond the oddition of ottendonts ot beochfront restrooms in Lummus Pork ond 2,l"
Street on weekends, holidoys, ond speciol events.
Pedestrion Sofetv
The 20,l4 Community Survey showed o decreose in the odequocy of street lighting from 78 percent
in 2009 to 65 percent in 20,l4. ln oddition, elevoting wolkobility ond pedestrion sofety is o key
intended outcome in the City's strotegic plon. The FY 20,l5/.l6 Budgetwill oddress the 2l percent
increose in street light inventory from recently completed copitol proiects by odding two positions in
Public Works. These positions will conduct preventive mointenonce, repoirs, ond rebuilding for
londscope up-lighting.
The FY 2O1 5/16 Copitol Budget includes Renewol & Replocement
funding of $300,000 for o new Street Lighting progrom for
neighborhoods os well os $333,000 eoch from Quolity of Life funds in
North, Mid, ond South Beoch for touristeligible oreos. The new progrom
will increose pedestrion sofety by implementing Lighting ond Crime
Prevention Through Environmentol (CPTED) improvements throughout the
city.
INFRASTRUCTURE
Storm Droinooe
The 2014 Community Survey identified storm droinoge os o key issue for residents. Only 25% of
residents roted storm droinoge os excellent or good compored to 2009 144%l ond 2012 137%1.
lnterestingly, neorly nine out of ten residents ,37%) cloimed they would support the City spending
tox dollors to oddress rising seo levels. During FY 20,l3/14, two new committees were formed to
oddress the City's current ond future droinoge issues, the Moyor's Blue Ribbon Ponel on Flooding
ond Seo Rise ond the Flooding Mitigotion Committee.
The City's strotegic plon includes o KIO to ensure relioble stormwoter monogement ond resiliency
ogoinst flooding through short ond long-term solutions oddressing seo-level rise. The FY 2014/15
Budget included funding for severol positions to implement dozens of plonned stormwoter proiects
over the next five yeors to help convert the city's droinoge system from o grovity-bosed system to o
pumped system. The FY 2015/16 Budget includes two positions in the Public Works deportment to
enhonce preventive mointenonce to the stormwoter infrostructure system thot would focus on
mointenonce of the storm sewer moins.
During FY 20,l 4/15, the City entered into o portnership with Horvord University on o multi-yeor
study of odoptive strotegies for the impocts of seo level rise for coostol communities in South
Florido. ln oddition, the City of Miomi Beoch hosted the 6'h Annuol Southeost Florido Climote
Leodership Summit in October, 2014.
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The City hos completed construction of 3 out of 4 pump stotions in the West Avenue neighborhood
ond upgroded oll 3 pump stotions in the Sunset Horbour neighborhood. Ihe City olso completed
the pump stotion on Crespi Boulevord ond upgroded the design of the Venetion lslonds, Lower
North Boy Rood os well os Polm ond Hibiscus neighborhood proiects. The Stormwoter Revenue
Bond Series 2015, will be the first of three $.l00 million bond issues to continue to oddress high
priority stormwoter copitol prolects.
Troffic Flow
ln the 20,l4 Community Survey, troffic wos identified os the number one problem for residents os
only 16% roted troffic flow os excellent or good. Positive rotings for troffic flow hove been
declining since 2005, when 36% of residents felt troffic flow os positive. The City's strotegic plon
includes o KIO to ensure comprehensive mobility oddressing oll modes throughout the city.
Ihe FY 2015/16 Budget includes on odditionol motor unit in Police, which
results in o 50 percent increose in stoffing to oddress troffic issues, improve
enforcement, ond provide odditionol visibility.
To oddress troffic chollenges resulting from commerciol looding the FY
2015/16 Budget includes on exponded looding zone enforcement
progrom in Porking to reduce obstruction of troffic (double porking) on
moior thoroughfores. The scope of the progrom exponds enforcement from
the entertoinment district to oll oreos of the city.
lncreosing mobllity through trolleys or locol bus circulotors hos been o priority over the lost two
yeors. ln the 20,l4 Community Survey, neorly holf of residents ,49%l cloimed they would ride
trolleys or locol bus circulotors. During FY 2014/15, the City Commission voted to expond the
City's trolley system from the existing North Beoch Loop to include o Mid Beoch Loop, o South
Beoch Loop, ond o Collins Link.
The FY 2014/15 Budget included funding to promote o bicycle sofety compoign to help reduce
occidents in the community. An odditionol initiotive for bicycle sofety included in the FY 2015/16
Copitol Budget is to point severol existing ond plonned bicycle lones green to help seporote bike
ond outo troffic on busy streets.
The FY 2014/15 Budget included funding for deployment of on interim lntelligent Tronsportotion
System (lTS) solution for moior speciol events ond high impoct periods. The long+erm ITS solution is
proiected to cost opproximotely $14.5 million, of which o $4.5 million motch is included in the FY
2015/16 Copitol Budget ond $,l0 million hos been requested through o Tronsportotion lnvestment
Generoting Economic Recovery flGER) gront from the U.S. Deportment of Tronsportotion.
Build ond Mointoin PrioriDr lnfrostructure
Two of the lowest roted issues for residents in the 2014 Conmunity
Survey were rood conditions (32 percent sotisfoction) ond sidewolk
conditions (50 percent sotisfoction). The FY 2015/16 Copitol
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Budget includes Renewol & Replocement funding of $500,000 for o new Povement ond Sidewolk
progrom.
The FY 2015/16 Budget includes on increose in Generol Fund Poy-As-You-Go (PAYGO) funding for
copitol prolects from $.l.4 million to $2.4 million. The odditionol funding will help oddress
pressing needs such os: neighborhood prolect costs thot hove increosed over time; stormwoter
prolects thot ore generoting o need for obove ground funds; replocement of $,I.7 million in PTP
funding reprogrommed for the enhonced trolley system; pork proiects in non-tourist oreos; ond
seowoll proiects.
ln oddition, two positions will be odded in the Public Works deportment to enhonce preventive
mointenonce to the sewer infrostructure system thot would focus on mointenonce of the sewer
moins.
PUBTIC SAFETY
Accountobilitv
The FY 2015/16 Budget includes 50 odditionol body-worn comeros funded from Federol ond Stote
Confiscoted Trust funds. The Body-Worn Comero progrom in the Police Deportment wos initioted in
FY 201 4/15 with the ocquisition of .l00 comeros to improve tronsporency ond occountobiliV by
recording police officers' interoctions with the public. Body-worn comeros ore on importont tool
thot will be on integroted port of the City's problem-solving ond community-engogement strotegy,
helping to increose both trust ond communicotion between the police ond the community.
Additionol body comeros ore onticipoted to be purchosed ond put on the street over the next three
yeors. The City hos olso opplied for o U.S. Deportment of Justice gront for 264 body-worn
comeros ond ossocioted costs.
Public Sofetv
To support the KIO in the strotegic plon to enhonce public sofety ond emergency preporedness,
during FY 20.l 4/15 the City Commission opproved odding six new lifeguord stonds to the existing
29 ot the following locotions:
. Between 64th ond 53rd Streets
. Between 30th ond 2lst Streets
. Belween 46th ond 4l st Streets
. Between 53rd ond 46th Streets
. Between 69th ond 64th Streets
. 4th Street Beoch
The FY 2015/16 Budget odds o License Plote Reoder (LPR) system on MocArthur Cousewoy. The
City hos successfully used police vehicles equipped with LPR system for the post two yeors to
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FY 20,l5/16 Adopted Work Plon ond Budget Messoge
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recover siolen vehicles ond to moke mony felony ond misdemeonor orrests. This enhoncement
would complement the fixed LPR system thot is onticipoted to be instolled on the Venetion
Cousewoy during FY 20,I 4/15.
A Detective position will olso be ossigned to porticipote on the Stote Attorney's Office's Humon
Trofficking Tosk Force. Miomi Beoch hos experienced o significont number of crimes ossocioted
with humon trofficking ond porticipotion on the tosk force would ollow MBPD occess to odditionol
resources to oddress this growing problem in the city, stote, ond region.
Policino Culture
The FY 2015/16 Budget includes on enhoncement thot ollows the Police deportment the obility to
occess o pool of quolified condidotes thot could be hired os police officers by reimbursing ten
police recruits to complete Police Acodemy troining supervised by o Troining Advisor. For the lost
15 yeors, MBPD hos only hired certified police officers with previous experience or ocodemy
certificotion, which hos resulted in limiting hiring to oppliconts thot hove been iroined with vorying
level of quolity ond/or tronsferred from other iurisdictions. This enhoncement wos recommended by
o study conducted by the Police Executive Reseorch Council in 2014 ond supports the KIO in the
City's strotegic plon to reform policing culture with customer service emphosis.
EDUCATION EXCETLENCE
Achieve Educotionol Excellence
During FY 20.l4/15 the City Commission opproved the development of on internship progrom with
Florido lnternotionol University for 18-24 interns onnuolly to goin reol-life, hondson work
experience while contributing their tolents on beholf of the community.
MANAGEMENT & SERVICE DETIVERY
Gluoliw Customer Service
The City's strotegic plon includes o KIO to build ond enhonce o universol culture of high quolity
customer service, The FY 2015/16 Budget includes on enhoncement to increose response time for
high priority citizen comploints regording o wide ronge of issues by odding two port-time positions
to the Ropid Response Teom creoted during FY 2014/15. These positions would complement two
existing full+ime positions to work in teoms of two to expeditiously oddress citizen
issues/comploints.
An odditionol enhoncement will improve the quolity of 9l I colls by controcting out the review of
recorded colls to ensure thot proper protocol ond procedures ore being odhered to by 91i
operotions. Utilizing off-site certified reviewers to evoluote recorded 9l I colls is onticipoted to
provide more occurote ond importiol review of 9l I operotor performonce.
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FY 20,l5/l 6 Adopted Work Plon ond Budget Messoge
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Building /Development-Reloled Processes
The FY 2015/16 Budget includes on enhoncement consistent with the KIO in the strotegic plon to
improve building/development review services. One position ond three controctuol positions for
mechonicol, electricol, ond plumbing inspections ot the Convention Center ore included to mointoin
plon review turnoround time within current torgets (Residentiol - 7 doys; Commerciol - 21 doys)
while obsorbing the stoffing impoct of ossigning building inspectors to the Convention Center
proiect. The moiority of the stoffing costs ore onticipoted to be offset by odditionol revenue from the
Convention Center proiect.
Finonciol TronsoorencY
During FY 2014/15, the City lounched on interoctive finonciol tronsporency portol, which provides
the public with unprecedented occess to fiscol informotion. The portol provides online occess to the
budget ond disploys multiple views of current ond historic revenue ond expenses down to the fund,
deportment, ond oblect code level. This powerful visuolizotion softwore tronsforms volumes of row
doto into octionoble insight ond informotion, enobling better onolysis ond understonding of the
City's budget ond how toxpoyer money is ollocoted. To occess the plotform, visit:
h ttos : / /m i o m i beoc h f I . ooe n o ov. com,/tro n soo ren cv
Sirenqthen lnterno! Controls
Severol odministrotive enhoncements thot support the KIO in the strotegic plon to strengthen internol
controls ore included in the FY 2015/16 Budget such os:
. lmprove disoster preporedness by bocking up City technology doto/systems in on outof-region
doto center.
. Address recent oudit findings by increosing oversight of HUD funded copitol octivities, perform
inspections of work sites, ensure Federol Dovis-Bocon complionce, ond ensure the integrity of
copitol proiect costs by odding o position in Housing & Community Services.
. lmprove oversight of bond issuonce ond monitoring function by odding o Deputy Finonce
Director position. This function is onticipoted to grow significontly given the number ond
complexity of onticipoted bond issues.
. Enhonce deportment oversight ond succession plonning by odding on Assistont Director position
in the Tourism, Culture, & Economic Development deportment.
o lmprove coordinotion ond oversight of deportmentol occreditotion, stoff certificotion, troining,
equipment mointenonce, ond customer service levels by odding on odministrotor position in the
Code Complionce deportment.
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FY 20,l5/1 6 Adopted Work Plon ond Budget Messoge
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. Provide odequote oversight of controcted grounds mointenonce services by odding two
positions thot would ensure thot the City receives the highest quolity work product from
controctors in the shortest omount of time.
o lmprove procurement coordinotion, controct monogement, ond complionce with procurement
guidelines by odding o position in the lT deportment.
Streomline Deliverlr of Services
Severol odministrotive enhoncements thot support the KIO in the strotegic plon to streomline the
delivery of services through oll deportments ore included in the FY 2015/16 Budget such os:
. Streomline the process of record storoge, complionce, mointenonce, ond destruction of public
records orgonizotion-wide by odding o position in the City Clerk's Office.
. Enhonce orgonizotionol copocity by creoting o Fellowship Progrom to provide opportunities for
new ottorneys to goin procticol experience in the public sector.
. Meet increosing demond for GIS progromming ond support by odding o Senior GIS Anolyst
position in the Public Works deportment.
. Expedite procurements for City deportments by odding two positions in the Procurement
deportment.
. Reduce the bocklog of proiects ond enhonce the obility to perform in-house engineering by
odding on engineering position in the Public Works deportment.
. Develop ond mointoin mobile opplicotions ond web-bosed opplicotions by odding o position in
the lT deportment.
. Meet increosing demond for odministrotive support of the City's five Lond Development Review
Boords by odding on odministrotive position in the Plonning deportment.
ln FY 20,l 4/15, the City begon the Munis/Energov technology proiect to reploce its existing ERP
ond permitting ond licensing system over the next three yeors. This key proiect includes funding for
o full business process review (BPR) of oll functionol oreos of the new systems prior to the
commencement of implementotion octivities. The gool of the BPR is twoJold: (1) moke business
operotions more efficient ond effective; (2) ond more effectively utilize technologicol investments. ln
this monner, the new systems will be oligned with improved processes offering the greotest
opportunity to improve the City's business operotions. As port of the proiect kickoff lost yeor, the
outhor of Extreme Government Mokeover spoke to over 300 porticiponts regording innovotive
opprooches ond tools to streomline processes. Mony positive process chonges ore onticipoted os
the Munis/Energov proiect progresses during FY 20,l 5/16 ond FY 20.l 6/17.
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Since FY 2005/06, the onnuol budget hos included funding specificolly for lnformotion &
Communicotions Technology Projects. Eoch yeor, deportments propose proiects which ore then
reviewed ond prioritized by the lT Steering Committee, which is comprised of the Assistont City
Monogers, the Chief Finonciol Officer, the Fire ond Police Chiefs, the lT Director, ond the Budget
Director.
Funding for the FY 20,l5/16 odopted proiects totols $395,000 ond is funded by o tronsfer
$395,000 (some omount os FY 2O14/15lr from the Generol Fund to the lnformotion
Communicotions Technology Fund. Below is o summory of the odopted proiects.
Video Server ond Loss Prevention ($.l0,l.000): This proiect would purchose locol
enterprise storoge for the Communicotions Deportment to oddress multiple points of
foilure thot hove resulted in the loss of video records ond files. For exomple,
recently o City Vision show thot wos 90% complete wos lost becouse the current
externol disk drives ond multiple seryers ore not supported by the City's internol
redundont methods. The need for this proiect is exocerboted by the higher storoge
requirements needed for high definition video.
New World Product Enhoncements ($20.000): This proiect would provide the following
enhoncements for the Police Deportment, Fire Deportment, Porking Deportment ond Code
Enforcement
. Server migrotion (PD, Fire, EMGT, Code & Porking) - To complete o seryer
build to support the New World System Aegis opplicotion suite on o new
set of Microsoft Windows seryers. New World strongly odvises this
enhoncement for Miomi Beoch, given the plonned move to CAD Enterprise
ond Records Enterprise over the next yeor os Miomi Beoch's current
environment is of risk.
. eMobile Enhoncement for Geo-verificotion (PD, Fire, EMGT, Code &
Porking) Allows geo-verificotion functionolity within Mobile Field
Reporting prior to merging to Aegis Records. This functionolity would ollow
the system to verify the oddress while the officer is filling out the report
bosed on the geogrophicol locotion. This is criticol with regord to UCR
reporting, investigotive seorch results, crime onolysis ond force deployment.
. New World Conversion Script to Consolidote Globol Jockets (PD, Fire,
Code & Porking) - Since the beginning of the New World Proiect in 2008,
user's inexperience with the system ond its functionolity resulted in
duplicotion of thousonds of globol iockets when merging police reports. This
conversion would eliminote or significontly reduce duplicote iockets ond
doto in order to streomline investigotive seorch results ond doto onolysis.
of
&
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FY 20,l5/,l6 Adopted Work Plon ond Budget Messoge
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Residentiol Housing Progrom System ($,l4.000): This proiect would oddress the
need to monoge work orders, property mointenonce, ond tenont complionce needs
for the five residentiol, multiJomily building ocquired by the City during FY
201 4/1 5.
Further, the following proiects do not require funding, but ore plonned to be under development
next yeor with in-house stoffing resources:
ADA Feotures in Cleonliness Assessment Progrom: This proiect would odd ADA
feotures to the current Cleonliness ond Appeoronce Assessmeni Progrom to creote o
Wolkobility index. This informotion would help identify ADA issues thot do not
require construction ond con be oddressed in-house in o short time frome before
they become liobility issues to the City ond/or generote comploints by pedestrions
such os low or obstructing tree limbs, beoch mots thot ore not level or covered in
sond, ond obstructed sidewolks.
Automoted Benefit Poyments: This proiect would outomote the current lobor-
intensive monuol process of producing benefit reports for retirees resulting in o more
efficient, occurote, ond time-soving process.
Finolly, the following previously opproved prolect onticipoted to be completed using in-house
stoffing resources hos not been oble to be oddressed in o timely monner due to the current
worklood of the GIS division ond is recommended to be controct out.
lnformotion Reporter Web Applicotion: The purpose of the proiect is to provide o
site selection tool for potentiol businesses. The tool will odd GIS functionolity to the
Economic Development website to include informotion reloted to retoil spending
potentiol, populotion density, troffic counts, commerciol leose rotes/soles, etc.
The remoinder of the funding would be used to poy $49,000 for the finol yeor of debt service for
the CAD RMS proiect ond to odd $86,000 to Contingency.
VATUE OF SERVICES FOR TAX DOTLARS PAID
Between FY 2007/08 ond FY 20] 4/15, the Generol Fund obsorbed olmost $5] million in
reductions (olmost 1Z percent of the $244 million FY 201 1/12 Generol Fund budget) ond
eliminoted 295.5 full+ime ond I I port-time positions ocross oll funds.
Further, o totol of opproximotely $20 million in employee "give-bocks" were ochieved between FY
2009/10 ond FY 20,l1/12, through o combinotion of freezing cost of living odlustments for oll
employees for two ond oneholf yeors, eliminotion of merit increoses for oll employee except
members of the Froternol Order of Police (FOP) ond lnternotionol Associotion of Firefighters) IAFF,
increosed contribution to pension for oll employees except members of FOP ond IAFF, pension plon
chonges for the Miomi Beoch Employees Retirement Plon, increosed contributions for toke-home
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FY 2015/l 6 Adopted Work Plon ond Budget Messoge
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vehicles by FOP members for l8 months, reduced holidoy poy for IAFF members, ond increosed
contributions to heolth insuronce by members of the FOP ond IAFF for l8 months. ln oddition, the
FY 2012/13 budget included $9,l8,000 in employee "give-bocks", the FY 20,l3/14 budget
included $4.6 milllon, ond the FY 2014/15 included $,l.9 million. Combined with opproximotely
$Zl.A million in employee "give-bocks" ochieved berween FY 2009/10 ond FY 20.l 4/15, this
represents 578.7 million in combined "givebacks" and reductions over S rrears.
All of the givebocks ochieved, except the I8 month increosed contribution to heolth by FOP ond
IAFF ond the increosed contributions for toke-home vehicles by FOP members for l8 months,
represent ongoing, recurring sovings to the City ond the employee givebocks contribute significontly
towords the City's strotegic aool (key intended outcome) to control poyroll costs.
Although the economy oppeors to hove stobilized, the impoct of the recent recession impocted both
property tox revenues os well os pension costs. Therefore, the City's strotegy continues to consider
the long term finonciol sustoinobility of the City. Beginning with the development of the FY
2OO9/10 budget, o strotegywos developed to oddress short{erm, mid-term ond long{erm finonciol
needs.
o Strotegies to oddress short-term finonciol needs included ongoing efficiencies ond woge
concessions by employees.
. Mid-term finonciol sustoinobility wos oddressed by pension concessions from current
employees in the Miomi Beoch Employees Retirement Plon. Longer term finonciol sustoinobility is enhonced by the pension plon restructures thot hove
been put in ploce for employees in the City's retirement plons. For exomple, for Generol
Employees, the plon restructure proposed for new employees is proiected by the City's
octuory to reduce the City's onnuol required contribution by olmost $l million in FY
2012/13, with odditionol reductions onnuolly os the number of employees in the Miomi
Beoch Employees Retirement Plon hired olier October 1,2010 continues to increose.
Further, odditionol pension plon reform recommendotions were developed by the City's
Budget Advisory Commitlee (BAC) for the Fire ond Police Pension Plon for considerotion os
port of the FY 2013/14 odopted budget. While the specific BAC recommendotions were
not implemented, the pension reform ogreed upon by IAFF ond FOP generoted sovings is in
excess of the BAC recommendotions: $5.6 million in the first yeor, $,l.9 million in the
second yeor, ond $t40 million net present volue over 3O yeors.
With the adopted Sl.2 million in efficiencies incorporated in the Adopted Work
Plan and Budget for FY 2Ol5-16 the 9 rrear total of reductions and emolovee
givebacks is opproximately 98O million.
186
FY 20.l5/l 6 Adopted Work Plon ond Budget Messoge
Poge A-26
Genersl Fund
Ft 20t5lt6 9-Yeor fotql
5 lmpqcts FT PT 5 lmmcls FT PT
Public Sofety {$8.021.095t t71.O 1.0
3pero iions l773,OOO)l$6,899,867)166.0 {23.0)
Adm inistrotive Support 1438,750)1s3,685,4441 {33.4 l.o
Econ & Culturol Dev t$1 .235.4261 117.O
Citvwide t$l .619.6421
Subioiol $ {1 .21 1 .7501 Is21 .461 .4741 1185.4 t21 .O',
Tro nsfers {$23.168.9661
Totol s|r,211,7501 s144,630,4,0'(r Es.4 (2r.ol
lniernol Seryice Funds I$3.871 .225'.57.1
Enlerorise Funds {$3.651 .O2l {53.0 10.0
GRAND TOTAT REDUCTIONS s(r,2r r,7501 s 152,752.6a6't295.51 r r.ol
Eslimqled Employee Givebocks
GRAND TOTAL REDUCTIONS AND GIVEBACKS
t$27.833.360'.
$(r,21 1,75()1 I {79,9A5,0,45](29s.s)t t.o'
The 20.l5 Environmentol Scon conducted os port of the strotegic plonning process showed thot the
overoge doily populotion in the city hos grown 36.5 percent from 2OO4 to 2014. Much of this
increose consists of odditionol tourists (88 percent), seosonol residents (59 percent), ond non+ourist
beoch visitors (85 percent). Hoving over one-third more people in the city over the lost ten yeors,
without on offsetting increose in budget con result in services becoming degroded over time. The
chort below shows the Generol Fund budget ond Generol Obligotion Bond Debt Service budget
divided by the overoge doily populotion from 2007 to 2014. The chort shows thot the overoge
doily populotion hos grown foster thon the budget ond thot the FY 2013/14 omount is '13 percent
below the FY 2006/07 omount.
Generol Fund ond G.O. Debr Budget by Averoge Doily Populoiion 2OO7 - 2014
0-
2@-
t,6m
l,4m
1,2@
LOm
m
m
2007{8
!g!9: Average Oaily Population for FY 2014-15 nol available
until end o{_cale-ndar year
2009-10 2010-11
r GF Exp p€r ADP t GO Debt per ADP
7017-12
Desoite the 36.5 oercenl orowth in overooe doilv oooulotion ond tourism. the Cifv's oosition count
hos remoined relotively flot os shown in the chort below. The overoll position count is 62 positions
or 2.9% less in FY 2015 16 lhon it wos nine yeors ogo in FY 2006 ' -
187
FY 2015/16 Adopted Work Plon ond Budget Messoge
Poge A-27
Position Counf fY 2@6107 to FY 2OI 5116
til
2,1@
2,@
1,Am
1,@
1,5m
1,3@
1,2@ .
1,1@ I
1,@
9@
sml
7m
m
5@
lil
1@
2009/rO 20t0h1 20rr/72 2012/13
I General Fund I Other Funds
2073/74 2Or4/75 2015/L6
ANATYSIS OF PROPERTY VATUES IN MIAMI BEACH
On July 1,2015, the City received the "2015 Certificotion of Toxoble Volue" from the Property
Approiser's Office stoting thot ihe toxoble volue for the Ciiy of Miomi Beoch is $30.2 billion
including $267.0 million in new construction. The preliminory 20'15 volue represents on increose
of $3.6 billion or ,l3.3 percent more thon the July 1 ,2014, Certificotion of Toxoble Volue ol $27.1
blllion.
The comporotive ossessed volues for the Miomi Beoch Redevelopment Agency City Center
redevelopment district increosed from $4.2 billion to $4.8 billion on increose of $635 million or o
15.2 percent increose over 20,l4 certified volues. Citywide volues excluding City Center increosed
fron $22.9 billion to $25.9 billion, on increose of $3.0 billion or 12.9 percent. Volues outside the
City Center oreo determine Generol Fund revenues.
COMPARATIVE ASSESSED VALUES
Jon. 1 2O14 Volue {in billions)
% C6o.
Jon. ,l,2015
Volue (in
billionsl
Chonge |rom2O14
Volue fBudoet'l
As of July l, 2014
(For 2014/15
Budoet)
Revised Volue
(For 2014/15
Proieclion,|
Chonge in
2014
Volues
As of July 1 , 2015
lFor 2015/16
Budoetl
$
lin billionsl % Chq
Totol Citywide $ 27.r03€$ za.zztz (0.8326)-3.1%$ 30.6979 $ 3.5941 13.3%
RDA - City Ctr s 4.1867 $ 3.e049 $ (0.2818)-6.70/"$ 4.821 6 $ 0.6349 15.2%
Citywide Net of
CiV Cenier $ zz.gtzt $ 22.3663 $ (0.5508)-2.4o/o $ 25.8763 $ 2.9592 12.97"
188
FY 20.l5/16 Adopted Work Plon ond Budget Messoge
Poge A-28
Determining the Operoling Milloge Levy
The first building block in developing o municipol budget is the estoblishment of the volue of one
mill of toxotion, wherein the mill is defined os $].00 of od volorem tox for eoch $],000 of
property volue. For the City of Miomi Beoch, the volue for eoch mill is determined by the 2015
Certificotion of Toxoble Volue ond hos been set ot $30.7 million. Florido Stotutes permit o discount
of up to five percent for eorly poyment discounts, delinquencies, etc. Therefore, the 95 percent
volue of the mill is $29.,l million. Net of Center City RDA tox increment ovoiloble to the Generol
Fund, the volue of one mill ot 95 percent is $25..l million.
lmpocts of Chonges in Property Volues
For FY 2015/16, the odopted operoting milloge rote for generol City operotions is 57092, which
is 0.0850 less thon in FY 2014/15. Bosed on the July '1, 2O15, Certificotion of Toxoble Volue,
5.7092 mills would generote opproximotely $143,162,000 in generol tox revenues, on increose
of $15,403,000 over FY 20.l 4/15 budgeted property tox revenues Citywide (Generol Fund ond
City Center RDA).
Further, the Jonuory 1,2014, tox roll Citywide declined by $832.6 million between the July l,
2Ol4 voluotion ond the July 1,2015 voluotion due to oppeols, odiustments, etc., which is port of
the reoson thot the FY 2015/16 "rolled-bock rote" is significontly less thon the FY 2014/15
current milloge rote, The volue of the oreo outside of City Center RDA declined by olmost $550.9
million.
Stote legisloled Operoling Milloge R.equiremenfs
Further, pursuont to recently enocted Stote legislotion, the City moy elect to opprove milloge rotes
obove the rolled-bock rote up to the constitutionol cop of l0 mills subiect to the following votes by
the Commission or referendum:
. Option l: A moiority of the opprovol of the Commission Milloge is required to opprove o
milloge up to 6.61 12 (equivolent to .l.96 percent increose in property tox revenues). The 1.96
percent increose is the stote per copito personol income goin for the prior colendor yeor.
. Option ll: A two+hirds opprovol (5 of 7 votes) of the Commission is required to opprove o
milloge up to 7.2723 (equivolent to o l0% increose in the od volorem revenues obove Option
r).
. Option III: A unonimous opprovol of the Commission or referendum is required to opprove o
milloge obove 7.2723 up to the 10 mill cop
The odopted operoting milloge rote of 5.7092 therefore requires o molority opprovol l4 ol7 votes)
of the Commission.
189
FY 201 5/16 Adopted Work Plon ond Budget Messoge
Poge A-29
Determining the Voted Debt Service Milloge leyy
The generol obligotion debt service poyment for FY 2015/16 is opproximotely $5.9 million.
Bosed on theJuly 1, 20,l5 Certified Toxoble Volue from the PropertyApproiser, these bonds would
require the levy of o voted debt service milloge of 0.203,l mills. This represents o decreose of
0.0264 mills.
Combining the Operoting ond Voted Debt Seryice Milloge levy
At the July 31 , 2015, Commission meeting, the Commission reduced the combined milloge by
0..l I l4 mills to meet the remoining milloge rote gool to lower the milloge rote to the level in FY
2OO9/10 os property volues hove increosed over time. ln oddition, the odopted milloge rote does
not result in o property tox increose to medion or overoge property owners thot quolify for the
homesteod exemption ond the Sove Our Homes cop.
llluskoted below is o comporison of the combined milloge rotes ond od volorem revenues to the
CityofMiomi BeochforFY20l4/15ondFY20l 5/16(preliminory) includingRDA. Theodopted
operoting milloge rote is 0.0850 less thon in FY 201 4/15 ond the debt service milloge rote is
O.0264lessthoninFY20l4/15. lntheGenerol Fund,0.l083millsof thetotol operotingmilloge
continue to be dedicoted to renewol ond replocement, resulting in opproximotely $2.7 million in
renewol ond replocement funding.
% lnc/(Decl
City of Miomi Beoch Milloge Rotes
Operoting
Copitol Renewol & Replocement
Sub-totol Operoting Milloge
Debt Service
Totol
fY 6107
7.1920
0. I 820
'.-: I
?( t4lts ryiivr6
l; l:' .'
5.6859 S. 00q
o.to83'o.ICIg3
lncl(Dec)
-0.0850
0.0000
From From
7.3740
o.2990
s.7e42 raro.%,-o.o8so
o.229s Orc3t -0.0264
-1.5% -22.6%
11.5% -32.1%
7.6730 6.0237 5.9t23 -O.r r 14 1.8% -22.9%
lmpoct on Homesteoded Properties
Amendment I0 to the Stote Constitution took effect on Jonuory I , .l995 ond limited the increose in
ossessed volue of homesteoded property to the percentoge increose in the consumer price index
(CPl) or three percent (3%), whichever is less. For 20,l4, lhe CPI hos been determined to be 0.8
percent ond therefore, the increose is copped ot 0.8% for increosed volues os of Jonuory 1,2O15.
Overoll, bosed on the homesteoded properties in the Jonuory 1 , 2014 homesteod volues os of July
1, 2014 voluotion, the medion volue of homesteoded property in Miomi Beoch lor 2014 wos
$,l43,680, ond the overoge $35,l,,l89. Applying the increose to the morket volue of oll existing
homesteoded properties from the 20,l4 tox roll, ond the 0.8 percent CPI odlustment, the impoct of
the milloge rote odiustment to homesteoded properties would be os shown in the following toble.
190
FY 20.l5/1 6 Adopted Work Plon ond Budget Messoge
Poge A-30
Homesteoded Properties
FY 2014/15
FY 20r 5/16
with O.8% CP!
Medion Averoge Medion Averoge
2Ol4 Preliminqry Toxqble Volue $ 143,680 $ 3St,t8g 5 14/.,829 $ gS3,ggg
City of Miomi Beoch
Operoting
Voted Debt
Totol Miomi Beoch
$ ass
33
$ z,oss
8l
$827
29
$ z,ozt
72
$ 866 $ 2,116 $ 8s6 $ 2,Oe3
$ Chonge in Tqxes
Operoiing
Voted Debt
Tonol Miomi Beoch
$(6) $
(4t
(14)
(91
$ no) $ t231
* Source: Miomi-Dode County Property Approiser's - 201 4overogemedion-homesteod+esidentiol-volues file
lmpoct on Non-Homesteqded Propedies
The onnuol increose in morket volue of o non-homesteod property is copped ot l0 percent (does
not opply to school milloges). The city-wide overoge increose in property volues is .l3.3 percent.
The property volue of individuol properties moy increose up to, but not more thon l0 percent
(excluding the school milloge portion of the property tox bill). However, on individuol property
owner moy see o higher thon I O percent increose if there is o chonge in ownership of o copped
property resulting in o reset of the cop. Another potentiol foctor, if opplicoble, would be the volue
of new construction which could contribute to o property volue increose of higher thon l0 percent.
Overlopping Jurisdictionol Operoting ond Debr Service Milloges
City of Miomi Beoch property owners must olso poy property toxes to Miomi-Dode County, the
Miomi-Dode County School Boord, the Children's Trust, the South Florido Woter Monogement
District, Okeechobee Bosin, Everglodes Proiect, ond the Florido lnlond Novigotionol District. These
toxing outhorities represent 71 percent of o Miomi Beoch property owner's tox bill.
The countywide tox rote for Miomi-Dode County decreosed by 0.002,l mills lo 4.6669; the librory
tox rote is flot ot 0.2840 mills; ond the debt service milloge is the some ot 0.4500 mills.
The tox rote for the Miomi-Dode School District decreosed trom 7.9740 to 7.6120 mills. The
Children's Trust milloge is mointoined ot 0.5000 mills. As o whole, the milloge rotes for the South
Florido Woter Monogemeni Districl, Okeechobee Bosin, Everglodes Proiect, ond Florido lnlond
Novigotionol District decreosed from 0.4182 mills to 0.3896 mills.
191
FY 20,l5/1 6 Adopted Work Plon ond Budget Messoge
Poge A-31
With the odopted rotes for FY 20.l 5/16, the Miomi Beoch portion of the tox bill is opproximotely
30 percent of the totol 6ill. Of note. the County milloge is 0.9851 mills less thon their millage in FY
2006 ' os compored to the City's milloge which is 1.7607 mills less thon the City milloge in FY
2006 -. Further, the School Boord milloge is only 0.4930 below the FY 2006/07 milloge rote.
The significont difference in the totol overlopping milloge rote is o direct result of the City's effort to
keep the milloge rotes os low os possible. A summory of the tox rote chonges is provided in the
following toble.
OVERTAPPI NG TAX MI 1IAGE F( 6107 FY t4/t5 Ff tstl6 Vorionce
from
FY t4lt5
Voriqnce
from
FY 6107
o/o oJ
FY t5lt6
Toiol
Citv of Miqmi Beoch
Operotino 7.192C 5.6859 5.6009 -0.0850 '1.591 I
Copitol Renewol & Replocement 0. I 82C 0. r 08:0.r083 0.0000 .o.o737
Subtotol Ooerolinq Millsqe 7.3740 5.7942 lt.7ur2 -o.o850 -1.6648
Voted Debt Service 0.299C o.229!0.203r -o.0264 -0.0959
Totol 7.6730 5.0237 5.9123 -o.l I t4 -1.7607 3OY"
Miomi Dode Counfy
Counhnaride 5.6r 5C 4.669C 4.66,69 -0.002r -0.9481
Librorv 0.486C o.284C o.2uc o.oooc -o.2020
Debt Service 0.285C 0.450c 0.450c 0.000c 0. I 650
subtotol 6.3860 5.4030 5.4@9 -o.oo2r -o.985r 27"/"
School Boord 8.roso 7.974A 7.6120 -o.3620 -o.4930 38Y"
Children's Trust o.422C o.500c 0.500c 0.000c 0.0280 3/"
Cther 0.736C o.4187 0.389C -0.0291 -o.3464 2Y"
Totol 23.3220 20.3194 t9.8I48 -o.5046 -3.so72 lOOo/"
lmpoct of Combined Tox Rotes of Overlopping Jurisdictions on Homesteoded
Properties
The medion ond overoge Jonuory l, 2014 toxoble volues of $143,680 ond $351,,l89,
respectively, will increose by 0.8% CPI in FY 2015/16 due to the Sove Our Homes Cop which
only ollows toxoble volues to increose by 3.0% or CPl, whichever is lower.
Applying the odopted combined milloge rotes to the medion ond overoge toxoble volues results in
o decreose of $5,l for the medion ond o $l2l decreose for the overoge. These decreoses include
o $10 decreose in property toxes for the medion ond o $23 decreose for the overoge from the
reduction in milloge in the City of Miomi Beoch's portion of the property tox bill.
192
FY 20,l5/l 6 Adopted Work Plon ond Budget Messoge
Poge A-32
Medion properties would poy opproximotely $2,869 for oll toxing iurisdictions combined, while
the overoge toxes generoted would be opproximotely $7,0,l5 per homesteoded property. Of
these toxing iurisdictions, the highest component is the Miomi-Dode School Boord, ot $.l,.l02 for o
medion volue property, ond $2,695 for on overoge volued property.
The following toble provides exomples of chonges in property toxes for homesteoded properties
using the odopted tox rotes ond potentiol chonges from 20,l4 volues.
lmpoct on Homesleoded Properties Assuming
Chonges in Tqxoble Vqlue from Jqnuory l,2Ol5
fY 20t4lt5
FY 20t5lt6
with O.8% CPI
Medion Averooe Medion Averoge
2Ol3 Preliminory Toxoble Volue $ t43680 $ 35t,t89 I t482e $ 353199
City of Miomi Beoch
Operoting
Voted Debt
Totol Miomi Beoch
Miomi Dode County
Schools
Other
$ 833 $ 2,035
33 8t
$ azz $ z,ozt
29 72
$ eoo $ z,r ro $ aso $ z,ocs
776
1 ,146
132
1,897
2,800
323
782
1,102
129
1,912
2,695
315
Totol $ z,szo $ z,tso $ z,aos $ z,ors
Chonge in Toxes
City of Miomi Beoch
Operoting
Voted Debt
Totol Miomi Beoch
Miomi Dode County
Schools
Other
$ (6) $ (r4)
t4l lel
$ (to) $ (23)
6 15
(44], (r05)
{31 r8'l
Totol s (51)$ (r2r)
As with the City of Miomi Beoch milloge rotes, impocts of the combined iurisdictionol milloge rotes
for non-homesteoded properties ore bosed on the individuol property volues.
193
FY 20,l5/,l6 Adopted Work Plon ond Budget Messoge
Poge A-33
The City's onnuol copitol budget contoins copitol proiect commitments opproprioted for Fiscol Yeor
(FY) 201 5/16lCopitol Budget). Preporotion of the Copitol Budget occurred simultoneously with the
development of the FY 201 5/16 - FY 2019/20 Copitol lmprovement Progrom (ClP) ond FY
201 5 / 16 Operoting Budget.
The Copitol Budget for FY 2015/16 totols $lSl.Z million ond is opproprioted on September 30,
2015. New bond issuonces ore onticipoted in the Foll of 2015, to finonce the Convention Center
proiect including RDA, Resort Tox, ond Porking bonds. ln oddition, depending on cosh flow,
Woter ond Sewer bonds moy be issued in the Spring of 2016.
Quolity of Life funds from the third penny of Resort Tox were increosed by 50 percent during FY
2014/15 due to the releose of the resort tox pledge from the RDA bonds os port of the RDA
extension. This increose in funding is reflected in the FY 2015/16 Copitol Budget.
Proiects will oddress mony needs in different oreos of the City including: neighborhood
enhoncements such os londscoping, sidewolk restorotion; troffic colming; roodwoy ond bridge
resurfocing ond reconstruction; woter, sewer, ond droinoge system improvements; pork
construction, renovotion ond upgrodes; renovotion of seowolls; porking lot ond goroge renovotion,
construction/renovotion of public focilities; ond vehicle replocement. For o detoiled listing of oll
copitol proiects, pleose refer to the Adopted FY 20,l5/,l6 - 20.l9/20 Copitol lmprovement Plon &
FY 201 5/16 Cooitol Budoet document.
ln FY 2005/06, the City estoblished o finonciol gool of funding ot leost 5 percent of the Generol
Fund operoting budget os tronsfers for copitol proiects ond copitol proiects contingency. The
purpose of this gool wos multi-foceted:
l. To provide flexibility in the operoting budget thot would ollow the budget to be reduced
without impocting services during difficult economic times;
2. To ensure thot the City funded needed upkeep on our Generol Fund focilities, ond rightof-
woy londscoping, lighting, etc.
3. To provide o mechonism to oddress odditionol scope of smoll new proiects prioritized by
the community ond the Commission insteod of hoving to deloy these for o lorger Generol
Obligotion Bond issue; ond
4. To provide contingency funding so thot proiects where bids were higher thon budgeted did
not hove to be deloyed, especiolly during o heoted construction morket where deloys often
leod to further increoses in costs.
194
FY 2015/16 Adopted Work Plon ond Budget Messoge
Poge A-34
Enterprise Funds ore comprised of Sonitotion, Woter, Sewer, Stormwoter, Porking, ond Convention
Center Deportments. The FY 20,l5/16 Enlerprise Funds Budget is $212.5 million. This represents
on increose of $32.7 million (18 percent) from the FY 2014/15 budget of $129.8 million,
primorily due to:
. Woter reflects o 5 percent rote increose from $4.43 to $4.65 per thousond gollons
primorily to cover debt service on opproximotely $35 million in copitol improvements to the
woter system. The monthly woter bill for o customer thot consumes 5,000 gollons o month
will increose $ I .l 0 ond I I ,000 gollons o month will increose $2.42.
. Sewer reflects o 9 percent rote increose from $2.55 to $8.23 per thousond gollons
primorily to poss on o 9 percent increose of fees chorged by Miomi-Dode Woter ond Sewer
Deporfment (WASD) to treot the City's wostewoter, to cover debt service on opproximotely
$ I 8 million in copitol improvements to the sewer system, support on enhoncement of two
positions to enhonce preventive mointenonce progrom to the sewer infrostructure system.
The monthly sewer bill for o customer thot consumes 5,000 gollons o month will increose
$S.SS ond I ,l,000 gollons o month will increose $7.52.
. A $,l8.9 million increose in Porking rote fee revenue to modify driver behovior to better
monoge porking demond through finonciol incentives ond to fund severol tronsportotion
initiotives such os: the exponded Trolley system including North, Mid, ond South trolleys os
well os o Collins Link; the lntelligent Tronsportotion System ond Porking Monogement
System; three odditionol Porking Goroges in North ond Middle Beoch os well os on
Woshington Avenue; on enhoncement to expond looding zone enforcement from the
entertoinment district to citywide to minimize double porking ond promote smooth troffic
flow; ond on odditionol sonitotion crew odded during FY 20,l 4/15 to enhonce porking lot
cleonliness.
o A Stormwoter enhoncement of $29,000 for two positions to enhonce preventive
mointenonce progrom to the storm woter infroslructure system.
. A Sonitotion enhoncement of $,l32,000 to expond the "con on every corner" initiotive by
odding ,l00 more litter cons ocross the city.
lnternol Service Funds ore comprised of the Centrol Services, Fleet Monogement, lnformotion
Technology, Risk Monogement, Medicol & Dentol ond Property Monogement Divisions. The FY
2015/16 lnternol Service Fund budget is $80.4 million, or2.57", more thon FY 2014/15. lnternol
Service costs ore completely ollocoted to the Generol Fund ond Enterprise Fund deportments, ond
the Risk Monogement Fund reimburses the Generol Fund for the cost of legol services.
195
FY 20,l5/1 6 Adopted Work Plon ond Budget Messoge
Poge A-35
The FY 2015/16 Resort Tox budget is $78.6 million, on increose of $,l5.2 million or 25 percent
from FY 2014/15. This increose reflects the continued increose in resort tox revenues ond the
onticipoted implementotion of on odditionol 'l percent resort tox to poy for the Convention Center
Renovotion proiect.
. New enhoncement of $.l00,000 for the July 4s event in North Beoch.
o Mointoins $542,000 to support the initiotive to provide better service ot beochfront restrooms
by odding ottendonts to the beochfront restrooms in Lummus Pork ond 2lst street on weekends,
holidoys, ond speciol events ond $200,000 to deploy on interim lntelligent Tronsportotion
System (lTS) solution for molor speciol events ond high impoct periods.
. $36,554,000 lo $2.47 million increose) is provided to the Generol Fund to support new ond
continuing tourism eligible expenditures such os more prooctive code enforcement, cleonliness
index, pork ronger progrom, homelessness of Lummus Pork, hurricone ond disoster preporotion
equipment, increosed support for the Miomi Beoch Botonicol Gorden, public sofety progroms
such os oceon rescue, police services on Lincoln Rood, Oceon Drive/Lummus Pork, Collins
Avenue, Woshington Avenue, ATV officers, Boordwolk security, speciol troffic enforcement ond
speciol event stoffing; ond fire rescue units in tourist ond visitor oreos. The funding olso
supports code complionce services lo respond to evening entertoinment oreos ond provides for
o portion of the operotionol costs of the Tourism ond Culturol Development.
. Mointoin $3 milllon for enhoncing the outcomes from moior events such os Memoriol Doy,
including monogement, Goodwill Ambossodors.
. The contribution to the Miomi Beoch Visitor ond Convention Authority will increose from $2.4
million lo $2.67 million bosed on the legisloted funding formulo.
. Mointoin $350,000 is provided to continue the locol Miomi Beoch morketing compoign, to be
motched with funds from the Greoter Miomi Convention ond Visitors Bureou, the Miomi Beoch
Visitor ond Convention Authority, ond the Culturol Arts Council.
. lncreose from $230,000 to $SOO,OO0 for enhonced holidoy decorotions.
. $200,000 contribution to help offset expenses of the Miomi Beoch Bowl or equivolent event.
. The first of o 15 yeor onnuol contribution of $l million to Mount Sinoi Medicol Center to fund
the design ond construction of o new Emergency Room focility.
. The contribution to the greoter Miomi Convention ond Visitors Bureou remoins flot ot $5.4
million pending controct negotiotions expected to result in o performonce-bosed controct.
o Estimoted debt issuonce costs of $2.,l million ossocioted with the plonned Resort Tox revenue
bonds for the redevelopment of the Miomi Beoch Convention Center.
196
FY 20,l5/,l6 Adopted Work Plon ond Budget Messoge
Poge 4-36
Although the development of our budget this yeor hos been chollenging, through rigorous review
ond good leodership, the Adopted Work Plon ond Budget for FY 2015/16 is bolonced ond
enobles the City of Miomi Beoch to continue delivering outstonding, enhonced services to our
residents, businesses ond visitors ond continuing structurol enhoncements to ensure the long{erm
sustoinobility of the City.
The odopted milloge rote decreose of 0.,lI l4 mills meets the remoining milloge rote gool to lower
the milloge rote to the level in FY 2009,/10 os property volues hove increosed over time. ln
oddition, the odopted milloge rote does not result in o property tox increose to medion or overoge
property owners thot quolify for the homesteod exemption ond the Sove Our Homes cop. The FY
2015/16 Budget includes service level enhoncements thot oddress high priority needs of the City
os identified through the strotegic plonning process ond 20,l4 Community survey.
I would like to thonk Moyor Philip Levine ond the Members of the Miomi Beoch City Commission for
your continued guidonce, support ond leodership with the budget process ond in helping to
occomplish so much on beholf of our residents ond for the entire Miomi Beoch community.
I would olso like to thonk oll stoff from throughout the City who hove worked hord over the lost yeor
to respond to chonges in priorities from the new City Commission. I would porticulorly like to thonk
my Assistont City Monogers, Chief Finonciol Officer, ond oll Deportment ond Division Directors. I
oppreciote oll of us working together towords developing o bolonced budget thot will help improve
our community. ln porticulor, I would like to recognize ond thonk John Woodruff, Budget Direcfor;
Tomeko Oito Stewort, Budget Officer; Richord Aiomi, Georgette Doniels, Notosho Dioz, Senior
Budget Anolysts; Louren Wynn, Budget Anolyst; Kotherine Gonzolez, Senior Monogement
Consultont; Froncis Fronces, Executive Office Associote; ond Dr. Leslie Rosenfeld, Chief Leorning
Officer.
197
FY 2015/16 Adopted Work PIon ond BudgetMessoge
Poge A-37
ATTACHMENTS - TABTE OF CONTENTS
ATTACHMENT A Adopted Reductions ond Efficiencies
ATTACHMENT B Adopted Additions ond Service Enhoncements
ATTACHMENT c i::i:lijjJ::.' ond Service Enhoncemenrs NoT TNCLUDED in
ATTACHMENT D FY 201 5/16 Contiscoted Trust Fund Budgel
ATTACHMENT E FY 20.l 5/16 Cityv'ride Work Plon
A-39
A-41
A-4s
A-47
A-49
198
FY 2015/16 Adopted Work Plon ond Budget Messoge
Poge A-38
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201
FY 2015/16 Adopted Work Plon ond BudgelMessoge
Poge A-41
ATTACHMENT B
ADOPTED FY 2OI5lI5 ADDITIONS AND SERVICE ENHANCEMENTS
Reque5t YFt 2
lmpoct
Totol
fT PT
lina
Mointoin plon review turnoround time within currenf iorgeis (Residentiol - / doys; Commerciol - 2l
doys) while obsorbing the stoffing impoct ol ossigning building inspectors to the Convention Center
proiect. This enhoncement would odd o Senior Building lnspector position ond ihree controcluol
inspector positions for mechonicol, electricol, ond plumbing inspections ot the Convention Center.
Costs for this enhoncement ore onticipoled to be offset by $500,000 in odditionol revenue in yeor
one ond $450,000 in yeor two.
Anticipoted offsetting revenue
5 t 2,000
t-500 0001
;*ffi
528,000
{r'50 0001
l.o
rnaiatgmort
----+o07€o+ffi
ilhr.Alh*rw
Enhonce orgonizolionol copociiy by creoting o Fellowship Progrom to hire one entryJevel oitorney
os on independenl controctor from schools such os the University of Miomi ond FlU. This progrom
would provide opportunities for new oitorneys to goin procticol experience in the public sector while
building proficiency ond developing skills.90,000 40.000 1.0
, jEld,k ..:lxtta"'
Streomline the process of record storoge, complionce, mointenonce, ond destruction of public
records orgonizotion-wide by odding o Records Monogement Speclolist position. This
enhoncement would help ensure regulotory complionce, reduce operoting cosis, control the creotion
ond growh of records, ond reduce the risks of Iiobilities ossocioted with document disposol. This
position is onticipoted to identify subsiontiol sovings in excess of the position costs by proociively
ossisting deportments develop ond streomline their records monogement systems by reviewing
records currently in storoge to delermine which should be retoined ond which should be destroyed
consistent with stotutory requirements.62,O00 73,000 1.0
|Y tonooa,
lncreose response time for high priority citizen comploints regording o wide ronge of issues by
odding two port-time posilions to the Ropid Response Teom. These positions would complement two
existing full-time positions to work in teoms of two to expeditiously oddress citizen
issues/comploints.36,000 36.000 2.0
Enhonce o more prooctive code complionce environment by odding three Code Complionce
Officers in the Enterioinment District to ougment the existing two positions odded in FY 2014/15.
These positions would be ossigned olong Oceon Drive, Espofiolo Woy, ond the southern portion of
Collins Avenue ond Woshingfon Ave. ln the lost four yeors, iwenty{hree odditionol ordinonces
hovebeenimplementedondcoseloodshoveolmostdoubledsinceFY2Ol0/11. IFUNDFROM
RESORI IAXI 240,000 189,000 3.0
lmprove coordinotion ond oversight of deportmentol occrediioiion, stoff certificotion, troining,
equipment mointenonce, ond customer service levels by odding o Code Complionce Administrotor
position. This position oddresses the Crowe Honaroth Audit's recommendoiions for increosed
superuision ond orgonizotionol efficiency. IFUND FROM RESORT TAn 69.000 82,000 l.o
Emrnnavkiiiiirmsnr/'9r11-.1',. . i )
lmprove quolity of 9l I colls by implementing Quolity lnsuronce to review recorded colls to ensure
thot proper prolocol ond procedures ore being odhered to by 91 I operotions. Utilizing off-site
certified reviewers lo evoluote recorded 9l I colls would provide on occurote ond importiol review
of 9l I omrotors oerformonce.27.OOO
Fmm ::,:;ar.a:
lmprove oversight of bond issuonce ond monitoring function by odding o Depuiy Finonce Director
position. This function is onticipoted to grow significontly given he number ond complexiiy of
onticipoted bond issues.I 10.000 r 33,000 1.0
buralro&.Gd,lrl,nily.5€rtic.6 : ]
Address recent oudit findings by increosing oversight of HUD funded copitol octivities, perform
inspections ofwork sites, ensure Federol Dovis-Bocon complionce, ond ensure the integrityof
copitol proiect costs by odding o Housing ond Community Development Copitol Prolects
Coordinolor position.93,000
w$ia
I 12,000 1.0
lhrs enhoncement converts two port-lrme Lose Worker Ils, lncluded os on enhoncement in the lY
2014/15 budget, to full-time positions. lt will enoble outreoch workers in the iorgeted outreoch
oreo of Lummus Pork ond surrounding oreos to continue the engogement ond subsequent
^l^^^-^^r ^[ L^-^l^"- ^^.-^^. i^ "L^l]^- tE, lf,ln FDnAt DFCAaT T AYI 55,000 6r,000 t.0
202
FY 2015/16 Adopted Work Plon ond BudgetMessoge
Poge A-42
ATTACHMENT B
ADOPTED FY 2OI5lI6 ADDITIONS AND SERVICE ENHANCEMENTS
Request Reommnded
Enhqncomenl
Yet z
lmDod
Tolul
tr PT
For*r & .lbli*ii&X1X1l :i
Enhonce progromming for vorious recreoiion progroms os follows: $54,000 for inclusionory oides
to meet the demond for speciol need children to be enrolled in summer comps; $18,000 for the
second seoson of Little Leogue Boseboll; $ I 0,000 to expond elderly progromming from North
Shore Pork Youth Cenler to two odditionol locotions in cenlrol ond south beoch; $25,000 io
increose the yeor-round level of seruice ciiywide for youih progromming with new educotionol ond
culturol progroms ond ot odditionol sites; $6,000 to odd Noutilus Middle School os on odditionol
site for teen progromming; $35,000 to enhonce speciol communiiy events such os Winier
Wonderlond ond Cupid's Cornivol with odditionol rides ond octivities; ond $15,000 to meet the
increosing demond for elderly progroms ond events by increosing funding for the Senior
E^L^^---^^) T,^^.^^*^ri^- q-^,i-^ ^, ^.^-163.000 163.000
Enhonce opportunities for persons with disobilities by portiolly funding the poro-rowing progrom ot
the Shone Rowing Center. The Miomi Beoch Wotersports Cenier is o not-for-profit orgonizotion thot
runs o premier rowing club with over 250 members, mostly oll Miomi Beoch residents. They hove
recently undertoken o porcrowing progrom which ieoches people wlth disobilities how to row ond
provides o troining focility for competiiive poro-rowers. They hove been designoted os Porolympic
Sport Club by the US Olympic Commitfee, ond hove olreody quolified two members to the notlonol
poro-rowing teom. The progrom hos grown in populoriiy ond needs finonciol ossislonce in order to
not hove to turn rowers owoy. /FUND FROM RESORT TAXI 85,000 85.000
Poriicipoie in the Foirchild Boionicol Gordens Million Orchid Proiect os one of severol municipolities
thot would begin to receive os mony os 'i50 orchids throughout the next 3 yeors storting os soon os
October, 201 5. Foirchild Tropicol Gordens proposes to introduce millions of notive orchids into
ihe South Florido within the next five yeors. This enhoncement would provide funding for the
Gordens to propogote seedlings for reintroduction . IFUND FRO|{ RESORT TAn 50,000 s0,000
Br-
Meet increosing demond for odministroiive support of the Ciiy's five Lond Development Review
Boords by odding on Office Associote V position. The number of opplicoilons received ond public
record requesis hove increosed substontiolly ond with the future outlook of upcoming construciion
proiects the need hos orisen for o dedicoted odminislrotive resource to hondle the increose in
worklood.59.000 66.000 1.0
Reduce crime by odding o License Plote Reoder (LPR) system on MocArthur Cousewoy os well os
two odditionol potrol vehicles ond two portoble kits. The Ciiy hos successfully used police vehicles
equipped with LPR system for the post two yeors to recover stolen vehicles ond to moke mony felony
ond misdemeonor orrests. This enhoncement would complement the fixed LPR system thot is
onticipoted to be instolled on the Venetion Cousewoy during tY 2O14/15.IFUND FROM RESORI
TAXI 276,OOO
Provide support fo the Stote Aitorney's Office's Humon Trofficking Tosk Force by ossigning o
Delective position to portlclpote on the tosk force. Miomi Beoch hos experienced o significont
number of crimes ossocioted with humon hofficking ond porticipotion on the tosk force would ollow
MBPD occess to odditionol resources to oddress this growing problem in the ciiy, stoie, ond region.98.000 126,000 1.0
Enhonce the pool of quolified condidotes thoi could be hired os police officers by reimbursing ten
police recruits to complete Police Acodemy troining supervised by o Troining Advisor (Police Officer
position). For the lost 15 yeors, MBPD hos only hired certified police officers wilh previous
experience or ocodemy ceriificotion, which hos resulted in limiting hiring lo oppliconis thoi hove
been troined with vorying level of quolity ond,/or trons{erred {rom other iurisdictions. This
enhoncement would serve os o pilot initiotive to include ten quolity oppliconts thot hove recently
completed full ocodemy troining. Recommended by PERF study in 2014.189,000 r83,000 't.0
ddress trotlic congestion by odding o Motor Unit consisting of one Sergeont ond tour Police
rfficer positions. This unit would work ohernoon shifts io focus on rush hour troffic ond enhonce
rBPD's obility to oddress troffic issues, improve enforcement, ond visibility. Enforcement octivity by
is unit is oniicipoted to offset o portion of ihe cost of this enhoncement. Costs would h. ^+f..r h-
restimoted$ll0.000inrevenue. RecommendedbylheTronsporlotion,Porking,&Bicycle
>destrion Focilities Commiltee.
Anticipoted oflsetting revenue
1,287,000
l220.ooo1
645,000
il 10,0001
5.0
FraErmer,
Sring deportmeniol stoffing in-line with notionol productivity benchmorks, reduce sioff turnover rote
>f 63% over lost two yeors, ond expedite procurements for City deportments by odding two
)rocurement Controcting Officer positions.r 20,000 *:r 46,000 2.0
203
fY 2015/16 Adopted Work Plon ond Budget Messoge
Poge A-43
ATTACHMENT B
ADOPTED FY 20T5lI6 ADDITIONS AND SERVICE ENHANCEMENTS
Resort Tox Revenue
lmpoct from lnternol Service Funds
Sovings from proposed reductions (for PAYGO)
Net lmpoct to Generql Fund
229,000
(1,000,000)__TE3tEoeo-
the bocklog of proiects ond enhonce the obility to perform in-house engineering by odding
Civil Engineer position. This position would be split funded os follows: 30% Generol Fund, 30%
Stormwoter, 20% W oler, 20% Sewer.
Address the 2l% increose in skeet light invenlory from recently completed copitol proiects by
hi/o Street Light Technicion I positions. These positions would conduct preveniive
repoirs, ond rebuilding for londscope uplighting.
odequote oversight of controcted grounds mointenonce seryices by odding two Field
lnspector positions. The City conlrocts for grounds mointenonce services to oll city rights of woy,
municipol buildings, porking focilities, Lincoln Rood, ond coostol oreos for o totol of 292 sites.
These positions would ensure ihot the City receives the highest quolity work product from controctors
in the shortest omount of time. Monitoring includes mowing, edging, weeding, trimming of
232,O00
odequote oversight of the Urbon Forestry Tree Preservotion Progrom
Tree Preservotion Ordinonce No. 20,l 4-3904 thot wos opproved by Commission on November I 9,
20l4by odding two Field lnspector posilions ond o Field Supervisor position. Under the new
Ordinonce, the City will be enocting ils own lree preservotion progrom ond be .l00% responsible
lor issuing ond enforcing lree work permits ond hee reloied code violotions os delegoted by Miomi
County. This progrom will result in o lorge increose in iree-reloted office ond field inspection
ond requires o more speciolized skill-set including lnternotionol Society of Arboriculture
certificotion. The new positions would enhonce the City's obility to enforce the tenonts o{ the Tree
Preservotion Ordinonce, provide Tree Work Permits more expeditiously, ond improve comploint or
222,000
Allow for the proper moniforing, mointenonce, ond enhoncement of the citywide urbon forest by
creoting o GIS Tree lnventory. The ciiywide GIS inventory would enhonce the City's obility to
properly schedule ond trock tree/polm mointenonce, monitor problemotic trees, ond ensure
of tree conopy in oreos with insufficient
increosing demond for GIS progromming ond support by odding o Senior GIS Anolyst
position. This enhoncement would ollow the GIS division to oddress o bocklog of proiects for
Enhonce deporlment oversight ond succession plonning by odding on Assistont Director position.
The position would odd oversighi of numerous lorge controcts ond ogreements ond ossist the
Director odminister eight funcfions including Tourism & Conventions, Entertoinment, Culiurol Affoirs,
Convention Center, Sponsorships & Advertising, Economic Development, Redevelopment Agency,
ond Asset Monoqement. IFUND 50% FROM RESORI I
eesnty buses, light pele bsnne+q en line qds; print medie; ete, e urrently the €iiy bsdgets
sppreximstely $ 'l I 9,000 fer merketing serees ell funds, Reeemmended 6), /Veler's B/ue Ri66en
P-enel-e++le+A+eeeh +UND+ROIA4ESOPT+A$
lncreose Poy-AsYou-Go (PAYGO) funding for copitol proiects from $ I .4 million to $2.4 million.
This enhoncement would help oddress pressing neds for odditionol PAYGO funding such os:
neighborhood project costs thot hove increosed over time; stormwoter proiects thot ore generoting o
need for obove ground funds; replocement of $,l.7 million in PTP funding reprogrommed for the
enhonced holley system; Lighting ond Crime Prevention Through Environmeniol (CPTED)
improvements in non-tourist oreos; pork proiects in non-tourist oreos; ond seowoll proiects.
204
FY 2015/16 Adopted Work Plon ond BudgetMessoge
Poge A-44
ATTACHMENT B
ADOPTED FY 2OI5lI6 ADDITIONS AND SERVICE ENHANCEMENTS
Requesi f$r2
lmpqct
folol
EnhonGem6ni FT PT
lmonnqtfirn Iactinebgy
lmprove procurement coordinotion, controct monogemeni, ond complionce with procurement
guidelines by odding on lnformotion Technology Speciolist I position. The $60,000 cost of the full.
time position would be oflset by $52,000 of iemoorory services funds.8,000 r9,000 1.0
lmprove disoster preporedness by bocking up City technology doto/sysfems in on out-of-region doto
cenier. This enhoncement would be phosed in over three yeors. Yeor one would be $200,000
including o $40,000 onetime chorge. Yeor two would be $ I 25,000 ond recurring costs
fiereofter would be $75,000.200.000 175.000
)evelop ond mointoin mobile opplicotions ond webbosed opplicotions by odding o Senior Systems
\nolyst position. ln oddition to mointoining current opplicotions, this position would ossist City
Jeportments odd opplicotions thot would streomline their service delivery.71,000 84,000 r.0
Totol lnternol Service Fundr 279.OOA s279,OOO s278,OU 2.O o.o
E:ilimoled lmDod io fbacoaGrql hra s2irP
Expond Freight Looding Zone (FLZ) progrom throughout ihe City by odding one h,ve Porking
Operotions Superuisors ond seven b* full-time Porking Enforcement Speciolist I positions. The FIZ
progrom hos been successfully implemented during FY 2014/15 in the enlertoinment district due to
strict ond contingent enforcement to minimize double porking ond promote smooth koffic flow.
Proiected revenue is onticipoted to offset oll costs in yeor one by $90,000 $64!0O ond by
$252,000 $26f?0OO in yeor two.
Anticipoted offsetting revenue
548,000
(612,000)
,ft i*'
319,000
l57',l oool
8.0
sfi*mumfr ' . .: ..lL; ..i.." 'r,.r.txtti',' I ll.r a a r,r& rf, il:'lli lii.llx
Reduce the bocklog of proiects ond enhonce the obility to perform in-house engineering by odding
o Civil Engineer posilion. This position would be split funded os follows: 30% Generol Fund, 30%
Stormwoter, 20% Y,l oler, 20% Sewer.22,500 27,000 0.3
Enhonce prevenlive moinienonce progrom to the storm woter infrostrucfure system by odding two
Municipol Worker ll positions. These positions would focus on preventive mointenonce of the storm
sewer moins.79,000 96,000 2.0
5c\raor"' ':.,r.i'
leduce the bocklog of proiects ond enhonce the obility to perform in-house engineering by odding
: Civil Engineer position. This position would be split funded os follows: 30% Generol Fund, 30%
itormwoter, 20% Y'l oter, 20% Sewer.r5,000 r8,000 o.2
inhonce preventive mointenonce progrom to the sewer infrostruclure system by odding two
\4unicipol Worker ll positions. These positions would focus on preventive mointenonce of the sewer
no i ns.79,000 96.000 2.O
'rl'a::' ,0n
:xpond the "Con on Every Corner" initiotive by on odditionol 100 locolions. The current inventory
r 32,000
d*ar
Reduce the bocklog of proiects ond enhonce the obility to pe#orm in-house engineering by odding
o Civil Engineer position. This posiiion would be split funded os follows: 30% Generol Fund, 30%
Stormwoter, 20o/" Y'l oler, 20% Sewer.15,000
253,OO0
18,000 o.2
lolol Enterpnse iunds s274,500 000 12.7 o.o
205
FY 2015/16 Adopted Work Plon ond BudgetMessoge
Poge A-45
ATTACHMENT C
POTENTIAI FY 2OI5lI6 ENHANCEMENTS NOT INCUDED IN ADOPTED BUDGET
Requesl Yeor 2
lmooct
Totol
FIIPI
Buildinc-Envilonmeniol rulonaoemenl
Meet the mitigotion needs of future construction prolects by funding o feosibility study for the
creotion o Mitigotion Bonk within the City limits os po* of the City's Sustoinobility Plon. This
enhoncement would reduce the costs of relocotion of mongroves to o bonk outside the city, while
olso orovidino more flexibilitu, IONE-TIMEI 75,000
Cor:rmunicolions
Produce odditionol progromming, feotures, public service onnouncements, ond troining videos by
odding o Medio Assistont position. Demond for video services to support deportmentol initiotives
continues to increose thot connot be met ot the current service level.57,000 67,000 1.0
Enhonce clericol ond odministrotive support by odding on Office Associote lV position.
Communicotions is the only deportment without o full-time odministrotive support position ond the
new OAIV would free up operotions stoff to oddress their core duties.51.000 60,000 1.0
EmensencY }lqnoqemonY9- | - I
Meet federolly mondoted interoperobility rodio requirements (P25) by replocing the curreni public
sofety rodio system, which is ot end of life. There ore three options under considerotions,
subscribing to the Miomi-Dode County rodio system, ioining with the City of Hioleoh ond/or
other municipolities to purchose o rodio system, or purchosing o rodio system for the City's sole
use. TUSA Consulting is currenily working with Emergency Monogement to explore these
options. The new system will likely need to be funded in FY 20,l6/17 ond the costwould likely
be finonced over ten yeors using the City's equipment loon. |ONE-I/MEI 5,000,000
lmprove the efficiency of public sofety onswering points (PSAP) coll-toking ond provide ouiomotic
coll distribution in oddition to remole deployment copobilities by upgroding VIPER with Automotic
Number lnformotion ond Automotic Locotion lnformotion Controller. This upgrode would permit
the PSAP to receive messoges texted to 9l I ond improve the occurocy of locotion informotion for
colls oriqinotino from cell phones. IONE-TIME)440,000
Support the new Emergency Operotions Center Shorepoint site ond other informotion technology
systems by odding on lnformotion Technology Speciolist I position.6l ,000 72,000 1.0
Enhonce 9l I informoiion by replocing the current coll recording system with o new VPI System
thot coptures ond integrotes CAD informotion ossocioted with 9 I I colls. The current recordings
solution is used to review colls by dispotch ond coll tokers os well os provide oll recordings for
public records request. The VPI solution would ollow the coll center to record, onolyze, evoluote
ond improve the quolity of the emergency coll toker ond dispotcher ond provides the obility to
quickly redoct the oppropriote informotion when providing recordings requested for public
records request. The VPI solution integrotes with the Computer Aided Dispotch softwore ond
Emergency Medicol Dispotch softwore to provide screen shots or video recording of key strokes
ot ihe time of the coll which is helpful when recreoting on incident to inform the
evoluotor/investigotor of the oppropriote steps token. This solution is fully interoperoble with the
obillty to support Next Gen 9 I 1 phone systems ond hos the obility to record oll iext messoging,
videos, locotion, ond number informotion provided to the 911 dispotch phone system. (ONE-
TtME)9 r ,000
Conduct o teosibility to ossess the City's current ond tuture CAD needs ond select o replocement
system. The CAD system is used to initiote public sofety colls for service, dispotch, ond mointoin
the stotus of responding resources in the field. The current system is ot end of life ond mony new
feotures ore now ovoiloble such os: outomotic oddress verificotion, reol-time GPS unit locotions,
instontoneous informotion such os preplons, hozords, wonts ond worronts, ond integrotion with
GIS moooino. IONE-TIMEI 1,500,000
lmprove security ond coordinotion by developing ond implementing o moster plon to integrote
the City's exisiing disperote devices ond informotion systems in order to monitor ond conhol them
through o comprehensive user interfoce ot the Cit'y Worning Point. Systems would include video,
occess conirol, onolytics, microwove network, porking opplicotions, hoffic monitoring, intrusion
detection. etc. IONE-TIMEI r,500,000
206
FY 2015/16 Adopted Work Plon ond BudgetMessoge
Poge 4-46
ATTACHfiIENT C
POTENTIAT FY 20I5lI6 ENHANCEMENTS NOT INCUDED IN ADOPTED BUDGET
Requesl Year 2
lmoocl
Totol
FT PT
lmprove occess control, osset trocking, ond credentioling of personnel ossigned to incidents ond
events. This system would ollow for trocking of personnel such os volunteers, CERT Teom
members, mutuol oid responders, ond others to ensure sofety ond focilitote finonciol
reim bu rsement for Federol ly Declo red Disosters. (ONE-TI ME)28,000
Fire
Mointoin effective response times for EMS honsport units in North Beoch by odding o second
RescueUnitconsistingof l3FireFighterpositionstoFireStotion#4. A20'l 5studybythe
lnternotionol City/County Monogement Associotion Center for Public Sofety Monogement
recommends the deployment of o second rescue unit bosed on current ond future demond. Stotion
4 hos high demond in certoin blocks which is on por with demond blocks in the sourthern portion
of the city ond plonned redevelopment in the oreo will drive demond higher over time. This unit
would olso be crossJroined to stoff the new Fire Booi.1,205,000 'r,409,000 I3.0
Police
Support the newly reconstituted Intelligence Unit, currently stoffed with two positions. by odding
fwo Detective positions. The posiiions would be ossigned o ronge of intelligence ond security-
reloted tosks. including sergeont-ot-orms security duties to support the Moyor ond Commission,
VIP protection for visiting dignitories, threot ossessments ond reloted investigotions, security ond
intelligence onolysis for mo jor events, support to the FBI Joint Terrorism Tosk Force, the
Deportment of Homelond Security, the US Secret Service, ond lioison with low enforcement with
privote security portners on oll motters offecting the security of Miomi Beoch.r94,000 25 r ,000 2.O
lncreose public sofety in the Entertoinment District by odding two pokol squods mode up of two
Sergeonis ond twelve Police Officers. The new squods would provide coveroge seven doys o
week with one overlop doy (Fridoy or Soturdoy). The squods would be deployed primorily on
Oceon Drive, Woshington Avenue, Collins Avenue, ond on the beoch.r,865,000 1,724,000 14.0
lncreose pohol ovoilobility by odding three Detention Officers to provide seven doy o week
coveroge on oll shifts. This enhoncement would optimize stoffing by mointoining ot leost one
position ot police heodquorters while one is ovoiloble to tronsport prisoners to the County ioil.
Cunently, police officers ore often needed to bockfill this function which results in o loss of potrol
services.299,OOO 204,OOO 3.0
Jourism, Gulturul, & Economic Developmienl
lncreose oversight ond complionce of I4l controcts, leoses, ond concession ogreements by
odding o Leosing Speciolist position. This enhoncement would oddress the current stoffing level
of two employees, which eoch ore responsible for over Z0 conlrocts eoch.71,000 83.000 1.0
Totol Generol Fund Enhoncements sl2,437,OOO $3,870,000 35.O o.o
Enhonce development ond odminishotion of new colloborotion softwore (Microsoft Shorepoint)
for use throughout the orgonizotion. The softwore wos ocquired during FY 2014/15 ond lT does
not currently hove dedicoted stoff time or necessory koining to build out the system to its full
lmprove the security of the City's network to mointoin complionce with mondoted PCl, Red-Flog,
Federol guidelines ond prooctively oddress the proliferotion of sophisticoted security issues
lmprove the efficient delivery of property monogement support ond odminishotive services by
on Office Associote lV position. Property Monogement tronsitioned to o controct service
model during FY2014 ond FY20l5 which requires more odmininstrotive support in the oreos of
procurement, occounts poyoble, ond generol
207
FY 2015/16 Adopted Work Plon ond Budget Messoge
Poge A-47
ATTACHTIilENT D
Miomi Beqch Police Deportment
Confiscotions - Federql & Stqte Funds
FY 2OI 5116 BUDGET
FEDERAL FUNDS:
Federol Funds - (603)
FYI6
Reauest
Orqonizotionol Development Trovel & Ott-site testinq /l),o{Jl)
Troininq Suoplement to suoolement LETTF 70,ooo
Bulletproot Vest Portnersh ip 60,000
Groffiti erodicotion throuqh Teen Job Corp.25.000
Bodv Comeros r 50.000
Gym Equipmenl l0,uuu
Toiol Funds (603)385,OOO
STATE FUNDS:
Stqte Funds - 1607l
Totol Federol & Stote Funds 702,OOO
FYI5
Reouesl
Costs connected with the orosecution,/orocessino of torteitures.20,000
Crime Prevenlion initiotives & School Lioison Proiects 20,00c
AR Rifla Prrrrrrrrmlinitirriiwa- Cihrrc mdtrh far raimhrrreamant af riflec nf -$5OO I5,UUU
15% of Stote Funds collected in FYl5 to be used for drug obuse treotment,
A.rrn nnA rrima nrarra^ii^^ oJ,,^^+i^^ ^^.1 ^^^-^.^fi+ anmmr rnil.r h^.o.1 29,000
Chicfl< C.rnforenna Panm Ilnarada 28,000
CID lnterview Room Audio Video Recordino 60,000
MBPD Focilities Securitu Comero Svsiem Uoorodes r 0,000
Articuloted Aeriol Work Plotform Troiler 35,00c
Totql Funds 1607l 3t 7,OOO
208
FY 2015/16 Adopted Work Plon ond BudgeiMessoge
Poge A-48
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Poge A-49
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RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION
OF THE CITY OF MIAMI BEACH, FLORIDA, ADOPTING
FINAL BUDGETS FOR THE GENERAL, G.O. DEBT
SERVICE, RDA AD VALOREM TAXES, ENTERPRISE,
INTERNAL SERVICE, AND SPECIAL REVENUE FUNDS
FOR FISCAL YEAR 2015116.
WHEREAS, the City Manager's adopted Fiscal Year (FY) 2015116 General Fund
operating budget totals $300,354,000 and the total adopted operating budget for FY 2015116
net of transfers is $576,695,000 including the General Fund, General Obligation Debt Service
Fund, Transfers to the Redevelopment District Ad Valorem Taxes, Enterprise Funds, lnternal
Service Funds, and Special Revenue Funds as shown in composite Exhibit "A"; and
WHEREAS, the proposed Enterprise Fund budgets total $212,499,000; and
WHEREAS, the budget for lnternal Service Funds, which are wholly supported by
transfers from the General Fund, Enterprise Funds, and the Redevelopment District, is
$80,370,000; and
WHEREAS, the proposed Special Revenue Fund budgets total $101,643,000; and
WHEREAS, Section 932.7055 of the Florida Statutes sets forth the purpose and
procedures to be utilized for the appropriation and expenditures of the Police Confiscation Trust
Fund; and
WHEREAS, the proceeds and interest earned from the Police Confiscation Trust Fund is
authorized to be used for crime prevention, safe neighborhoods, drug abuse education and
prevention programs, or for other law enforcement purposes; and
WHEREAS, the Chief of Police is authorized to expend these funds following a request
to the City of Miami Beach City Commission, and only upon appropriation to the Miami Beach
Police Department by the City of Miami Beach City Commission; and
WHEREAS, the Chief of Police of the City of Miami Beach has submitted a written
certification (attached as Exhibit "8") which states that this request complies with the provisions
of Section 932.7055 of the Florida Statutes and the Guide to Equitable Sharing of Federally
Forfeited Property for Local Law Enforcement Agencies; and
WHEREAS, the Police Confiscation Trust Fund budget for FY 201512016 in the amount
of $552,000 shall be funded from State Confiscated Funds in the amount of $317,000, and
Federal Justice Confiscated Funds in the amount of $235,000, as reflected in the attached
Exhibit "B"; and
WHEREAS, funds in the amount of $552,000 are available in the Police Confiscation
Trust Fund; and
218
WHEREAS, the City of Miami Beach is authorized to assess $2.00 from court costs for
criminal proceedings for expenditures for Criminal Justice Education degree programs and
training courses for officers and support personnel of the Miami Beach Police Department
pursuant to Section 938.15 of the Florida Statutes; and
WHEREAS, the Police Training and School Resources Fund is currently funded with the
assessed criminal justice education expenditures for the City of Miami Beach pursuant to
Section 938.15 of the Florida Statutes, in the amount of $41,000, as reflected in the attached
Exhibit "C"; and
WHEREAS, the Chief of Police of the City of Miami Beach has submitted a written
certification (attached as Exhibit "C") which states that this request complies with the provisions
of Sections 938.15 and 943.25 of the Florida Statutes and the guidelines established by the
Division of Criminal Justice Standards and Training; and
WHEREAS, the City of Miami Beach Police Department intends to utilize the $41,000
for those purposes as authorized pursuant to Section 938.15 of the Florida Statutes, and the
$41,000 shall be expended from the Police Training and School Resources Fund for education
degree programs and training courses for officers and support personnel of the Miami Beach
Police Department; and
WHEREAS, Section 705.105 of the Florida Statutes sets forth the procedure for
unclaimed evidence which is in the custody of the Miami Beach Police Department and
permanently vests in the Miami Beach Police Department sixty (60) days after the conclusion of
the criminal proceeding; and
WHEREAS, $75,000 has been in the custody of the Miami Beach Police Department
Property and Evidence Unit in excess of the statutory period set forth in Section 705.105 of the
Florida Statutes; and
WHEREAS, said funds have vested permanently in the Miami Beach Police Department,
and have now been placed in the Police Special Revenue Account Fund, as provided by
Resolution No. 90-19931, adopted on March 7, 1990; and
WHEREAS, the Miami Beach Police Department seeks to purchase those items
identified on Exhibit "D" with the funds in the Police Special Revenue Account Fund; and
WHEREAS, the Miami Beach Cultural Arts Council (CAC) was established by the Mayor
and City Commission on March 5, 1997; and
WHEREAS, the mission of the CAC is to develop, coordinate, and promote the visual
and performing arts in the City of Miami Beach for the enjoyment, education, cultural
enrichment, and benefit of the residents of, and visitors to, the City of Miami Beach; and
WHEREAS, the Mayor and City Commission adopted the Cultural Arts Master Plan on
June 3, 1998, identifying the following program areas for the CAC: cultural arts grants;
marketing; facilities; advocacy and planning; and revenue development; and
WHEREAS, pursuant to its enabling legislation, the CAC's budget for each fiscal year
shall be adopted by the Mayor and City Commission; and
219
WHEREAS, accordingly, the CAC recommends a $'1,264,000 budget allocation for FY
2015116 to continue implementation of its programs; and
WHEREAS, CAC was created to develop, coordinate, and promote the performing and
visual arts of the City of Miami Beach for the enjoyment, education, cultural enrichment, and
benefit of the residents of, and visitors to, the City; and
WHEREAS, from December 2014 through June 2015, the Cultural Affairs staff and CAC
conducted its application and review process for its FY 2015/16 Cultural Arts Grant Programs;
and
WHEREAS, grants panelists, comprised of the CAC members for CAC grant programs
and both Miami Beach Visitors Convention Authority and CAC members for the joint Cultural
Tourism grant program, yielded 47 viable applications, requesting a totalof $970,000; and
WHEREAS, the CAC, at its regular meeting on July 9, 2015, reviewed the grant
panelists' recommendations and unanimously supported the recommended Cultural Arts
awards totaling $798,000 for FY 2015116, as more specifically identified in the 2015-16 "City
Administration Recommendation" column on Exhibit "E," attached hereto; and
WHEREAS, the City Manager has reviewed the recommended CulturalArts awards and
concurs with same; and
WHEREAS, the Miami Beach Visitor and Convention Authority (MBVCA) was
created pursuant to Chapter 67-930 of the Laws of Florida, and Sections 102-246 through 102-
254 of the Code of the City of Miami Beach; and
WHEREAS, pursuant to its enabling legislation, the MBVCA's budget for each fiscal year
shall be presented to the Mayor and Commission; and
WHEREAS, the MBVCA has recommended approval of the proposed work plan and
budget for FY 2015116, in the amount of $2,976,000, to continue implementation of its programs
as shown in Exhibit "F".
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND THE CITY
COMMISSTON OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission of the City of Miami Beach, Florida hereby adopt final budgets for the General,
G.O. Debt Seryice, RDA Ad Valorem Taxes, Enterprise, lnternal Seryice, and Special Revenue
Funds for Fiscal Year 2015/16 as shown in composite Exhibit "A" (Total Revenues and
Expenditures by Fund and Department), Exhibit "B" (Confiscated Trust Funds), Exhibit "C"
(Police Training & School Resources Fund), Exhibit "D" (Police Special Revenue Account),
Exhibit "E" (Cultural Arts Council Grants), and Exhibit "F" (MBVCA).
PASSED and ADOPTED this 30th day of September, 2015.
ATTEST:
Philip Levine, Mayor
APPROVED AS TO
FORM & IANGUAGE, & FOI?,€XEGUTION
,*-.-(.- U, l-- ilnlo
@E-
Rafael E. Granado, City Clerk
220
FUNCTION/DEPARTTAENT
GENERAL OPERATING REVENUES
Ad Volorem Toxes
Ad Volorem- Souih Pointe Cosh
Ad Volorem'Copitol Renewl & Repl.
Ad Volorem- Normondy Shores
Oher Tqxes
licenses ond Permils
lntergryernmentrol
Chorges lor Seruices
tines & Forfeiti
Reents & Leosss
Miscelloneous
Resod Tox Conlribufion
Oiher- Non operoting Revenue
5ub-fcrol
G.O. DEBT SERVICE FUND
Ad Volorem Toxes
Other
5ub-fo|€l
fUND TOTAI
RDA FUND-Ciy nF only
AD VALORE'A TAXIS
Properiy Toxe* RDA City Cenler Inet)
FUND TOTAT
ENTERPRISE FUNDS
Convenlion Cenler
Porking
Sonitotion
S6wer Operolions
Siorm Wolsr
Woler Opsroiionr
FUND TOTAL
NTERNAL SERVICE fUNDS
Cenkol Seryices
Fleel Monogemeni
lnformotion Technology
Property Monogement
Rirk Monogeneni
Medicol & Dentql lnsuronce
FUND TOTAL
SPECI,AL REVENUE FUNDS
Educoiion Compocl
Resorl Tox
Art in Public Plocss
Tourism & Hospitolity Scholorships
Cuhurol Arts Council
Sustoinoblity
Woste Houler
Normondy Shoras
5th & Alton Goroge
7th St. Goroge
Trcnsporiction
Tree Preseryolion
Paople's Tronsporlolion Plon
Police Confiscotion
Police Sp*iol Rryenuer
Poilce Troining
R€d Light Com8ro
Residediol Houring
Emergency 9-l-l
lnformotion & Technology
FUND TOIAL
TOTAL AtL FUNDS
[ess Tronsfers
GRAND TOTAL. ALL FUNDs
EXHIBIT A
Revenue Summory
by Fund qnd Mqior Cotegory
G.O. DEBT SPECIALGENERAT SERVICE RDA ENTERPRISE REVENUES
$ r40,446,000
2,7't6,OOO
117,0@
23,940,000
29.558,000
I 1,032,000
12,o46,O00
2,'t 57,000
6,384.000
I 2,588,000
36,609,000
22,726,OOO-5--36AEZF66-
-f---F25,0-60-
T-50fi57m6- -$----33r3,od0-
-T--5;i-13-p66-
lNTERNALTOTALS SERVICE
$ r40,446,000
2,7t6,OOO
117,O@
23,940,0@
29,558,000
l r,037,000
12,046,000
2,157,OOO
6,384,000
12,588,000
36,609,000
22,726,000-I--36d3-tIo-o--
-f---3Fa5p-do-
T-fi67'dffi-
-I---73;Tr3p-66-
$ 10,237,000
77,584,0@
2 l, I 04,000
46,996,W
20,985,000
35.093,000-fr?Fmmr-a--212u-tr7FE@
$ 967,000
10,417,OOO
't5,258,000
8.62 t,000
I 5,6 1 6,000
28,961,000$ 80.370.000
I 07,000
78,63 r,000
277,OO0
174,OOO
1,264,000
399,000
68,000
226,OOO
I I 2,000
2,795,000
9,26 1,000
90,000
3,896,000
552,000
75,000
4,t,000
1,416,000
766,0@
398,000
395,000
T-OI6A5Eo- -r-mi7Z5IOO-
TSoo-=a 6- T-Bffi66- T?i;iTEIoo- -T.nT,E.frF- 3-i6iZ3E0- -3-64-ffi6- -3-T638;6m-
221
EXHIBIT A
Totol Expendilures by Fund ond Deporlment
Fiscol Yeor 2Ol5/16
G.O. DEBT
FUNCTION/DEPART'IAENT GENERAT SERVICE RDA EMERPRISE R,EVENUES TOTALS SERVICE
$2,@e,o0o
l2O,s74,OOO
ORG DEV & PERFORMANCE INITIATIVE 603,000
MAYOR & COrvtMtSStON
ADMINISTRATIVE SUPPORT SERVICES
CIry MANAGER
COtltI UNICATIONS
BUDGET & PERFORMANCE IMPROV
Educotion Comprct
fINANCE
PROCUREMENT
$2,009,000
3,652,000
1,745,000
2.435.O00
5,38s,000
2,1 12,000
1,455,000
5,282,OOO
SPECIAT
I 07,000
395,000
766,ooo
399,000
28,63 r.000
277,000
t7r',000
1,264,000
ss,2s2,@o
$r r4542pOO
s2Zs,55r,mO
INTERNAL
I 5,258,000
I 5,61 6,000
28.96 1,000
967,O00
8,621,000
\0,447,0W
INTORMATION TECHNOI.OGY
II Tech
HUMAN RESOURCES/IA8OR REIATIONS 2,685,000
Risk Monogement
Medicol & Denlol lnsuronce
CTTY CERK
Cenlrol SeMces
CITY ATTORNEY
ECONO'VTIC DEV. & CUITURAI ARIS
Economic Derelopmenl
REAI. ESTATE, HOUSING & COM,/VI. DEV. 72'I,O@
1,312,000
14,065,000
4,260,000
3,936,000
5,936,000
64 t,000
30,76 1,000
I 4,358,000
4,945,000
99,605,000
62,741,OO0
8,957,000
Homeless Seryices
Residentiol Housing
BUIIDING
Susioinobilily
PIANNING
Cuhurol Arts
TOURISM & CUTTURAT DEV
CONVEMION CENTER
Resorl Tox
Art in Public Plocos
Tourism & Hospitolity Scholorships
Culturol Aris Courcil
OPERAIIONS
CODE COMPI.IANCE
COMMUNIry SERVICES
PARKS & RECREATION
PUBLIC WORKS
Propedy Monogemenl
Sonitotion
Sewr
Stormwoie.
Woter
Woste Houler
Normondy Shores
Tree Preseryolion
CAPITAI. IMPROVEMENT PROJECIS
PARKING
5th & Alton
Zth Sheet Goroge
fEET MANAGEMENT
TNANSPORTATION
People's Tronsportolion Plon
PUBUC SAFETY
POUCE
Police Confiscotion
Police Speciol Revenues
Police Troining
R6d Light Comoro
FIRE
Emergency Monogemenl
E9r I
10,737,000
2 l, I 04,000
16,996,OOO
20,985,000
35,093,000
77,584,OO0
68,000
226,0W
90,000
I r 2,000
2,795,OO0
9,261,000
3,896,000
$r73,785,000
552,000
75,000
41,o00
1,416,000
398,000
222
CIIYWIDE ACCI$Normondy Shorcs
CITWVIDE AcclrcPeroting Contingrnry
CIIYWDE ACCISOtheT
TronsErs
Copitol lnvestmsnt Upkop tund
lnlo & Comm Technology fund
Euilding Resere
Poy<:yougo Copilol
CAPTIAL RENEWAI & REPLACEMEM
G.O. DEBT SERVICE
RDA-City TIF lrcnrf.r only
City Conisr
TOTAT. ALL FUNDS
less Trcnsfurs
GNAND TOTAL. AU ]UNDs
EXHIBIT A
fotol Expenditures by Fund ond DePqrtmenl
Fiscol Yeqr 2Ol5/16
G'O. DEBT SPECIAL INYERNAI
GENERA!SERvlcrnDAENTERPR|SEREvENuEsroIALssERvlcE;: -Tizi-itm-
226,0N
l,t 00,000
10,993,0m
31s,000
395,000
2,608,000
2,400,000
2,7t6,OOO
23,1 13,000
$5,925,O00
23,t t3,Oq,
-$5oo,g-E@-_s58ffi-5r5;i1-,ooo--TriFm--Ei6i;643m-_3e, T6F,6F
'$66,839,000@_
223
EXHIBIT B
Miomi Beoch Police Deporlmenl
Confiscotions - Federql & Stqfe Funds
FY 20 I 5I 16 BUDGET
FEDERAL FUNDS:
Federql Funds - (603)
STATE FUNDS:
Stqte Funds - (6071
Totol Federol & Stote Funds 552,OOO
FYI6
Request
Orqonizotionol Development Trovel & Otf-site testing /o,ooo
Iroininq Supplement to supplement LETTF 70,000
Bulletproof Vest Portnership 60,000
Groffiti erodicotion throuqh Teen Job Corp.25,000
Gym Equipmeni 10,000
Iotol Funds (6O3)235,OOO
FYT6
Requesl
Costs connected with the prosecution/processing of torteitures.20.000
Crime Prevention initiotives & School Lioison Proiects ZU,UUU
AR Rifle Proorom/initiotive- Citv's motch for reimbursement of rifles ot $500.I5,OUU
15% ol Stote Funds collected
drug ond crime prevention
Drooroms.
in FYl4 to be used for drug obuse treotment,
educotion ond non-profit community bosed
29,000
Chief's Conference Room Uoorode 28,000
CID lnterview Room Audio Video Recordinq 60,uou
MBPD Focilities Securitv Comero Svstem Upqrodes I0,000
Articuloted Aeriol Work Plotform Troiler 35,000
Totol Funds (6071 3I7,OOO
224
EXHIBIT B
CERTIFICATION
l, DonielJ. Ooles, Chief of Police, City of Miomi Beoch, do hereby certify thot the
oforementioned proposed reguest for expenditures from the City of Miomi Beoch Police
Confiscotion Trust Fund, for fie FY 2015/16 fiscol yeor providing funds for expenditures,
complies isions of Seclion 932.7055,/)(o), Florido Siofufes, ond the Guide
erolly Forfeited Property for low Enforcement Agencies.
fr4iomi Beoch Police Deportment
8/, t ',
225
EXHIBIT C
Miqmi Beoch Police Deportment
Police Troining ond School Resources Fund
FY 2OI 5116 BUDGET
Educotion of police personnel ot vorious schools, conferences, $4l,OOO
ond workshops; purchose of troining ond operotionol supplies
226
EXHIBIT C
CERIIFICATION
l, DonielJ. Ootes, Chief of Police, City of Miomi Beoch, do hereby ceilify thol the
oforementioned proposed request for expenditures from the City of Miomi Beoch Police
Troining & School Resources Fund, for the FY 2015/16 fiscol yeor, to provide funds for
rhe educotion o[ police personnel ol vorious schools, conferences, ond workshops ond for
the purchose o[ troining ond operotionol supplies, is in occordonce with the guidelines
estoblished by the Division of Criminol Justice Stondords ond Troining, os provided by
Section 938.15 ond 9432L Florido Stolutes.
J. Ootes
of Police
Dote
227
EXHIBIT D
Miomi Beoch Police Deportment
Speciol Revenue Accounl
FY 2OI 5116 BUDGEI
Community Activities
Low Enforcement Equipment ond Supplies
Focilities Mointenonce
$50,000
$2o,ooo
$5,ooo
TOTAL-7516
228
EXHIBIT E
Culturol Gronts
f Receiving Fresh Air Funds {$2000 included in oword omounl)
229
EXHIBIT "F"
MBVCA FY 2OI5I2OI6 WORKPTAN AND BUDGET
ADMIN ISTRAT! ON RECOM MEN DATION
Adopt the Budget
ANALYSIS
BACKGROUND
The Miami Beach Visitor and Convention Authority (MBVCA) was created and exists pursuant to Chapter 57-930
of the Laws of Florida and Sections !02-246 through, and includingT02-254 of the Code of the City of Miami
Beach (CMB).
According to Sec. LO2-251, the MBVCA is to .take "all necessary and proper action to promote the tourist
industry for the city, including but not restricted to causing expert studies to be made, promotional programs,
the recommendations and development of tourist attractions and facilities within the city, and to carry out
programs of information, special events, convention sales and marketing, advertising designed to attract
tourists, visitors and other interested persons." The MBVCA also has the duty of making all necessary rules and
regulations forthe efficient operations of the authority.
The MBVCA is a seven-member authority. Each member is appointed by the City of Miami Beach Commission,
with the goal of encouraging, developing and promoting the image of Miami Beach locally, nationally and
internationally as a vibrant community and tourist destination. To this end, the MBVCA strategically focuses its
funding investments in a balanced manner, fostering outstanding existing programs, stimulating new activities,
and encouraging partnerships. The MBVCA is committed to a careful, long-term plan for allocation of resources
to build the uniqueness of Miami Beach as one of the world's greatest communities and tourism destinations.
A budget revenue projection is provided to the MBVCA by the City of Miami Beach Budget Office annually based
on 5% of the 2% Resort Tax, less 4% tor administrative allowance. On an annual basis the MBVCA must provide
the City with a budget, on City forms, based on this projection as outlined in Sec. 702-252, before October 1't.
The MBVCA normally budgets funding below the City's projection, as the collection of funds can differ
substantially from projection, such as the result of unanticipated problems like an airline strike, terrorism,
economic issues or storms. ln 2008, revenue collections came in 548,000 under estimated projection, and in
200L the revenue collection was down approximately 5300,000 from projection. When and if there are
unallocated funds remaining at the end of the budget year, those funds are either rolled over and allocated in
the next budget year, or retained in MBVCA accounts for future reserves, endowment funding, to address any
funding reductions in future years; in 2001, by statute, the MBVCA began investing into the creation on an
endowment fund.
The MBVCA is required by law to maintain reserve bank accounts in approved public depositories, with sufficient
reserves to cover one year of funding, which it does. Reserves are maintained to pay grant recipients
(contracted) for the previous program funding cycle, and to ensure that sufficient funds can be invested to
stimulate tourism in the future. The level of reserves was modified in 2011 in order to maximize the value and
impact of tourism directed funds.
The MBVCA submits an annual Program of Work to the CMB as required by Sec. L02-287, and is audited
annually by the City of Miami Beach as required in Sec. L02-28L. MBVCA audits have been positive for the past
15 years.
230
EXHIB'T OF'
MBVCA FY 2015/2016 WORKP1AN AND BUDGET
FY 2014/2015 REVIEW/TOURISM ADVANCEMENT PROGRAM fiAP)
The MBVCA Tourism Advancement Program (TAP) was established to promote Miami Beach as a sophisticated
tourist destination by increasing the number of visitors; through enhancement of visitors' experiences; through
the allocation of funds granted to events or programs that bring visitors to the CMB and strengthen the CMB
brand. ln fiscal Vear 20L4/2015, the MBVCA funded TAP in nine categories, including: Cultural Tourism, Film
lncentive, lnitiatives, Major One Time Special Event, North Beach lncentive, Special Events Recurring, Special
Projects, Special Projects Recurring, and Tourism Partnerships. ln 20L4, the MBVCA continued to fund
investments, utilizing funds rolled over from several years past.
A total of s1,252,330 was awarded in FY 2oL4l2OL5, compared to $1,681,122.33 in tY 20L3120L4. The decrease
in awards reflects several rescinded events. Grants funded in partnership with the CMB are critical, branded
tourism-related programs, such as the South Beach Wine & Food Festival and Winter Music Conference, both
examples of events whose beginnings in Miami Beach stem from grants provided bythe MBVCA-events, which
could be recruited by other destinations
FY 2015/2016 TOURISM ADVANCEMENT PROGRAM
The MBVCA strategically focuses funding to maximize tourism and brand, to improve Miami Beach by focusing
on events and projects that generate significant publicity, strengthen brand and increase tourism (generating
critical resort taxes for Miami Beach). The Board pdys significant attention to marquee events.
Review process:
For over a decade, the MBVCA has used a multi-level review process for its grant program; the process is
reviewed annually. The process includes a mandatory pre-proposal staff conference regarding MBVCA policies
and procedures and TAP. During the interview, MBVCA administration advises each potential applicant
regarding the eligibility and appropriateness of the proposed project and defines the grant category best suited
to the potential applicant. Once it is determined that the project is eligible, MBVCA administration will continue
to provide further detail of the process, including required attachments and meeting dates. All grant formats
and policies are available on the MBVCA website. By Florida law, all MBVCA meetings are advertised and open
to the public; all records are public records.
Annually, the MBVCA Board reviews and refines grant guidelines with respect to efficacy and effectiveness. ln FY
20!2/2013, the MBVCA implemented changes to its funding caps and declining scale. The new declining scale
and funding caps allowed the MBVCA to diversify their funding into other areas and initiatives as requested by
the City administration and/or the Board. lnFY 20L5/2015 the MBVCA voted to maintain the criteria in place for
the Major One Time Special Event and Special Events Recurring grant categories requiring a total of 350 hotel
room nights to be contracted, from the original 250 hotel room nights required, and the media impressions up
from 500,000 to a required 1,000,000. The viewership criteria remained at 1,000,000. Grant applicants need to
meet two of the three criteria in place for each of the MBVCA grant categories.
The MBVCA guidelines and application process places emphasis on defining and measuring the economic impact
of each event, as well as considering the impact and value of marketing, publicity and television
origination/viewership. Questions concerning the economic impact of the program, including requiring an
explanation of various aspects of the marketing plan, and how the numbers of hotel room nights are calculated
and where they are contracted, are also required as part of the application, as are the event's or organization's
publicity plan, community and residential involvement, or special residents' considerations. The application
requires contract confirmation for hotel room blocks; media contract agreements and/or viewership contracts
to be attached to the completed application; that data must be confirmed before and after funding is awarded.
Standardized recap sheets and point systems have been developed to give each applicant a score that rates
potential success. Using this tool, the MBVCA can better evaluate the applicant's long-term commitment to the
231
EXHIBIT "F"
MBVCA FY 2015/20T6 WORKPTAN AND BUDGET
community, commitment to brand enhancement, value to tourism, and economic impact. The MBVCA votes on
each specific and individual grant, and evaluates the grant request, funds available and possible extenuating
circumstances after a formal presentation is made by the grant applicant. A question and answer period follows
with further discussion as needed.
RECURRING PROJECTS:
The MBVCA has a current policy in place to fund recurring projects on a declining scale. The declining scale
encourages recurring events to recruit corporate and private sponsorship and, therefore, not solely rely on
MBVCA funds as a means of sustaining the event year after year. The award category establishes funding caps
for recurring events, funding that can be reduced based on the maximum request for the specific grant category.
Below is the current scale, implemented in"FY'2012/13; applicable to non and for profit agencies.
Year 1 lnitial Grant Award
Year 2 No more than 80% of Elieible Request
Year 3 No more thanTOo/o of Eligible Request
Year 4 No more than 50% of Eligible Request
Year 5 New Cycle Begins
CATEGORIES:
Tourism Advancement Program funds are currently awarded in nine categories, including: Cultural Tourism, Film
lncentive, lnitiatives, Major One Time Special Event, North Beach lncentive, Special Events Recurring, Special
Projects, Special Projects Recurring, and Tourism Partnerships. The MBVCA has developed pre-eligibility criteria
for grants within these categories. The criteria allow staff to determine eligibility and the appropriate grant
category. Applicants must meet two of three of the criteria noted.
Grant Categorv Hote! Room Nishts lmpressions Viewership
CulturalTourism 200 s00,000 1,000,000
Film lncentive*250 N/A N/A
lnitiatives**N/A N/A N/A
Major One Time Special
Event
350 1,000,000 1,000,000
North Beach lncentive 75 200,000 500,000
Special Events Recurring 350 1,000,000 1,000,000
Special Proiects 2,500 2s0,000,000 15,000,000
Special Projects
Recurrine
2,500 250,000,000 15,000,000
Tourism Partnerships 200 500,000 5,000
(visitors/attendees/oa rtici pa nts)
+ lndustry specific eligibility criteria in place for this program
** lnitiatives are specifically targeted towards organizations chosen by the MBVCA to carry out the designated initiative
232
EXHIBIT'F'
MBVCA FY 2015/2016 WORKPTAN AND BUDGET
Budget
Budget (TAP) FY 20L4/2075:
The MBVCA has budgeted$L,862,245 for FY 2075/20L6 for'its Tourism Advancement Program which reflects
630/o of the total budget. This grant funding reflects an increase of S156,245 from FY 2OL4l2Ot5. This increase is
due to an increase in the total number of new grants being requested'
o The Tourism Partnerships category is budgeted at 5109,245, reflecting 4% of the total budget for FY
2OL5/20L6. The category currently includes applicants at the maximum request cap of 530,000' Four
applications are anticipated to be received.
. The CutturolTourism category, a joint grant with the City's Cultural Arts Council (CAC) is budgeted at
.S3O,OOO with the"CAC contributing an additional S30,OOO. A total of two applicants are expected, each at
a 530,000 request.
o The Mojor one Time Speciot Event category, representing 8% of the total budget, is budgeted at
S225,OOO inFY 2OL512015, which reflects a decrease from FY 20L4120L5. The MBVCA expects five new
events to apply at a maximum request of 545,000. The MBVCA works tirelessly to stimulate and recruit
new events and is willing and prepared to fund valuable tourism and brand related events' ln fact, the
MBVCA works with all partners, city leadership and media to solicit appropriate new projects. New
applicants are expected to include Beach Bear Weekend, Maison d' Objet, Seed Conscious Plant Based
Food and Wine Festival, and the Serena Williams Live Ultimate Run South Beach.
o The Speciol Events Recurring category, reflecting 25% of the total budget, has been calculated at
5736,000 for Fy 2Otsl2OtG based on the established declining scale and the number of applicants
anticipated to return.
o The Speciot Projects category is budgeted at S27O,OO0 with three applicant expected at the maximum
request of590,000 representing 9% ofthe total budget.
o The Special Projects Recurring category is budgeted at 52142,000 and represents 7L% of the total budget.
Anticipated applicants include the Orange Bowl Marketing Campaign; South Beach Comedy Festival;
Miami Marathon and Half Marathon and Tropical 5K; the Food Network South Beach Wine and Food
Festival; the Miami lnternational Film Festival; FUNKSHION Fashion Week Miami Beach; and Winter
Music Conference. These events, recruited and sustained by the MBVCA, are all marquee events and
annually fillthe City's hotel rooms.
o The Film tncentive category is budgeted at S3O,OOO for FY 20L5120L6, which represents 1% of the
budge! budgeting for a total of 1 possible applicant.
o The North Beoch tnitiative lncentive category is budgeted at 520,000 for FY 20L5/2015, representing 1%
of the budgeq in anticipation of 2 applicants at the maximum request of S10,000 each.
Destination Marketing
The Destination Marketing allocation reflects a 2% of lhe total budget for FY 20L4/2015. This allocation provides
for the additional placement of stories and press releases on the PR Newswire.
New lnitiatives
The MBVCA expects to support new initiatives in FY 2015120L6. Strategic plans, goals and initiatives are
developed through consultation, the result of ongoing communications with the Mayor, Commission and City
Administration. Some of these initiatives include the Worldoutcames Marketing Plan and the continued
support of The Customer and You - Certificate Program in Service. The category is budgeted for FY 20!5/2016
at $130,000, representing4% oflhe total budget.
233
EXHIBIT "F"
MBVCA FY 201512016 WORKPTAN AND BUDGET
Public Relations I nitiative
ln FY 20L312O74, the MBVCA put out a Request for Qualifications (RFQ) for a P.R. agency of record
to enhance Miami Beach's image. The MBVCA selected Hill & Knowlton/SAMCOR to support the MBVCA efforts
by continuing increasing brand awareness through strategic media outreach to consumer and travel trades,
major event recruitment, and business and corporate communications programs. There is an allotment of
5250,000, representing 8% of the total budget, towards this effort.
The current contract with H+K runs through August 30, 2015 in FY 20L512016. Objectives include increased
public relations or tourism related activities in CMB, recruitment of new events and meetings, and improvement
of CMB global reputation. CMB leaders have been active participants in planningand in oversight. H+K has an
extensive presence in the US and internationally. The agencyis ability to network and leverage its global
relationships is crucial to the growth of the 'Miami Beach' brand.
H+K created and distributed a total of 15 press releases during their first year as agency of record, garnering
2,97'J,,443,2!9 media impressions and 12 press releases during their second year, generating 3,913,34L,910
media impressions. ln their third year, H&K generated 2,783,369,818 media impressions to date, through the
issuance of 13 press releases.
During their fourth year, H&K has developed and released a total of 12 press releases, generating a total of
2,033,516,567.00 media impressions, valued at S S21,130,462.94.
Visual Memoirs Proiect
The MBVCA issued an RFP for qualified entities to record, catalogue and warehouse personal and eyewitness
accounts of the history of the City of Miami Beach in FY 201L12OL2. The deliverables included a recorded
detailed history of Miami Beach through personal interviews, creating collateral materials about the history of
Miami Beach and identifying comprehensive exhibit concepts that can be implemented to execute a
comprehensive visual memoir library and promotional campaign.
The Miami Design Preservation League in partnership with Close-Up Productions, was awarded a one year
contract on October 7,}OLL in the amount of 521,000, and the contract was renewed in FY 207212073for an
additional 521,000, which represents L% of the total budget. A total of forty interviews were conducted during
the Project's first year.
The exhibit opened to the public daily for its initial run from mid-October through late November 20L2, free of
charge from 10:00am until 4:30pm and reopened during Art Deco Weekend 2013. The documentary played on a
loop in the lecture hall portion of the Art Deco Welcome Center. Seating was also placed near the screen and
accommodated approximately 25 people at a time with standing room in the back. A total of twelve interviews
have been conducted as of July 2013 with another eight interviews to be completed by September 20t3.
An educational component was developed for FY 20L212013 that included a video and guide for Miami Beach
Middle Schools.
ln FY 20L312014, the videos were prepared for archival as part of a statewide university consortium. MDPL also
collaborated with various institutions to create links to the online materials.
At the end of FY 2OL4|2OL5, MDPL and Close-Up Productions will have conducted and transcribed a total of 75
interviews.
234
EXHIBIT "F"
MBVCA FY 201512016 WORKPTAN AND BUDGET
ln FY 20L512016 MDPL is proposing to conduct an additional 15 interviews with full transcripts as well as
coordinating and presenting the visual Memoirs material at the MDPL Deco Museum. ln addition to their
scheduled interviews, MDPL is also proposing the development of a digital promotional portal showcasing the
video archive with links highlighting other Miami Beach historical resources, housed at institutions in Miami
Beach and Miami Dade County. The "Windows on Miami Beach" portal is expected to generate local interest
and support through school contests and online displays created by students and joint curating displays by
portal partners; offer daily and weekly calendars of partners' events; develop social media linkages that drive
people to the new website and its resources; provide easier access to the interviews, educational videos and
curricula produced by the Visual Memoirs Project; increase patronizing of museums and historic sites on Miami
Beach, and promote Miami Beach as a tourist destination through historic and artistic connections. The FY
207512076 is budgeted at s30,000 which is 1% of thetotal budget.
lTlAPl Development
The MBVCA wishes to provide visitors with timely and relevant information about the City of Miami Beach, its
public and private attractions, services, hotels, businesses, and events in order to enhance visitors (and
residents) experience. Visitors to Miami Beach - all visitors worldwide - are increasingly using technology to
navigate cities or make decisions about leisure experiences, dining, parking, entertainment and travel in general.
Worldwide, technology is king. Many visitors already use the free Miami Beach Wi-Fi service to access the
information they need at locations around town.
Miami Beach visitors and residents are using smartphones and tablets to communicate and acquire information
to make these kinds of decisions on-the-go. lt is now critical for these visitors and residents to have access to
mobile applications (Apps)that can help them obtain the information they need to make a timely and informed
decisions. The FY 2OL5/2OLG is budgeted at 520,000 which is 1o/o of the total budget.
The MBVCA's preliminary review of opportunities and needs was initiated in spring 2011 in consultation with
area experts, and subsequent to a public meeting sponsored by the MBVCA, as a situational analysis. The
MBVCA released an RFP inJanuary 2O!2and awarded a oneyearcontracttoJust Program LLCdba Solodevon
May 22, 2012. Ihe purpose of the RFP was to develop a Miami Beach-focused web-based digital content
management system (CMS) and modifiable database to support 3'd party mobile applications via an application
programming interface (APl).
Currently, the API is fully functional with 230 different categories of businesses each averaging 90 different
services and amenities. Web and App developers will be able to use these attributes to create new and exciting
experiences for their end-users. A fully functional mobile App for the MBVCA API for both iPhone and Android
platforms.
We have allocated S2O,OO0 or l% of the overall budget in FY 20L512016, to add additional categories to expand
the API data to include local non-business information that can be useful in app development such as beach
access roads, public restrooms, and life-guard stands. A total of $55,000 has been allotted to market and
promote the API/App to App developers in the FY 2075120t6, representing 2% of the total budget.
Research and Development
The MBVCA will develop a Strategic list of major events worldwide after consulting with all partners and as the
result of on-going communications. We expect to investigative some of these events with the intention of
making a discovery that can lead to the development of new major event for the destination. The MBVCA has
budgeted 57,500 of the total budgeted towards this effort.
235
EXHIBIT'F'
IYIBVCA FY 2015/2016 WORKPTAN AND BUDGET
Proiected Cash Flow Reserve
The MBVCA has budgeted S2,OOO of the total budget, in the cash flow reserve for FY 20L5120L6. The City of
Miami Beach allots resort tax payments to the MBVCA a month after its collection. Therefore, as a fiscal
responsibility, the MBVCA has built in a 52,000 projected cash flow reserve to its budget to ensure that all grants
awarded will have the necessary funds to be reimbursed upon proper request and documentation.
FY }OLSl2OL6 Administration and Overhead
The MBVCA's administration and benefits costs are budgeted at 5361,255 for the FY 201512015. This figure
represents L2%ofthetotal budget. TheoverheadallocationisbudgetedatSlg5,000whichreflectsT%otthe
overall budget. The increase from FY 2OL4/2OLS is attributed to the cloud information hosting and redundancy,
and staffing a full office. The total administration and overhead is 18% of the total budget.l
FY 2014/2015 Rollover
A total of 5300,000 will be rolled over from FY 2OL4|2O15 into the FY 20L5/20L5 MBVCA budget to fund special
projects. This rollover of funds is primarily from the grants that were either not awarded and/or were rescinded
for noncompliance.
CONCLUSION
At their August 27,2OLS meeting, the MBVCA Board recommended the Mayor and City Commission adopt the
MBVCA Budget for FY 2OL5/2016 in the amount of 52,975,000 as reflected in Exhibit A.
t This is below the non-profit industry standard of 20% (Source: BBB)
236
EXHIBIT ''F''
MIAMI BEACH VISITOR AND CONVENTION AUTHORIW
FY 2otsl2076
ADOPTED BUDGET PROPOSED
FY2014.2015 FY2015.2016 VARIANCC
Unrestricted
Rollover
Projected Resort Tax
TOTAL REVENUES
EXPENDITURES
Administration & Benefits
Operating Expenses
Capital
Total Administration
GRANTS - Tourism Advancement Program
Tourism Partnerships
Cultural Tourism
Major One Time Special Event
Special Events Recurring
Special Projects
Special Projects Recurring
Film lncentive
North Beach lncentive
Total Tourism Adv. Program
Ma rketi n g/PR/Tech nology
Marketing/Communications and PR RFP
visual Memoirs
API Marketing
lT Development
Total
Other
Destination Marketing
I nitiatives
R&D
Projected Cash Flow Reserve
Total other
TOTAL
s 3ss,000
s 2,410,000
5 300,000
S 2.676.000
s (3ss,ooo
s (2,110,000
s 2,76s,000 s 2.976.000 s 211,000
s
s
s
325,000
185,800
3,000
s 361,2ss
s 19s,000
S 3,ooo
s 36,2ss
s 9,200
s
s 513,800 s ss9,25s s 45,455
s 120,000
s 3o,ooo
s 362,000
S 57o,ooo
s 119,920
s 334,080
S 3o,ooo
s 30,000
s 109,24s
s 30,000
s 22s,000
S 736,000
s 270,000
5 442,000
S 3o,ooo
s 20,000
s 10,7ss
s
s 137,000
S 66,000
s (1s0,080
s 707,920
s
s (10,000
S 1,696,000 7,862,24s5 5 L66,245
s 2s0,000
s 21,000
s s0,000
s 10,000
s 2s0,000
s 3o,ooo
s 6s,ooo
s 20,000
s
s (e,ooo
s 1s,000
s 10,000
s 331,000 s 36s,000 5 34,000
s 39,200
s 183,000
S
s 2,000
5 so,ooo
5 130,000
s 7,s00
S 2,ooo
(10,800
53,000
(7,s00
s
s
s
s
224,200S s 189,s00 s (34,700
s 2,76s,000 s 2,976,000 S 211,ooo
237
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COMMISSION ITEM SUMMARY
lntended Outcome Su
The FY 2015fi6 proposed budget is $226,000. This budget includes line items which were requested and
approved by the Normandy District Homeowners'Association on July 17,2015. These include $10,000 for guard
house upgrades and $3,700 for plastic poles and lines leading up to the guard gate. The budget is $4,000 (2%)
higherthan the FY 2014115 adopted budget.
The proposed ad valorem millage recommended by the Administration is 1.0093 mills. This millage rate will fund
the cunent service level budget for the District as well as some remediation work to be performed on the
guardhouse, as requested by the homeowners' association. This millage rate is 0.1212 mills (10.7%) lower than
the FY 2014115 adopted millage of 1.1305. This tax levy would generate proceeds of $154,636, which will be
budgeted al95%, $147,000. The proposed rate of 1.0093 requires a majority approval (4 ot 7 votes) of the
Commission.
The rolled-back rate is the millage rate required to produce the same level of property tax revenue on FY 2015/16
as collected in FY 2014115. The rate is calculated as 0.9956, or 0.1349 mills less than the millage rate adopted
for FY 2014115. The rolled-back millage rate tax levy would generate proceeds of $152,537. The difference
between the cunent service level and rolled-back rate levy is $2,099.
The first public hearing on the District's tentative millage rate and budget for FY 2015116 was held on September
10, 2015. The millage rate presented herein is that which was tentatively adopted at the end of the first public
hearing held on that day.
Amount Account
't
2
Total
Financial lmpact Summary The July 1,2015 Certification of Taxable Value from the Miami-Dade Property
Appraiser reflects a 14.0 percent increase in property tax values from the July 1, 2014 tax roll certification. The
proposed millage rate for the FY 2015116 budget results in property taxes of $154,636 in the Normandy Shores
Neighborhood District Homeowner's Association ($147,000 at 95%).
Condensed Title:
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE NORMANDY SHORES LOCAL GOVERNMENT
NEIGHBORHOOD IMPROVEMENT DISTRICT ADOPTING THE FINAL AD VALOREM MILLAGE RATE OF
1.0093 MTLLS FOR FTSCAL YEAR (Fy) 2015t16 FOR THE NORMANDY SHORES LOCAL GOVERNMENT
DtsTRtcT, wHtcH ts oNE AND FOUR TENTHS PERCENT (1.4o/o) MORE THAN THE "ROLLED-BACK" RATE
oF 0.9956 M|LLS.
lncrease visibility of police; Maintain crime rates at or below national trends
Supporting Data (Surveys, Environmental Scan, etc.):
ln the 2014 Community Survey, both residents and businesses reported the following areas for the City to
address in an effort to improve public safety:o Neighborhood safety during the day (Residents: 98%)o Neighborhood safety during the evening/night (Residents: 88%)
Item Summarv/Recommendation :
Normandy Shores Local Government Neighborhood lmprovement Board meetings on April 13"', June
MIAMIBHACH.Rw 239
I -e. -f. @r^-^-
1915.2015
TO:
FROM:
Cify of Miomi Beoch, 1700 Convention Center Drive, Miomi Beoch, Florido 331 39, www.miomibeochfl.gov
COMMISS MEMORANDUM
Mayor Philip Levine and Members
Jimmy L. Morales, City Manager
DATE: September 30, 2015
SUBJECT: A RESOLUTION OF THE D OF DIRECTORS OF THE NORMANDY
ADOPTTNG THE FINAL AD VALOREM MILLAGE RATE OF 1.0093 MILLS FOR
FrscAL YEAR (FY) 201s116 FOR THE NORMANDY SHORES LOCAL
GOVERNMENT DISTRICT, WHICH IS ONE AND FOUR TENTHS PERCENT
(1.4o/.1MORE THAN THE "ROLLED-BACK" RATE OF 0.9956 MILLS.
ADMINISTRATION RECOMMENDATION
The Administration recommends that the Mayor and City Commission, acting in its capacity
as the Board of Directors for the Normandy Shores Local Government Neighborhood
lmprovement District, adopt the attached resolution which authorizes the City Manager to
transmit the following information to the Miami-Dade County Property Appraiser:
1) The final Adopted Millage Rate for the Normandy Shores Neighborhood
lmprovement District for FY 2015116:
General Operating 1.0093 mills (0.1212 decrease from last year)
2) The final adopted millage rate of 1.0093 mills is 1.4o/o rnoe than the "Rolled-Back" Rate
of 0.9956 mills.
The first public hearing on the tentative District millage rate and budget for FY 2015/16 was
held on September 10,2015. The millage rate herein is that which was tentatively adopted
at the end of the first public hearing on that day.
BACKGROUND
The Normandy Shores Local Government Neighborhood lmprovement District, a dependent
taxing district of its principal, the City of Miami Beach, was established in 1994 to provide
continual 24-hour security to this gated community; FY 2015116 represents it twenty-second
year of operation.
240
FY 2015/16 Normandy Shores Final Millage Rate
September 30, 2015
Page 2 of 4
The District was established by Ordinance 93-2881, and has the authority "fo levy an ad-
valorem tax on real and personal property of up to two mills, provided that no parcel of
property will be assessed more than $500 annually for such improvements". During FY
1998/99 the amount of annual funding to be provided by the City and the dependent status
of the District were issues discussed by the Finance and Citywide Projects Committee. A
determination was reached that the City would fund 35% of the annual cost of the operation
of the community gate guard. This cost will eventually be funded from the golf course
operation of the Normandy Shores Golf Course. lt was further agreed that the City would
continue to supplement the District at current levels until both issues were resolved. On
August 29, 2002, the Administration met with the Normandy Shores Local Government
Neighborhood lmprovement District representatives and agreed to eliminate the $500 cap
on the highest valued home in the District. The enabling legislation was adopted by the
Commission on September 25, 2002. This ensures that the City's contribution from the
General Fund remains at 35% of the operating budget of the District.
PROCEDURE
The operating millage and budget for this dependent special taxing district must be adopted
in accordance with Florida Statutes. This procedure requires that this Resolution be
considered immediately after the millage and budget of the principal taxing authority, i.e.,
City of Miami Beach.
It also prescribes that a final millage be adopted first. This is accomplished by adopting a
Resolution which states the percent increase or decrease over the "Rolled-back" rate, and
the date, time, and place of the second public hearing scheduled to adopt the final millage.
Following this, another Resolution which adopts the final Normandy Shores District
operating budget must be approved. (See accompanying District Budget Agenda item for
details).
The statute requires the name of the taxing authority, the rolled-back rate, the percentage
increase, and the millage rate be publicly announced before adoption of the millage
resolution.
ANALYSIS
On July 1, 2015, the City received the 2015 Certification of Taxable Value from the Property
Appraiser's Office stating that the taxable value for Normandy Shores is $153,211,486
which includes an increase of $1,138,178 in new construction, renovation, etc. The
preliminary value represents an increase of $18,848,290 from the July 1,2014 Certification
of taxable value of $1 34,363,1 96 (14.0 percent) and an increase of 14.4 percent over 201 5's
July 2014 value of $133,926,705. lt is important to note that the January 1,2014 tax roll for
Normandy Shores decreased by almost $436,491 (0.3%) between the July 1, 2014
valuation and the valuation on July 1,2015, due to appeals, adjustments, etc.
241
FY 2015/16 Normandy Shores Final Millage Rate
September 30,2015
Page 3 of 4
Current Service Level Budget
The current service level budget reflects budget increases or decreases necessary to
provide the current level of services in the coming year. The proposed FY 2015/16 current
service level budget is $226,000. This budget includes line items which were requested and
approved by the Normandy District Homeowners'Association on July 17,2015. These
include $10,000 for guard house upgrades and $3,700 for plastic poles and lines leading up
to the guard gate. The budget is $4,000 (2%) higher than the FY 2014115 adopted budget.
The proposed ad valorem millage recommended by the Administration is 1.0093 mills. This
millage rate will fund the current service level budget for the District as well as some
remediation work to be performed on the guardhouse, as requested by the homeowners'
association. This millage rate is 0.1212 mills (10.7%) lower than the FY 2014115 adopted
millage of 1.1305. This tax levy would generate proceeds of $154,636, which will be
budgeted at 95o/o, $1 47,000.
The rolled-back rate is the millage rate required to produce the same level of property tax
revenue on FY 2015116 as collected in FY 2014115. The rate is calculated as 0.9956, or
0.1349 mills less than the millage rate adopted for FY 2014115. The rolled-back millage rate
tax levy would generate proceeds of $152,537. The difference between the current service
level and rolled-back rate levy is $2,099. The adoption of the current service level millage of
1.0093 would require a majority vote of the Commission.
Further, pursuant to State Statute, the City may elect to approve millage rates above the
rolled-back rate up to the constitutional cap of 10 mills subject to the following votes by the
Commission or referendum:
. Option l: A majority of the approval of the Commission Millage is required to approve a
millage up to 1.0551 (equivalent to a 1.96% increase in Property Tax revenues). The
1.960/o increase is the state per capita personal income gain for the prior calendar year.
. 9l!!-on-!!: A two-thirds approval (5 of 7 votes) of the Commission is required to approve
a millage up to 1.1606 (equivalent to a 10% increase in Property Tax revenues above
Option l).
. 9I!!g!--!!!: A unanimous approval of the Commission or referendum is required to
approve a millage above 1.1606 mills
The proposed rate of 1.0093 requires a maioritv approval (4 of 7 votes) of the Commission.
tt must be noted that in accordance with State Statute, there is a 10 mill operating cap which
cannot be exceeded without voter approval. Combining both millages from the dependent
district (1.0093 and the principal taxing authority (5.9123) totals 6.9216 mills, which is
3.0784 mills less than the 10 millcap.
The first public hearing on the tentative District millage rate and budget for FY 2015/16 was
held on September 10,2015. The millage rate herein is that which was tentatively adopted
at the end of the first public hearing on that day.
242
FY 2015/16 Normandy Shores Final Millage Rate
September 30, 2015
Page 4 of 4
CONCLUSION
The City Commission, acting in its capacity as the Board of Directors of the District, should
adopt the attached Resolution which establishes a final millage.
JLM/J&>
243
RESOLUTION NO.
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE
NORMANDY SHORES LOCAL GOVERNMENT NEIGHBORHOOD
IMPROVEMENT DISTRICT ADOPTING THE FINAL AD VALOREM
MTLLAGE OF 1.0093 MILLS FOR FTSCAL YEAR (Fy) 2015/16 FOR THE
NORMANDY SHORES LOCAL GOVERNMENT DISTRICT, WHICH !S
oNE AND FOUR TENTHS PERCENT (1.4%l MORE THAN THE..ROLLED.BACK" RATE OF 0.9956 MILLS.
WHEREAS, for the purpose of providing security services within the Normandy Shores
neighborhood area, the Mayor and City Commission adopted Ordinance No. 93-2881 on October
20, 1993, which authorized the creation of the NormandyShores LocalGovernment Neighborhood
lmprovement District (District); and
WHEREAS, Section 200.065, Florida Statutes, specifies the method by which
municipalities may fix the operating millage rate and adopt an annual budget for dependent taxing
districts; and
WHEREAS, the maximum millage that.can be approved by a simple majority (4/7) vote is
1.0551; anything beyond that requires a 5/7'n'vote; and
WHEREAS, on July 31,2015, the City Commission, acting as the Board of Directors of the
District, following a duly noticed public hearing, adopted Resolution 2015-29101 which set the
proposed operating millage rate for the District at 1 .0093 mills for the purpose of providing security
services within the District; and
WHEREAS, accordingly, on September 10,2015, pursuant to Section 200.065 of the
Florida Statues, the City Commission, acting as the Board of Directors of the District, held its first
duly noticed public hearing to consider the Tentative Ad Valorem Millage and Tentative Operating
Budget (FY 2015/16) for the District; and
WHEREAS, accordingly, on September 30,2015, pursuant to Section 200.065 of the
Florida Statues, the City Commission, acting as the Board of Directors of the District, held its
second duly noticed public hearing to consider the FinalAd Valorem Millage and Final Operating
Budget (FY 2015/16) for the District.
NOW, THEREFORE, BE IT DULY RESOLVED BYTHE BOARD OF DIRECTORS OF THE
NORMAN DY SHORES LOCAL GOVERN M ENT N EIGH BORHOOD IM PROVEM ENT DISTRICT,
that, following a duly noticed public hearing on September 30, 2015, the Board hereby adopts the
Final Operating Millage rate of 1.0093 mills for the District for FY 2015116, which is one and four
tenths percent (1.4%) more than the "Rolled-back" rate of 0.9956 mills.
PASSED and ADOPTED this 30th day of September 2015.
ATTEST:
Chairperson of the District
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
\,\ ("- D\"f
Secretary to the District
CllyAtlomey {
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THIS PAGE INTENTIONALLY LEFT BLANK
246
COMMISSION ITEM SUMMARY
Gondensed Title:
A RESOLUTION ADOPTING THE FINAL OPERATING BUDGET FOR THE NORMANDY
SHORES LOCAL GOVERNMENT NEIGHBORHOOD IMPROVEMENT DISTRICT FOR FISCAL
YEAR (FY) 2015116.
lntended Outcome
lncrease visibility of police; Maintain crime rates at or below national trends.
Suppofting Data (Surveys, Environmental Scan, etc.):
ln the 2014 Community Survey, both residents and businesses reported the following areas
for the City to address in an effort to improve public safety:. Neighborhood safety during the day (Residents: 98%). Neighborhood safety during the evening/night (Residents: 88%)
ltem Summarv/Recommendation :
The total operating expenditures to provide the proposed budget to this district is $226,000 for
FY 2015116. The City of Miami Beach General Fund is required to provide 35o/o of the total
operating expenditures ($79,000), and the City has funded this amount since the District was
established in 1994. The amount provided by the General Fund for this purpose in FY 2014115
was $77,700.
The FY 2015/16 current service level budget is $226,000. The budget provides for continual 24-
hour security and includes line items which were requested and approved by the Normandy
District Homeowners'Association on July 17,2015. These include $10,000 for guard house
upgrades and $3,700 for plastic poles and lines leading up to the guard gate. The budget is
$4,000 (2%) higher than the FY 2014115 adopted budget.
The first public hearing on the District's tentative millage rate and budget for FY 2015/16 was
held on September 10,2015. The City Commission adopted the tentative millage of 1.0093 and
the operating budget for the district in the amount of $226,000.
Normandy Shores Local Government Neighborhood lmprovement Board meetings on April
13th. June 23'd and Julv 9th. 2015
Financial lnformation:
Source of
$ 147.000
Financial lmpact Summary The $79,000 impact to the General Fund from the FY 2015116
budget is $1,300 more than the FY 2014115 adopted budqet impact of $77,700.
Assistant Gity Manager
# MIAMIBEACH ltDA rrEM f41 B Z
247
r915. 2015
fu.{d",lffi.ffi/rrcw$
City of Miomi Beoch, l7O0 Convention Center Drive, Miomi Beoch, Florido 33139. www.miomibeochfl.gov
COMMISSION MEMORANDUM
Mayor Philip Levine and Members of City
FROM:Jimmy L. Morales, City Manager
DATE: September 30, 2015
SUBJECT: A RESOLUTION OF THE BOARD DIRECTORS OF THE NORMANDY SHORES
LOCAL GOVERNMENT NEIGH IMPROVEMENT DISTRICT ADOPTING
THE FINAL OPERATTNG BUDGET FOR FISGAL YEAR (FY) 2015/16.
ADMINISTRATION RECOMMENDATION
Adopt the Resolution which establishes the final operating budget for the Normandy Shores
Local Government Neighborhood lmprovement District for FY 2015116 in the amount of
$226,000.
BACKGROUND
The Normandy Shores Local Government Neighborhood lmprovement District (the District), a
dependent taxing district of its principal, the City of Miami Beach, was established in 1994 to
provide continual 24-hour security to this gated conrmunity; FY 2015/16 represents its twenty-
second year of operation.
The District was established by Ordinance 93-2881 , and has the authority "to levy an ad-valorem
tax on real and personal property of up to two mills, provided that no parcel of property will be
assessed more than $500 annually for such improvements". During FY 1998/99 the amount of
annual funding to be provided by the City and the dependent status of the District were issues
discussed by the Finance and Citywide Projects Committee. A determination was reached that
the City would fund 35% of the annual cost of the operation of the community gate guard. This
cost will eventually be funded from the golf course operation of the Normandy Shores Golf
Course. lt was further agreed that the City would continue to supplement the District at current
levelsuntiltheGolfCourseassumesthiscost. OnAugust29,2002,theAdministrationmetwith
the Normandy Shores Local Government Neighborhood lmprovement District representatives
and agreed to eliminate the $500 cap on the highest valued home in the District. The enabling
legislation was adopted bythe Commission on September25, 2002. This ensures thatthe City's
contribution from the General Fund remains at 35% of the operating budget of the District.
PROCEDURE
The operating millage and budget for this dependent special taxing district must be adopted in
accordance with Florida Statutes. This procedure requires that this Resolution be considered
immediately after the final millage for Normandy Shores District has been adopted (See
accompanying District Millage Agenda ltem for details).
248
FY 2015/16 Normandy Shores Final Budget
September 30, 2015
Page 2 of 2
ANALYSIS
The total operating expenditures to provide the proposed budget to this district is $226,000 for FY
2015116. The City of Miami Beach General Fund is required to provide 35% of the total operating
expenditures ($79,000), and the City has funded the 35% foreach of the twenty-one years since
the District was established. The amount provided by the General Fund for this purpose in FY
2014115 was $77,700.
The proposed FY 2015116 current service level budget is $226,000. This budget includes line
items which were requested and approved by the Normandy District Homeowners'Association
on July 17,2015. These include $10,000 forguard house upgrades and $3,700 for plastic poles
and lines leading up to the guard gate: The budget is $4,000 (2%) higher than the FY 2014115
adopted budget.
The $79,000 impact to the General Fund from the FY 2015116 proposed budget is $1,300 more
than the FY 2014115 adopted budget impact of $77,700.
To provide the current level of security required by this district, the Administration recommends
the final ad valorem millage of 1.0093 mills. This tax levy will generate proceeds of $154,636.
The decrease of 0.1212 mills from the prior year millage represents an annual decrease of
$40.00 to the City averag e 2Q15 homesteaded property of $353,999 taxable value.
On September 10, 2015, the Mayor and City Commission adopted the tentative operating budget
for the District in the amount of $226,000 and the operating millage rate of 1.0093.
The final operating budget for the District is as follows:
Revenues
Ad Valorem Tax $ 147,000
City's General Fund 79,000Total $ 226,000
Expenses
Security Service $ 171,000Maintenance 41,300
Guard House Upgrades & Poles 13.700Total $ 226,000
CONCLUSION
The City Commission, acting in its capacity as the Board of Directors of the Normandy Shores
Local Government Neighborhood Improvement District, should adopt the attached Resolution
which establishes the final operating budget of $226,000.
JW
e,
JLM/
249
RESOLUTION NO.
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE
NORMANDY SHORES LOCAL GOVERNMENT NEIGHBORHOOD
IMPROVEMENT DISTRICT ADOPTING THE FINAL OPERATING
BUDGET FOR FTSCAL YEAR (FY) 201sl16.
WHEREAS, for the purpose of providing security services within the Normandy
Shores neighborhood area, the Mayor and City Commission adopted Ordinance No. 93-
2881 on October 20, 1993, which authorized the creation of the Normandy Shores Local
Government Neighborhood Improvement District (District); and
WHEREAS for the purpose of providing security services within the District, a
final budget has been developed to fund projected FY 2015/16 operating expenses; and
WHEREAS, accordingly, on September 10,2015, pursuant to Section 200.065 of
the Florida Statutes, the City Commission, acting as the Board of Directors of the District,
held its first duly noticed public hearing to consider the Tentative Ad Valorem Millage and
Tentative Operating Budget (FY 2015/16) for the District; and
WHEREAS, accordingly, on September 30, 2015, pursuant to Section 200.065 of
the Florida Statues, the City Commission, acting as the Board of Directors of the District,
held its second duly noticed public hearing to consider the Final Ad Valorem Millage and
Final Operating Budget (FY 2015/16) for the District.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE BOARD OF
DIRECTORS OF THE NORMANDY SHORES LOCAL GOVERNMENT
NEIGHBORHOOD IMPROVEMENT DISTRICT, that, following a duly noticed public
hearing on September 30, 2015, the Board hereby adopts the final operating budget for
the District for FY 2015116 as summarized and listed below:
Revenues
Ad Valorem Tax
City's General Fund
Expenses
$ 147,000
79.000
$ 226,000Total
Security Service $ 171,000Maintenance 41,300
Guard House Upgrades & Poles 13.700Total $ 226,000
PASSED and ADOPTED this 30th day of September,2015.
Chairperson of the District
ATTEST:
& FOR,EXECUTION
l-L;L A l- rl;;[r7
APPROVED AS TO
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252
COMMISSION ITEM SUMMARY
Gondensed Title:
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH,
FLORIDA, ADOPTING THE FINAL CAPITAL IMPROVEMENT PLAN FOR FY 2015116 -2019/20;AND
ADOPTING THE CITY OF MIAMI BEACH FINAL CAPITAL BUDGET FOR FISCAL YEAR (FY) 2015/16
lntended Outcome
Ensure Value and Timely Delivery of Quality Capital Projects, lmprove Storm Drainage Citywide, and
Maintain Citv's I nfrastructure
Supporting Data (Surveys, Environmental Scan, etc.): The following have been prioritized as key
intended outcomes for the City's Strategic Plan: Ensure reliable stormwater management and resiliency
against flooding by implementing select short and longterm solutions including addressing sea level rise,
ensure comprehensive mobility addressing all modes throughout the city, build and maintain priority
infrastructure with full accountability, and enhance pedestrian safety universally. The FY 2015116 Capital
Budget and the Capital lmprovement Plan for FY 2015116 through 2019120 includes funding for capital
oroiects to address each of these priorities.
Item Su mmarv/Recommendation :
The FY 20'15116-FY 2019120 CIP for the Cityof Miami Beach is a five year plan for public improvements
and capital expenditures by the City. This document is an official statement of public policy regarding long-
range physical development in the City of Miami Beach. The Capital lmprovement Plan has been updated
to include projects that will be active during FY 2015/16 through 2019120.
The Plan has been updated to include additionalfunding sources that have become available, changes in
project timing, and other adjustments to ongoing projects as they have become better defined. Certain
adjustments have been made to reflect projects that have been reconfigured, retitled, combined with or
separated from other projects and/or project groupings. These adjustments have no fiscal or cash impact
and are as a result of a comprehensive review of the program to insure that our plan accurately reflects all
project budgets, funding sources and commitments. The Plan also contains information on appropriations
prior to FY 2015116 for ongoing/active projects, as well as potential future appropriations beyond FY
2019120.
The FY 2015116 Capital Budget presents project budgets for both the current and new capital projects
necessary to improve, enhance and maintain public facilities and infrastructure to meet the service
demands of residents and visitors to the City of Miami Beach. The Capital Budget for FY 2015116
appropriates funding for projects that will require commitment of funds during the upcoming fiscal year,
including construction contracts and architecUengineer contracts to be awarded during the year.
At Finance & Citywide Projects Committee meetings on June 3', July 1o, and July 17'n, 2015, the fy
2015116 Capital Budget and updated CIP was discussed and adjustments were made to the funding
Financial lnformation:
Amount Account
7 $754.761.229 Various - See attachment A of Resolution FY 2015116
OBP!Total
Financial lmpact Summary: The FY 2015116 Capital Budget totals $754,761,229, of which
$624,250,000 is for Convention Center-related projects. Net of the RDA Anchor Garage and Proposed
Future RDA Bonds aoorooriations of $310,096,000, the FY 2015116 capital budget is $444,665,229.
Assistant Gity Manager
(s MIAMIBAACH 253
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Il-,-,
It li) . 201Ii
City of Miomi Beoch, lZ00 Convenlion Center Drive, Miomi Beoch, Florido 33,l39, www.miomibeochfl.gov
COMMISSION MEMORANDUM
TO:Mayor Philip Levine and Members of City
FRoM: Jimmy L. Morales, City Manager
DATE: September 30, 2015
SUBJECT: A RESOLUTION OF THE MAYOR AIfD CITY COMMISSION OF THE CITY OF MIAMI
BEACH, FLORIDA, ADOPTING FINAL CAPITAL IMPROVEMENT PLAN FOR
FTSGAL YEARS (FY) 2015/16 -2019t20 AND ADOPTTNG THE GITY OF MrAMr BEACH
F|NAL CAPTTAL BUDGET FOR (FY) 2015t16
ADMINISTRATION RECOMMENDATION
Adopt the Resolution adopting the Final Capital lmprovement Plan for FY 2015116 - 2019120 and
adopting the Final Capital Budget for FY 2015116.
BACKGROUND
Planning for capital improvements is an ongoing process; as needs change within the City, capital
programs and priorities must be adjusted. The Capital lmprovement Plan ("ClP') serves as the
primary planning tool for systematically identifying, prioritizing and assigning funds to critical City
capital development, improvements and associated needs.
The City's capital improvement plan process begins in the Spring when all departments are asked to
prepare capital improvement updates and requests on the department's ongoing and proposed
capital projects. lndividual departments prepare submittals identifying potentialfunding sources and
requesting commitment of funds for their respective projects.
ln the spring of 2006, the City created a Capital Budget Process Committee comprised of the Capital
lmprovements Office, Department of Public Works, Planning Department, Fire Department, Parks
and Recreation Department, Parking Department, and Fleet Management Department, togetherwith
the Finance Department and the Office of Budget and Performance lmprovement. The Committee is
responsible for reviewing and prioritizing new capital projects that will be funded in a given fiscal
year, and for recommendation of funding allocations from authorized sources for the prioritized
projects. The Committee developed and implemented a structured committee process for
development of the Capital Plan and Budget, including review criteria projects must meet in orderto
be considered for funding. Under the Capital Budget Process Committee process, departments
submit proposed new project requests which staff reviews. Then, there is a sign-off by impacted
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Resolution Adopting The FY 2U 5n 6 Final Capital Budget and FY 2U 5n 6 - 2019/20 CIP
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departments, and a preliminary prioritization of the projects. The process is reviewed and refined
annually by the Committee.
Based on the direction received from the Finance and Citywide Projects Committee in February
2008, the process was modified to allow for early input to the prioritization process by the
Commission, subject to the availability of funds. Under the revised process, a preliminary list of
unfunded projects is presented to the Commission orthe Finance and Cihyrittide Projects Committee,
providing the opportunity for input and prioritization. This is consistent with the process for
Commission input regarding operating budget priorities and the format used is similarto that used to
seek guidance on operating budget priorities in prior years. The Capital Budget is adopted at the
second budget hearing in September.
GOMMITTEE REVIEW
On May 11 ,2015, capital funding priorities were discussed a meeting of the Finance and Citywide
Projects Committee. The City Manager, Assistant City Managers, the Capital lmprovement Project
Office Director, other Department Directors, and other City staff were available to discuss specific
projects and respond to the Committee's questions.
Based on the review, on June 3, 2015 the Office of Budget and Performance lmprovement
presented potential projects for funding in the FY 2015116 Capital Budget with associated available
funds.
Per the directirin of the Finance and Citywide Projects Comrnittee at their June 3, 2015 meeting,
the follgwing changes were made:
Renewal & Replacement Fund
Pursuant to a 12o/o increase in property values, estimated revenue for Renewal & Replacement was
increased from $2,300,000 to $2,694,000. Based on the changes below, the new FY 2015116
recommended funding total is $2,380,000, leaving $314,000 available for Contingency.
Based on Committee direction, the following projects were determined to be inconsistent with
the intended uses of Renewal & Replacement funds and moved to the PAYGO list:
o Flamingo Football Stadium Bleachers Replacement: $116,000
o Palm lsland Playground Safety Surface: $80,000
. Flamingo Park Pool Playground Replacement: $245,000
. Police Station Main Gate Replacement & Helipad Fire Extinguisher: $45,000
. Normandy lsle Pool Playground Equipment: $245,000
. Neighborhood Basketball Court Renovations: $137,000
. Neighborhood Tennis Court Renovations: $92,000
. North Shores Park Playground Safety Surface: $31,000
. Scott Rakow Youth Center Reception and Bowling Enhancements: $66,000
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Resolution Adopting The FY 2U 5n 6 Final Capital Budget and FY 2U 5n 6 - 2019/20 CIP
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Due to funding capacity becoming available from the moves above, the following projects are
hereby proposed for Renewal & Replacement funding:
. Pavement & Sidewalk Program - FY 16: $500,000
. Street Lighting lmprovement Program: $300,000
. City Hall Roof & Skylight Restoration: $300,000
. PAL Building Ext. Paint & Waterproofing: $50,000
Concurrencv Mitioation Fund. City's match for the lntelligent Transportation System will not to be appropriated until the
TIGER grant is awarded. This amount has been moved to be reserved as a contingency
pending this award.
Local Option Gas Taxo Per request from Transportation, added a new project request for a Traffic Circle at 47th
Street and Meridian Ave in the amount of $250,000.
o Pavement & Sidewalk Program - FY 16 project funding reduced from $945,000 to
$695,000 to accommodate new request from Transportation for 47th Street Traffic Circle;
additional paving funds identified in Renewal & Replacement
Half Cent Transit Surtax - Countv (PTP)
The Committee provided direction to include funding for creating green bike lanes beginning with
pending projects and plan for adding green bike lanes throughout the City. With the changes
below, the new remaining available balance is $335,896.. Per request from Transportation, proposed funding for project named Euclid Avenue
between 17th Street and 5th Street Protected Bike Lanes increased by $348,000 from
$122,000 to $470,000 to include Green Bike Lanes. New name: Euclid Avenue between
17th Street and Sth Street Protected and Green Bike Lanes.
. Per request from Transportation, added a new project request for a Shared Path on
Parkview lsland Park from 73rd Street to 77 Street in the amount of $320,000.
. Per request from Transportation, adding the following projects for various Green Bike
Lanes (Citywide) totaling $663,000:
o Green Bike Lane - Royal Palm Avenue from 42nd Street to 47th Street
o Green Bike Lane - Prairie Avenue from 28th Street to 44th Street
o Green Bike Lane - 47th Street between Pine Tree Drive and Alton Road
Pav-As-You-Go (PAYGO)
o Stillwater Fitness Circuit: $36,000
. Commission Chambers estimate increased from $575,000 to $750,000.. City Hall Space Plan (in Tier 2) reduced from $634,029 to $350,000
. Funding for Maurice Gibb Soil Remediation was reduced in PAYGO by $196,000 to a
total of $604,000 and the $196,000 funded in Parks & Rec Beautification Fund.
. The Kayak Launch Docks project requests were moved to North beach Quality of Life.
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Resolution Adopting The FY 201 5/16 Final Capital Budget and FY 201 5h 6 - 2019/20 CIP
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PotentialAdditional Revenue to PAYGO from an Enhancement offset by proposed Reductions
in the General Fund is estimated to add $1,000,000 to PAYGO and the following "Tier 2"
projects are proposed to be funded with the additional revenue:
. City Hall Space Plan lmplementation - $350,000. Pinetree Dr. Australian Pine Tree Structural Pruning - $147,000. Normandy lsle Park Turf Replacement - $255,000. Flamingo Football Stadium Bleachers Replacement - $1 15,000
. Police Station Building Main Gate Replacement & Helipad Wheeled Fire Extinguisher
Equipment - $45,000. Palm lsland Playground Safety Surface - $79,537
PotentialAdditional Revenue to PAYGO from reimbursement from County is estimated to add
$1,304,000 to PAYGO and the following "Tier 3" projects are proposed to be funded with the
additional revenue. These projects were moved from Renewal & Replacement:
. Flamingo Park Pool Playground Replacement - $245,000. Normandy lsle Pool Playground Equipment - $245,000. Neighborhood Basketball Court Renovations - $137,000. Neighborhood Tennis Court Renovations - $92,000. North Shore Park Playground Safety Surface - $31,000. Scott Rakow Youth Center Reception and Bowling Enhancements - $66,000
South Beach - Qualitv of Life. Funding for Maurice Gibb Park Floating Dock for non-motorized vessels was moved to the
South Beach Quality of Life fund to allow for $196,000 of the Maurice Gibb Soil Remediation
project to be funded from the Parks & Rec Beautification fund.
North Beach - Qualitv of Lifeo Funding for Kayak Launch Docks project was moved to the North Beach Quality of Life
fund to free up PAYGO funds.o Per request from the CIP department, there is an increase to FY 16 Proposed budget for
Tents at North Beach Bandshell from $200,000 to $400,000, bringing the budget for the
project to $500,000 ($100,000 has already been funded).
Future Parkinq Bondso lncrease to the Proposed Parking Bonds from $59.5 million to $64.8 million
Per the direction of the Finance and Citynride Projects Committee at their July 1 ,2015 meeting,
the followingchanges were made:
Qualitv of Life - South Beacho Remove Espafiola Way Conversion to Pedestrian Mall project estimated at $1.1 million
Pav-As-You-Go (PAYGO)
. Remove the Press Room portion of the City Hall Space Plan project in the amount of
$215,000
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Resolution Adopting The FY 201 5/16 Final Capital Budget and FY 201 5h 6 - 2019/20 CIP
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Local Option Gas Tax. Remove Traffic Circle at47th Street and Meridian Ave in the amount of $250,000
Qualitv of Life - North Beach
. Remove additional funding request of $400,000 above the $100,000 already funded for
the Tent for North Beach Bandshell project
The following changes were made after the July 1tt, Finance Committee meeting.
Concurrencv Mitioation Fund. Request from Public Works to increase funding for the West Avenue Bridge project by
$800,000 needed to proceed with construction in Q2 FY 2015116, to coincide with
completion of construction on the Venetian project
Pav-As-You-Go (PAYGO)
. The omission of the Press Room from the City Hall Space Plan added $215,000 in available
balance for "Tier 2" funding making the total available balance in Tier 2$228,000. Therefore
allowing for some projects in "Tier 3" to be moved up to "Tier 2".
o Scott Rakow Youth Center Reception and Bowling Enhancements - $66,000
o Neighborhood Tennis Court Renovations - $53,000 (Partialfunding; the remaining
$39,000 to be funded in FY 2016117)
o Neighborhood Basketball Court Renovations - $70,000 (Partial funding; the
remaining $67,000 to be funded in FY 2016117)
o Standardized Park Bench Replacements - $20,000 (Partialfunding; the remaining
$50,000 to be funded in FY 2016117)
o Standardized Park Trash Replacement - $50,000 (Partial funding; the remaining
$16,000 to be funded in FY 2016117)
. The Flamingo Park Pool Playground Replacement project was moved from "Tier 3" to be
split funded from various GO bond funds.
Qualitv of Life - South Beach
. Moved project named Miami Beach Golf Course - Landscape Removal & Replacement from
Parks & Rec Beatification Fund to QOL-SB to accommodate new request from Parks &
Recreation.
Qualitv of Life - Mid-Beach
. Added new request from Parks & Recreation for Beachview Park lmprovements in the
amount of $250,000.
Qualitv of Life - North Beach
. Per Parks & Recreation, funding for North Shore Open Space Dog Fountain project is no
longer needed as a pipe was found that can be used for the fountain.
. The Altos del Mar Park project can be fully funded from Quality of Life funds because lhe
Tent for the North Beach Bandshell funding request was removed on July 1't. This freed up
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Resolution Adopting The FY 201 5/16 Final Capital Budget and FY 201 5/16 - 2019/20 CIP
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Page 6
funding in various GO bond funds for the Flamingo Park Pool Playground Replacement
project formerly on the PAYGO list.
GO Parks & Rec Beautification Fund
o The Miami Beach Golf Course - Landscape Removal& Replacementwas moved to Quality
of Life - South Beach Fund.
. Removed Altos del Mar Park funding which will now be funded from QOL-NB and added
partial funding of $65,383 for the Flamingo Park Pool Playground Replacement project
formerly on the PAYGO list
2003 GO Bonds Parks & Beaches
. Per Parks & Recreation, deleted Pine Tree Dog Park expansion. This made available
$106,000.
. Per Parks & Recreation request, added funding for Polo Park lmprovements, in the amount
of $70,000. ln order to accommodate the request for Polo Parks lmprovements, reduced
project named Palm lsland Park Landscaping, Sod, and lrrigation by $21,000.
. Removed Altos del Mar Park funding which will now be funded from QOL-NB and added
partial funding of $75,442 for the Flamingo Park Pool Playground Replacement project
formerly on the PAYGO list
1996 GO Bonds Recreation, Culture. and Parks
. Removed Altos del Mar Park funding which will now be funded from QOL-NB and added
partial funding of $104,175 for the Flamingo Park Pool Playground Replacement project
formerly on the PAYGO list
Changes per Corymission from July'17th Finance & Citywide Projects Committee meeting:
Qualitv of Life - South Beach
o Add back Espafiola Way Conversion to Pedestrian Mall. $264,000 in FY 16 and $848,000 in
FY 17.
Pav-As-You-Go (PAYGO)
. Remove Commission Chambers Renovations in the amount of $750,000
Changes made after July 17 ,2015 Finance & Citywide Projects Committee meeting:
Renewal & Replacement
. Updated FY 16 Estimated revenue from 1 2o/o to 13o/o = $22,000 increase or $2,716,000
Parkino Operations
. Revised FY 17 Programmed for corrected A|PP contributions
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Resolution Adopting The FY 2U 5n 6 Final Capital Budget and FY 201 5/16 - 2019/20 CIP
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Qualitv of Life - North Beach
. Added $200,000 for North Shore Open Space Park Re-Design. Although this project is
funded from private developer's contribution, this funding will advance the design progress
and can be reimbursed once the contribution is received. Total estimated cost for design is
$850,000. $650,000 available from $1M already received from developer. $350,000 is
needed for a North Beach Master Plan.
Convention Center Fund
. Added a new project for Replacement of a section of the Convention Center roof. Total
estimated cost is $2,500,000.
Anchor Shops
o lncreased funding for Anchor Garage/Shops Windows project in the amount of $46,000 to
complete replacement of existing windows to impact resistant windows.
People's Transportation Plan (PTP)
. The amount to de-appropriate from 16th St. Operational lmprov/Enhancementwas changed
from$4,77,934 to $3,030,934. The former number included the FY 201512016 Programmed
amount ($1,747,000) which is not actually appropriated and therefore cannot be de-
appropriated.
o ln FY 2014115 the project named "West Avenue I Bay Road lmprovements" had been
programmed for FY 2015116 $1 ,512,000 which was moved during the budget process to FY
201512016 Proposed Budget. However this project is already fully funded for in the
Proposed Water & Sewer Master Plan Program in the Water & Sewer Bonds.
South Pointe Capital
o Added the following Priority 1 seawall projects:
o Seawall- Holocaust Memorial - Collins Canal- $400,000o Seawall26th Street-West End - $325,000o Seawall Julia Tuttle Causeway Exit Alton Road East - $1,125,000o Seawall- Dade Blvd Collins Canal- Convention Center Drive to Washington
Avenue - $2,375,000o Seawall Dade Blvd Collins Canal - Washington to 23rd Street - $1,625,000o Seawall Convention Center-Collins Canal - $1,800,000
Buildino Trainino & Technoloqv Account
. Added $150,000 to the existing Building Process System project for peripheral equipment
related to the Energov project.
Proposed Bonds
o Parking, Resort Tax and RDA projects which were included in the FY15 budget pending
bond issuance were moved fonrard to FY16 since the bonds were not issued in FY15.
FYl5 Proposed Water & Sewer and Proposed Stormwater projects were reversed in FY15
and loaded I FY16 using the new "project budget" mechanism.
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Resolution Adopting The FY 2U 5n 6 Final Capital Budget and FY 201 5h 6 - 2019/20 CIP
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Miami-Dade Countv Bond
o Moved the balance of $42.4M due from due from Miami-Dade County to FY16, since the city
only received $12M during FY15 towards the Convention Center Project.
Non - TIF RDA Fund
. Moved the budgeted $12M FY15 repaymentto FY16, which will be madewhen Miami-Dade
County makes the $42.4M balance due available for the convention Center Project.
FY 2015/16 CAPITAL BUDGET AND FY 2015/16 - FY2O19/20 GAPITAL IMPROVEMENT PLAN
The City's annual capital budget contains capital project commitments appropriated for FiscalYear
(FY) 2015/16 (Capital Budget). Preparation of the Capital Budget occurred simultaneously with the
development of the FY 2015/16 - FY 2019/20 Capital lmprovement Program (ClP) and FY 2015116
Operating Budget.
The Capital Budget presents project budgets for both the current and new capital projects necessary
to improve, enhance and maintain public facilities and infrastructure to meet the service demands of
residents and visitors to the City of Miami Beach. Capital reserves, debt service payments, and
capital purchases found in the operating budget are not included in this budget. However, we have
included a capital equipment section, which itemizes purchases of major capital equipment, fleet,
light and heavy equipment and information technology equipment related acquisitions. The Capital
Budget for FY 2015116 appropriates funding for projects thatwill require commitment of funds during
the upcoming fiscal year.
The Capital Budqet for FY 2015/16 totals $754.7 million and is appropriated on September 30,
2015. New bond issuances are anticipated to finance the Convention Center pro.lect including RDA,
Resort Tax, and Parking bonds. ln addition, depending on cash flow, Water and Sewer bonds may
be issued in FY 201 5/16. Historically there has been a phased approach for the issuance of water,
sewer and stormwater financing. Under this approach, the City has accessed a line of credit to
allow the City to have the necessary funding capacity to enter into new projects, while allowing the
City more time to both build the necessary rate capacity to issue additional tax-exempt bonds
through rate increases and also spend down the current committed but unspent bond proceeds.
Projects will address many needs in ditferent areas of the City including: neighborhood
enhancements such as landscaping, sidewalk restoration; traffic calming; roadway and bridge
resurfacing and reconstruction; water, sewer, and drainage system improvements; park
construction, renovation and upgrades; renovation of seawalls; parking lot and garage renovation,
construction/renovation of publ ic faci I ities; and veh icle replacement.
ANALYS!S
Gapital lmprovement Plan
The FY 2015116 - FY 2019/20 CIP for the City of Miami Beach is a five-year plan for public
improvements and capital expenditures by the City. This document is an official statement of public
policy regarding long-range physical development in the City of Miami Beach. The Capital
lmprovement Plan has been updated to include projects that will be active during FY 2015116
through 2019120.
261
Resolution Adopting The FY 2U 5n 6 Final Capital Budget and FY 2U 5n 6 - 2019/20 CIP
September 30, 2015
Page 9
The Plan has been updated to include additional funding sources that have become available,
changes in project timing, and other adjustments to ongoing projects as they have become better
defined. Certain adjustments have been made to reflect projects that have been reconfigured, re-
titled, combined with or separated from other projects andior project groupings. These adjustments
have no fiscal or cash impact and are as a result of a comprehensive review of the program to
insure that our plan accurately reflects all project budgets, funding sources and commitments.
The Plan also contains information on appropriations prior to FY 2015116 for ongoing/active
projects, as well as potential future appropriations beyond FY 2019120. ln conjunction with the
development of the FY 2015/16 Capital Budget and ClP, the City began to develop a list of potential
projects that may be funded in the future, including projects that have been approved as part of a
plan but not yet sequenced or approved for funding. Over time, it is anticipated that this list will be
expanded.
The following pie chart provides a summary of how the FY 2015116 -FY 2019/20 is spread among
the different program areas. The chart shows a summary of the Five-Year Capital lmprovement Plan
by program area as well as prior year funding for ongoing projects and funding requirements for
desired projects with no anticipated funding, for the FY 2015/16 Capital Budget (One-Year Capital
Budget) and the FY 2015116 - FY 2019/20 Capital lmprovement Plan (Five-Year CIP).
PROGR.AII
Art in Public Ploces
Bridges
Community Centers
Convention Center
Environmentol
Equipment
Generol Public Buildings
Golf Courses
lnformoiion Technology
Lighting
,lionumenls
Porking
Porking Goroges
Porking Lots
Porks
Renewol ond Replocement
Swolls
Streets/Sidewolk lmps
Tronsit/Tronsportotion
Utilities
'lre
PRIOR YEARS
5,236,688
42,000
30,060,000
16,215,125
40,73),279
22724,106
830,0r 7
9,995,994
2,347,590
r, r 53,280
244,000
50,350,820
9,931 ,080
63,689,30 r
22,623,818
8,969,176
3 r 3,804,090
39,422,001
59,237,949
&t7,s68,86t
Ft 20t5lt6
352,000
830,000
50,000
5 r r ,388,000
r r 0,000
5,479,000
5,576,000
1 ,677,000
350,000
67,067,000
2,914,050
6,890,664
'1,0'19,61 0
10,026,894
26,165,715
4,524,000
110,341 ,296
75tt,76t,2*t
r'f 20t6lt7
2 r 0,000
5,1 15,000
2,399,OOO
1,000,000
17,432,000
6,507,000
I 00,000
15,959,264
6,047,000
*,79qr,2&
t'tt 20t7lla
I 65,000
1,800,000
4,053,000
3,299,OOO
5, r 29,000
200,000
2,400,000
6,047,OO0
'23rQ3ra0',
FY20t8lt9 F't2019120
r 65.000 r 65,000
o.ro,.oro o.rru.roo
33 3,000 333,000
r 4,500,000
r 70,000
550,000
3,000,000
i:9r165,000
550,000
tg,gwM
Fdur€
1.505,000
2,74s,000
r,034,000
r 20,000
r 00,000,000
1,678,OOO
63,000
16,242,OOO
9,01 9,000
1,672,000
r34.O78.Od
To[ql
352,(nO
8,276,688
92,U)O
543,248,Un
,6,325,r25
u,70r,279
3r,O45,t06
830,0r7
9,99s,994
to,388,s90
3,537,780
324,O(n
249,349,870
t4,523,t30
82,448,965
23,643,428
3s,538,O70
368,448,069
@,7r2,(W
t69,579,245
,,693350,352
FY 16.20 &rJrutx,
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Resolution Adopting The FY 2015/16 Final Capital Budget and FY 2U 5n 6 - 2019/20 CIP
September 30, 2015
Page 10
FY2OI 5116. FY2OI9/2O CAPITAL IMPROVEMENT
PLAN: $AOt.7 ftllttlON
Tronsii/Tronsportotion
2%
Uriliries
13./"
Convenlion Cenier
@v"
Porking/Goroges/Lots
120/"
Streeis/Sidewolk lmps
5%
Financings
A number of capital financing transactions are reflected in the Capital lmprovement Plan including:
General Obligation Bonds, Stormwater Revenue Bonds, Water and Sewer Revenue Bonds, Gulf
Breeze Loans and an Equipment Master Lease.
ln 1995, the City issued $59 million in Water and Sewer Revenue Bonds. ln 1997, the City paid $15
million for the 1996 authorized General Obligation Bonds to construct, renovate and rebuild parks
and recreation facilities within the City's park system.
ln 2000, the City issued the initial $30,000,000 of the authorized $92,000,000 1999 General
Obligation Bond. These funds were issued to expand, renovate and improve fire stations and
related facilities; improve recreation and maintenance facilities for parks and beaches; and improve
neighborhood infrastructure. ln 2000, the City also issued $54,310,000 in Water and Sewer Bonds
and $52,170,000 in Stormwater Revenue Bonds. ln addition, the Citywas granted a $4 million
Section 108 U.S. Housing and Urban Development Loan for improvements to neighborhood streets,
North Shore Park and Youth Center.
ln 2001, the City executed loan agreements with the City of Gulf Breeze, Florida, providing $15
million for the renovation and improvement of two City owned golf courses and their related facilities.
The City issued the remaining $62,465,000 of the referendum approved $92 million General
Obligation bonds in July 2003 for improving neighborhood infrastructure in the City. Further, in 2006
and 2010, the City executed loan agreements with the City of Gulf Breeze, Florida, providing an
additional $24 million and $30 million for water and sewer projects, respectively.
Based on current project schedules, additional water and sewer, and stormwater financing,
previously anticipated for FY 2007108 are now financed over a series of years. The FY 20O7lOa
Capital Budgetand CIP anticipated $47.8 million in newwaterand sewerfinancing and $79.7 million
in new stormwater financing. ln 2006 and2010, the City executed loan agreements with the City of
Other
4"h
Equipment
3/"
Seqwolls
16/o
263
Resolution Adopting The FY 201 5/16 Final Capital Budget and FY 2U 5n 6 - 2019/20 CIP
September 30, 2015
Page 1 1
Gulf Breeze, Florida, providing an additional $24 million and $30 million for water and sewer
projects, respectively. ln FY 2008i09, a line of credit was issued and was being used to fund
projects in advance of issuing water and sewer and storm water bonds. Under this approach, the
City uses the line of credit in order to have the necessary funding capacity to enter into new projects.
This also allows the City more time to both build the necessary rate capacity to issue additional tax-
exempt bonds through rate increases and also spend down the current committed but unspent bond
proceeds. This phased approach provides the City with more time to refine the cost estimates for
projects planned to be in construction priorto issuance of bonds. ln FY 201 1112, approximately $50
million in stormwater bonds were issued replacing funding for projects previously funded by the line
of credit. lnFY 2014115, approximately $100 million in stormwater bonds were issued as part of the
first of three $100 million bonds to upgrade the City's stormwater system.
New bond issuances are anticipated in FY 2015/16 to finance the Convention Center project
including RDA, Resort Tax 1o/o, and Parking bonds. ln addition, depending on cash flow, Water and
Sewer bonds may be issued in FY 2015/16. Historically there has been a phased approach for the
issuance of water, sewer and stormwater financing. Under this approach, the City has accessed a
line of credit to allow the City to have the necessary funding capacity to enter into new projects,
while allowing the City more time to both build the necessary rate capacity to issue additional tax-
exempt bonds through rate increases and also spend down the current committed but unspent bond
proceeds.
FY 2015/{6 Capital Budget
The City's annual capital budget contains capital project commitments recommended for
appropriation for FY 2015116 (Capital Budget) totaling $754.7 million, of which $624.2 million is for
Convention Center-related projects. Net of the RDA Anchor Garage and Proposed Future RDA
Bonds appropriations of $310,096,000, the FY 2015116 capital budget is $444,665,229.
\.1 rn P[hl]. rld.cs $ 352.000 43,6I 0
krdqes 830.000 2003 GO Bonds - Porks & Beoches 278.026
,ommunilv Lenters 50.000 \rt in Public Ploces 352.000
onvcniion Center -5tI38ftOOO no ltrh (looifol Proitrt I 50 000
nvrronmenlol iloooo :opitoi Proircis Noi Fjnonced by Bonds 650,000
quromenl 5.479.000 loprlol Reserye t8.52 r .285
;ene.ol Publi. Buil.linos 5 5/6 000 ioncurrencv Miliootion lund 5 3// 934
qhirnq 1 .677.OOO onvention Cenler 2,500,000
350.000 5. I I 0.000
6/ .06/ .OOI)lolt Cenl I ronsit Surlox - Countu l/.93/
?9tto5tJ rl ()Dtion (;os Iox 99-5 000
'orks 6.890,664 v1B Guolrty ol Lrfe Resorl Tox Fund - I %I ,235,000
lenewol ond Reolocemeni L0 t 9.61 0 vlDC CDT lnterlocol (240.000
t0 026 89,4 vliomi-Dode Counv Bond 42 4|J|J 0|J'J
itreets/Srdewolk lmps ?6 165715 ,'lB Quolrty ol Lrfe Resod Tox Fund I %3, I 08,080
ronsrl/TronsDorlofion 4.524.OOO ,,lon'TlF RDA Fund {r 2.3 I 2.000
Itilities I1o.34t.296 no (Joerotions l-und 3.t/3.050
I 465 AgL
a lmpocl Fees 2,227,OOO
)orks ond R*reotion Beoutificolion Funds L714.383
osed l-uture RDA Bonds 3t0050000
roposed Fulure Resorl Tox I % Bonds 204,500,000
roposed F!ture Woter ond Sewer Bonds 50.000.000
osed Porkino tsonds 64 800 000
;lormwoler Bonds, 20 I 5 60.266.296
ICP - I 996 I 5M GO Bond \oa.t75
tlJA Gorooe l-und 46.000
iB Guolrty of Life Resort Tox Fund - l%2 678 000
iouth Pointe Coo,iol 0. I 23.000
ly'oter ond Sewer Bonds 2O0Os / 5,OOO
I OtO l r 51,ro t,229
IDA Anchor Goroge Funds ond Proposed Future RDA (3 I 0,096,000
264
Resolution Adopting The FY 2U 5n 6 Final Capital Budget and FY 2U 5n 6 - 2019/20 CIP
September 30, 2015
Page 12
The "2016-2020 Capilal Plan - Funding Summary" shown as Attachment A sorts the projects in the
Final Capital lmprovement Plan for FY 2015116 - 2019120 and the Final Capital Budget for FY
2015116 by funding source (revenue).
FY 2OI5l16 SOURCES OF REVENUE: 5754.7l^lLtlON
South Poiate Copirol
to/oStormwoter BondJ,
201 5
8"h
Proporod Porking
Bonds
a"/"
Other
20/"
Proposod Future WqlBr
ond Sower Bonds
7"/"
Proposed Fuiure RDA
Bonds
410/"
The "2016-2020 Capilal lmprovement Plan by Program" shown as Attachment B sorts the projects in
the Final Capital lmprovement Plan for FY 2015116 -2019120 and the Final Capital Budget for FY
2015116 by Program (expenditure).
FY 20t 5/t6 CAPTTAT BUDGET: $ZSC.t MtLttON
Genercl Public
Buildingr
t"/"
Orhq Sffi/Sidryolk lmpto"/" 3"/"
Tren6it/Trcnrpotulion
tev"utiliris
15%
Scowolls .
ta"
Porks
tv"
PorLi ng/Gorc9e6/Loi5
9"/"
Equipmenl
t./"Convdion CHht
68v"
lmprovement Plan for FY 2015116
Budget for Fiscal Year (FY) 2015116.
GONGLUSION:
The Administration recommends adopting the final Capital
2019120 and adopting the City of Miami Beach final Capital
JLM/JW ^@
265
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, ADOPTING THE FINAL CAPITAL
IMPROVEMENT PLAN FOR FISCAL YEARS (FY) 2015116 - 2019/20 AND
ADOPTING THE CITY OF MIAMI BEACH FINAL CAPITAL BUDGET FOR FY
2015116.
WHEREAS, the FY 2015116 * 2019120 Capital lmprovement Plan (ClP) for the City of Miami
Beach is a five year plan for public improvements and capital expenditures by the City and this
document is an official statement of public policy regarding long-range physical development in the
City of Miami Beach; and
WHEREAS, the first year of the FY 2015116 - 2019120 CIP represents the Capital Budget
appropriation for FY 2015/16; and
WHEREAS, the final CIP has been updated to include projects that will be active during FY
2015116 through 2019120; and
WHEREAS, the final Capital Budget itemizes project funds to be committed during the
upcoming fiscal year and details expenses for project components which include architect and
engineer, construction, equipment, Art in Public Places, and other related project costs; and
WHEREAS, capital funding priorities for FY 2015116 were discussed at the June 3rd, July 1st,
and July 17th,2015, meetings of the Finance and Citywide Projects Committee and adjustments
were made to the funding recommendations presented; and
WHEREAS, the tentative Capital Budget for FY 2015116 totals $754,761,229 ($444,665,229
Net of the RDA Anchor Garage Fund and Proposed Future RDA Bond Fund appropriations of
$310,096,000) and is recommended by the Administration for adoption at this time for projects and
capital equipment acquisitions; and
WHEREAS, based on current schedules, additionalwater, sewer, and stormwater projects are
financed over a series of years; and
WHEREAS, under this approach, the City utilizes a line of credit to allow the necessary rate
capacity to issue additionaltax-exempt bonds through rate increases and also to spend down the
current committed, but unspent, bond proceeds; and
WHEREAS, the proposed sources of funding forthe FY 2015/16 CapitalBudgetare included
in Attachment "A" and the proposed projects to be adopted in the FY 2015116 Capital Budget and
the five-year CIP are included in Attachment "B".
266
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF
THE CITY OF MIAM! BEACH, FLORIDA, that the Mayor and City Commission hereby adopt the
FinalCapital lmprovement Plan forFY 2015/16 through2O19l20;and adoptthe Cityof MiamiBeach
Final Capital Budget for FY 2015116.
PASSED and ADOPTED THIS 30th DAY OF SEPTEMBER 2015.
Philip Levine, Mayor
ATTEST:
APPROVED AS TO
FORM & LANGUAGERafael Granado, City Clerk - -. & FOIhEXE9UTION
{..-!i )" l.- l-E1],
CllyAttorney { Dote
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R7 - Resolutions
R7D Assessment Roll For LRBID Special Assessment District And MOU
A Resolution Approving, Pursuant To Chapter 170, Florida Statutes, The Final
Assessment Roll For The Special Assessment District Known As the Lincoln
Road Business lmprovement District, And Confirming Such Assessments As
Legal, Valid, And Binding First Liens Upon The Property Against Which Such
Assessments Are Made Until Paid. 5:10 p.m. Public Hearinq
(Office of the City Attorney)
A Resolution Approving And Authorizing The Mayor And City Clerk To Execute A
Memorandum Of Understanding With The Lincoln Road Business lmprovement
District, lnc. To Stabilize And lmprove The Lincoln Road Retail Business District,
Which ls Located Within A Nationally Recognized Historic District, Through
Promotion, Management, Marketing, And Other Similar Services.
(Sponsored by Commissioner Deede Weithorn)
(Legislative Tracking: Office of the City Attorney)
(ltem to be Submitted in Supplemental)
1.
2.
Agenda rtem R7 D
Da|r- q30-|.5317
THIS PAGE INTENTIONALLY LEFT BLANK
318
Gondensed Title:
lntended Outcome Su
COMMISSION ITEM SUMMARY
FIRST READING / PUBLIC HEARING
A.ENDA ,r.u Rl E
A RESOLUTION OF THE MAYOR AND ACH, FLORIDA
AUTHORIZING THE ISSUANCE BY THE MIAMI BEACH REDEVELOPMENT AGENCY OF NOT TO EXCEED
$430,000,000 rN AGGREGATE pRtNCtPAL OF TAX TNCREMENT REVENUE BONDS (CrrY CENTER/HTSTORIC
CoNVENTION VTLLAGE), tN ACCORDANCE W|TH THE REQUIREMENTS OF CHAPTER 153, PART lll,
FLORIDA STATUTES, AS AMENDED; AUTHORIZING OFFICERS AND EMPLOYEES OF THE CITY TO TAKE
ALL NECESSARY ACTIONS lN CONNECTION THEREWITH;AND PROVIDING FOR AN EFFECTIVE DATE.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA
AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $24O,OOO,OOO ]N AGGREGATE PRINCIPAL AMOUNT OF
CITY OF MIAMI BEACH, FLORIDA RESORT TAX REVENUE BONDS, SERIES 2015 FOR THE PURPOSE OF
FINANCING IMPROVEMENTS TO THE MIAMI BEACH CONVENTION CENTER; PROVIDING FOR THE
ISSUANCE OF ADDITIONAL BONDS ON A PARITY THEREWITH; PROVIDING FOR THE SECURITY AND
PAYMENT OF ALL BONDS ISSUED PURSUANT TO THIS RESOLUTION; PROVIDING CERTAIN DETAILS OF
THE SERIES 2015 BONDS; DELEGATING CERTAIN MATTERS lN CONNECTION WITH THE ]SSUANCE OF
THE SERIES 2015 BONDS TO THE CITY MANAGER, INCLUDING WHETHER THE SERIES 2015 BONDS
SHALL NOT BE SECURED BY THE DEBT SERVICE RESERVE ACCOUNT AND WHETHER TO SECURE A
CREDIT FACILITY AND/OR A RESERVE ACCOUNT INSURANCE POLICY, WITHIN THE LIMITATIONS AND
RESTRICTIONS STATED HEREIN; APPOINTING UNDERWRITERS, PAYING AGENT, REGISTRAR AND
DISCLOSURE DISSEMINATION AGENT; AUTHORIZING THE NEGOTIATED SALE OF THE SERIES 2015
BONDS AND APPROVING THE FORM AND AUTHORIZING EXECUTION OF THE BOND PURCHASE
AGREEMENT FOR THE SERIES 2015 BONDS; APPROVING THE FORM OF PRELIMINARY OFFICIAL
STATEMENT FOR THE SERIES 2015 BONDS AND AUTHORIZING EXECUTION OF THE FINAL OFFICIAL
STATEMENT FOR THE SERIES 2015 BONDS; COVENANTING TO PROVIDE CONTINUING DISCLOSURE lN
CONNECTION WITH THE SERIES 20,15 BONDS AND APPROVING THE FORM AND AUTHORIZING
EXECUTION OF A CONTINUING DISCLOSURE AGREEMENT; AUTHORIZING OFFICERS AND EMPLOYEES
OF THE CITY TO TAKE ALL NECESSARY ACTIONS IN CONNECTION WITH THE ISSUANCE OF THE SERIES
2015 BONDS;AND PROVIDING FOR AN EFFECTIVE DATE.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA
AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $8O,OOO,OOO IN AGGREGATE PRINC]PAL AMOUNT OF
CITY OF MIAMI BEACH, FLORIDA PARKING REVENUE BONDS, SERIES 2015, FOR THE PRINCIPAL
PURPOSE OF PAYING THE COST OF CERTAIN IMPROVEMENTS TO THE PARKING SYSTEM, PURSUANT
TO SECTION 209 OF RESOLUTION NO. 2010-27491 ADOPTED BY THE CITY ON SEPTEMBER 20, 2O1O;
PROVIDING THAT SAID SERIES 2015 BONDS AND INTEREST THEREON SHALL BE PAYABLE SOLELY AS
PROVIDED IN SAID RESOLUTION NO. 2010-27491 AND THIS RESOLUTION; PROVIDING CERTAIN DETAILS
OF THE SERIES 2015 BONDS; DELEGATING OTHER DETAILS AND MATTERS lN CONNECTION WITH THE
ISSUANCE OF THE SERIES 2015 BONDS, INCLUDING WHETHER THE SERIES 2015 BONDS SHALL NOT BE
SECURED BY THE RESERVE ACCOUNT AND WHETHER TO SECURE A CREDIT FACILITY AND/OR A
RESERVE ACCOUNT INSURANCE POLICY, TO THE CITY MANAGER, WITHIN THE LIMITATIONS AND
RESTRICTIONS STATED HEREIN; APPOINTING UNDERWRITERS, A BOND REGISTRAR AND A
DISCLOSURE DISSEMINATION AGENT; AUTHORIZING THE NEGOTIATED SALE OF THE SERIES 2015
BONDS AND APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION OF A BOND PURCHASE
AGREEMENT; AUTHOR]ZING AND DIRE9TING THE BOND REGISTRAR TO AUTHENTICATE AND DELIVER
THE SERIES 2015 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 2015 BONDS AND
CREATING CERTAIN FUNDS, ACCOUNTS AND SUBACCOUNTS; AUTHORIZING A BOOK-ENTRY
REGISTRATION SYSTEM wlTH RESPECT TO THE SERIES 2015 BONDS; COVENANTING TO PROVIDE
CONTINUING DISCLOSURE IN CONNECTION WITH THE SERIES 2015 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.
. lmprove alliance with key business sectors, namely hospitality, arts, and international
business with a focus on enhanced culture, entertainment, and tourismo Maximize the Miami Beach brand as a world-class destination
Supporting Data (Surveys, Environmental Scan, etc.):o Environmental Scan - Convention Center Attendance: 54% increase since 2004o Community Survey - Average resident attends events at the Convention Center twice per year
0-t5E MIAMIBEACH DATE319
Item Summary/Recommendation: FIRST READING PUBLIC HEARING
The City is planning to issue three different series of bonds for the financing of the Convention Center project in
addition to the $55 million of the Miami-Dade County General Obligation Bonds funding provided by the County.
Below is a summary of the sources and uses of the different types of funding sources for this project.
Convention Genter Funding Plan
Sources of Furds
Addional RDA Prqiects 36,000,000
TotalRDA Bonds with Additional Projects re65[63i-
County GO
1% ResortTax Bonds
Parking Bonds
RDA Bonds
Total Gonvention Center Projecls
Total Funding Sources
Uses of Funds
Convention Center
Convention Center Parking
Total Convention Center Cosl
Additional RDA Projects
Total Funding Usas
$54.400,000
204,500,000
&t,811,756
272,667,631
596,379,387
$531.567,631
&t,811,756
596,379,387
Based on 8112115 budget.
ln addition to the Convention Center Bonds, the RDA bonds will also finance the following projects within the RDA
City Center district:
. $3.75 million programmed for the second half of the funding for the Bass Museum lnterior Expansion
Project;. $12 million programmed for the improvements to 1 7h Street and Connectors to Lincoln Road;o $20 million programmed for Lincoln Road lmprovements from Washington Avenue to Lenox Avenue, which
will be based on the Lincoln Road Master Plan cunently undenray.
ln addition to the above additional RDA projects, all of the outstanding RDA bonds will be refinanced. Cunently,
outstanding bonds total $54,990,000 ($10 million for the Series 19984, $27,815,000 for the Series 2005A, and
$17,175,000 for the Series 20058). The 1998A, 2005A & 20058 bonds are cunently projected to have a combined
net present value refinancing savings of $3,268,002.
The security for the repayment of these amounts will be the net revenues generated from the Parking System, the
additional 1% Resort Tax, and the Tax lncrement Funds of the RDA.
Financial lnformation:
tr{^J
\ourcc.of Funds:
OBPI
Amount Account Approved
To be appropriated from the
Convention Center Revenues and the
Bonds Proceeds
Total
320
g MIAMIBEACH
City of Miomi Beqch, I 200 Convention Center Drive, Miomi Beoch, Florido 33,1 39, www.miomibeochfl.gov
COMMISSI N MEMORANDUM
Mayor Philip Levine and Members the City
Jimmy L. Morales, City Manager
September 30, 2015
A RESOLUTION OF THE MA AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA AUTHORIZING THE ISSUANCE BY THE
MIAMI BEACH REDEVELOPMENT AGENCY OF NOT TO EXCEED
$43O,OOO,OOO IN AGGREGATE PRINCIPAL OF TAX INCREMENT REVENUE
BONDS (C!TY CENTER/HISTORIC CONVENTION VTLLAGE), !N
ACCORDANCE WITH THE REQUIREMENTS OF CHAPTER 163, PART III,
FLORIDA STATUTES, AS AMENDED; AUTHORIZING OFFICERS AND
EMPLOYEES OF THE CITY TO TAKE ALL NECESSARY ACTIONS IN
CONNECTION THEREWITH; AND PROVIDING FOR AN EFFECTIVE DATE.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA AUTHORIZING THE ISSUANCE OF NOT TO
EXCEED $24O,OOO,OOO IN AGGREGATE PRINCIPAL AMOUNT OF CITY OF
MIAMI BEACH, FLORIDA RESORT TAX REVENUE BONDS, SERIES 2015
FOR THE PURPOSE OF FINANCING IMPROVEMENTS TO THE MIAMI
BEACH CONVENTION CENTER; PROVIDING FOR THE ISSUANCE OF
ADDITIONAL BONDS ON A PARITY THEREWITH; PROVIDING FOR THE
SECURITY AND PAYMENT OF ALL BONDS ISSUED PURSUANT TO THIS
RESOLUTION; PROVIDING CERTAIN DETAILS OF THE SERIES 2015
BONDS; DELEGATING CERTAIN MATTERS lN CONNECTION WITH THE
ISSUANCE OF THE SERIES 2015 BONDS TO THE GITY MANAGER,
INCLUDING WHETHER THE SERIES 2015 BONDS SHALL NOT BE
SECURED BY THE DEBT SERVICE RESERVE ACCOUNT AND WHETHER
TO SECURE A CREDIT FACILITY AND/OR A RESERVE ACCOUNT
INSURANCE POLICY, WITHIN THE LIMITATIONS AND RESTRICTIONS
STATED HEREIN; APPOINTING UNDERWRITERS, PAYING AGENT,
REGISTRAR AND DISCLOSURE DISSEMINATION AGENT; AUTHORIZING
THE NEGOTIATED SALE OF THE SERIES 2015 BONDS AND APPROVING
THE FORM AND AUTHORIZING EXECUTION OF THE BOND PURCHASE
AGREEMENT FOR THE SERIES 2015 BONDS; APPROVING THE FORM OF
PRELIMINARY OFFICIAL STATEMENT FOR THE SERIES 2015 BONDS
AND AUTHORIZING EXECUTION OF THE FINAL OFFICIAL STATEMENT
FOR THE SERIES 2015 BONDS; COVENANTING TO PROVIDE
CONTINUING DISCLOSURE IN CONNECTION WITH THE SERIES 2015
BONDS AND APPROVING THE FORM AND AUTHORIZING EXECUTION
TO:
FROM:
DATE:
SUBJECT:
SSION
FIRST READING
PUBLIC HEARING
321
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 2 of 9
OF A CONTINUING DISGLOSURE AGREEMENT; AUTHORIZING
OFFICERS AND EMPLOYEES OF THE CIry TO TAKE ALL NECESSARY
ACTIONS IN GONNECTION WITH THE ISSUANCE OF THE SERIES 2015
BONDS; AND PROVIDING FOR AN EFFECTIVE DATE.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA AUTHORIZING THE ISSUANCE OF NOT TO EXCEED
$8O,OOO,OOO IN AGGREGATE PRINGIPAL AMOUNT OF CITY OF MIAMI BEACH,
FLORIDA PARKING REVENUE BONDS, SERIES 2015, FOR THE PRINCIPAL
PURPOSE OF PAYING THE COST OF CERTAIN IMPROVEMENTS TO THE
PARKING SYSTEM, PURSUANT TO SECTION 209 OF RESOLUTION NO. 2010.
27491 ADOPTED BY THE CITY ON SEPTEMBER 20, 2010; PROVIDING THAT
SAID SERIES 2015 BONDS AND INTEREST THEREON SHALL BE PAYABLE
SOLELY AS PROVIDED IN SAID RESOLUTION NO. 2010.27491 AND THIS
RESOLUTION; PROVIDING CERTAIN DETAILS OF THE SERIES 2015 BONDS;
DELEGATING OTHER DETAILS AND MATTERS IN CONNECTION WITH THE
ISSUANCE OF THE SERIES 2015 BONDS, INCLUDING WHETHER THE SERIES
2015 BONDS SHALL NOT BE SECURED BY THE RESERVE AGCOUNT AND
WHETHER TO SECURE A CREDIT FACILITY AND/OR A RESERVE ACCOUNT
INSURANCE POLICY, TO THE CIry MANAGER, WITHIN THE LIMITATIONS AND
RESTRICTIONS STATED HEREIN; APPOINTING UNDERWRITERS, A BOND
REGISTRAR AND A DISCLOSURE DISSEMINATION AGENT; AUTHORIZING THE
NEGOTIATED SALE OF THE SERIES 2015 BONDS AND APPROVING THE FORM
OF AND AUTHORIZING THE EXEGUTION OF A BOND PURCHASE AGREEMENT;
AUTHORIZING AND DIRECTING THE BOND REGISTRAR TO AUTHENTICATE
AND DELIVER THE SERIES 2015 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 APPLIGATION OF THE PROCEEDS OF THE
SERIES 2015 BONDS AND CREATING CERTAIN FUNDS, ACCOUNTS AND
SUBACCOUNTS; AUTHORIZING A BOOK-ENTRY REGISTRATION SYSTEM WITH
RESPECT TO THE SERIES 2015 BONDS; COVENANTING TO PROVIDE
CONTINUING DISCLOSURE IN CONNECTION WITH THE SERIES 2015 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.
BACKGROUND
Spanning four city blocks and located in the heart of South Beach, the Miami Beach Convention
Center (MBCC) currently accommodates meetings, conventions, tradeshows and consumer
shows. The Convention Center originally opened in 1957 and received a major expansion and
facelift in 1989, doubling it in size. Currently the MBCC boasts over 1,000,000 square feet of
322
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 3 of 9
flexible space, including over 500,000 square feet of exhibit space, and over 100,000 square
feet of versatile pre-function area space and 70 meeting rooms comprised of 127,0Q0 square
feet.
The expansion and renovation of the Miami Beach Convention Center project will transform the
building to "Class A" standards which shall include Silver LEED certification upgrades and
enhanced technology. The design modifications will include the re-orientation of the exhibit
halls, fagade upgrades, site improvements along the canal, and along all roadways, the addition
of a grand ballroom, junior ballrooms and meeting rooms, and two levels of rooftop parking.
The interior renovation work focuses on the redistributed division of the four main exhibition hall
spaces, and the additional programming of more flexible arrangements of private meeting
rooms and additional indoor/outdoor versatile exhibition spaces. Currently, the four main exhibit
halls are divided into quadrants-two accessible solely from Washington Avenue (Halls A and
B) and the other two solely accessed from Convention Center Drive (Halls C and D). The new
Convention Center re-orients the halls in an EastMest direction with the primary access from
Convention Center Drive leading into a new grand, open double height entry lobby. Washington
Avenue will serve as a secondary means of pedestrian entry.
The project will also include substantial improvements to the north of the property. The new
addition at the northern portion of the property features an enclosed ground floor parking area
and truck loading and delivery arca. Above this, a 60,000 square foot grand ballroom is
proposed offering vistas of the beautified 2lstStreet Park that will span along Collins Canal and
feature the to-be-restored Historic Cad Fisher Clubhouse. This addition will create a new
internalized loading area and will include two helix ramping entrance accesses to the roof level
parking.
The Washington Avenue elevation will become predominately pedestrian in nature with the
elimination of the visitor drop-otf and cab cueing areas. The streetscape modifications will
include a green edge along the avenue with native shade trees to promote a more pedestrian
friendly experience. Convention Center Drive will in turn become the main access point for
vehicular access and for the visitors' drop-off area. Modifications will include a new median
along Convention Center Drive and 19th Street creating a more sophisticated streetscape and a
more celebrated boulevard experience. The Canal walk will be substantially improved and will
create a softer northern edge to the MBCC.
The project also includes the demolition of the existing Recreation Center along Washington
Avenue and the creation of a neighborhood park. Another architectural feature of the project is
the proposed rooftop indoor and outdoor meeting space located in the southwestern corner of
the roof. This will offer the patrons expansive views out onto the new Civic Park proposed to
replace the surface parking lot.
ln association with the renovations to the Miami Beach Convention Center, a new urban park,
dining pavilion and Veterans Plaza is being created to replace a surface parking lot that
currently contains spaces for approximately 800 vehicles. Convention Center Park has been
envisioned as a neighborhood park. The park includes a series of six clustered 'shaded edges'
that will line the perimeter of the 6-acre park and surround an internal great flexible lawn.
323
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 4 of 9
ANALYSIS
ln November 2007, the Mayor and City Commission approved Ordinance 2007-3582 which
amended the procedures that the City followed in connection with the approval of a bond issue
and added the following Section to Chapter 2 of the Miami Beach City Code, entitled
"Administration"; Article V entitled "Finance"; Sec. 2-278, entitled "Procedures governing the
issuance of bonds.
Sec. 2-278. Procedures governing the issuance of bonds.
(a) Prior to the adoption by the city commission of the final resolution approving the
rssuance of any bonds by the city, the following requiremenfs sha// be complied with:
(1) ln order for the city commrsslon and the public to be fully informed on all matters
relating to the proposed rssuance of bonds, the city manager shall prepare, or cause
to be prepared, a fiscal analysis of the economic impact of the proposed bond
issuance using the following criteria:
a) The estimafed cosf of the project or projects on account of which such bonds are
to be issued;
b) The estimated annual revenues, if any, to be generated by such project or
projects; and
c) The estimated annual cost of maintaining, repairing and operating such project or
projects.
(2) Upon completion of the fiscal analysis ln subsection (a)(1), the proposed issuance of
bonds shall be first considered and reviewed by the city's finance and citywide
projects committee.
(3) The city commission shall hold two public hearings, each advertised nof /ess than 15
days prior to the hearing, in order to obtain citizen input into the proposed bond
issuance.
At the August 28, 2015, meeting of the Finance and Citywide Projects Committee, the
Committee voted to recommend approval of the issuance of these three bonds to finance the
construction of the Convention Center project in accordance with Sec. 2-278(aX2).
lf approved by you today, in accordance with Sec.2-278(aX3), a second public hearing will be
held for these proposed bond issues on October 14,2015, and will be advertised at least fifteen
(15) days prior to the public hearing date.
FINANCING PLAN
The City is planning to issue three different series of bonds for the financing of the Convention
Center project in addition to the $55 million of the Miami-Dade County General Obligation
Bonds funding provided by the County. Below is a summary of the sources and uses of the
different types of funding sources for this project.
324
Commission Memorandum
Convention Center Bonds
September 30, 20't5
Page 5 of 9
Convention Center Funding Plan
Sources of Funds
Addional RDA Projects 36,000,000
Total RDA Bonds with Additional Projects re66?S-57
s632,379,387
County GO
1% ResortTax Bonds
Parking Bonds
RDA Bonds
Total Convention Center Projects
Total Fundlng Sources
Uees of Funds
Convention Center
Convention Center Parking
Total Convention Center Cost
Additional RDA Projects
Total Fundlng Usee
Based on 8112115 budget.
s54,400,000
204,500,000
64,811,756
272,667,631
596,379,387
$531,567,631
64,81't,756
596,379,387
RDA Bonds
The RDA Bonds will be issued in a par amount of approximately $359 million based on current
market conditions to produce project proceeds of approximately $309 million which will include
the $36 million of ancillary projects as well as a funded debt service reserve. The RDA bonds
will provide proceeds for the renovation of the Convention Center and creation of the park but
will also provide for other RDA prolects in the City's adopted Construction lmprovement Plan.
These projects are the following:. $3.75 million programmed for the second half of the funding for the Bass Museum
lnterior Expansion Project;. $12 million programmed for the improvements to 17th Street and Connectors to Lincoln
Road;. $20 million programmed for Lincoln Road lmprovements from Washington Avenue to
Lenox Avenue, which will be based on the Lincoln Road Master Plan currently
underway.
The City intends to develop a six-acre surface parking lot at the front door of the Convention
Center into a park amenity for both convention center users and local residents. Following the
trend of convention centers in Boston, Houston, Chicago, Washington DC, Orlando and Atlanta,
the City plans to develop the park as an extension of the convention center into the
outdoors. The park area is planned to be used for convention opening night gatherings and
local social events, as well as a place for local residents to enjoy.
The park at the convention center is envisioned to include an open lawn, shaded areas,
meandering paths, and plaza spaces. The park is also planned to include a Veterans Plaza
and a restaurant pavilion in the theme of Tavern on the Green in New York City or The Grove in
Houston's Discovery Green Park. The park will have the necessary underground utilities to
accommodate the needs of virtually any type of event. Construction costs for the park are
325
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 6 of 9
estimated to be approximately $14 million and are included in the costs above.
ln addition to the Convention Center Project and the additional RDA projects, all of the
outstanding RDA bonds will be refinanced. Currently, outstanding bonds total $54,990,000 ($10
million for the Series 1998A, $27,815,000 for the Series 2005A, and $17,175,000 for the Series
20058). The 19984,2005A & 20058 bonds are currently projected to have a combined net
present value refinancing savings of $3,268,002. (Exhibit A)
The County and the City have negotiated and agreed to establish that from FY 2014-15 through
FY 2021-22, any operating RDA funding not used for debt service and operating expenses will
go into a fund to be used for shortfalls and eventually prepayment of debt. The County and the
City have also agreed that from FY 2022-23 until FY 2043-44, the County will receive a refund
of City Center (RDA) operating expenses based on its pro rata share of revenues contributed to
the Trust Fund, and that any remaining funding will be used to extinguish debt early. Please
see attached Exhibit B City Center CRA Revenue Projection and Funds Flow Schedule and
preliminary RDA bond analysis Exhibit A.
Resort Tax Bonds
The Resort Tax Bonds proceeds will be issued in an amount of approximately $205 million.
Although it is planned to pay debt service from only the additional one cent, all Resort Taxes will
be pledged in an effort to strengthen the credit and resulting market reception to these bonds.
The Resort Tax Bonds will require the implementation of the additional 1o/o tax on hotel beds
before the bonds can be issued and will be pledged as the funding source to pay these bonds.
The implementation of the additional 1% tax will require two readings before the City
Commission following the approval of the Guaranteed Maximum Price (GMP). The first reading
is scheduled for October 21't and the second reading is scheduled for October 28, 2015.
Please see Exhibit D for Resort Tax Bond Analysis.
Parkins Bonds
The Parking Bonds proceeds will be issued in an amount of approximately $65 million. The
Parking Bonds will finance the building of the parking garage as a component of the renovated
Convention Center. The 802-space Parking garage will have an estimated operating revenue
from FY 2019 through FY 2023 of approximately $3.4 million annually. Operating expenses are
expected to be $853,400 in FY 2019 and increase about 2.5o/o €nnually until FY 2023. The net
operating income of the garage will be approximately $2.5 million each year from FY 2019
through FY 2023. See Exhibit C for Parking Bond Analysis.
The security for the repayment of the Parking Bonds will be the net revenues generated from
the Parking System.
326
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 7 of 9
Countv GO Bonds
ln the 2004 Amendment to the lnterlocal Agreement (CDT), the County agreed to provide the
City with a $55 million grant to fund a ballroom in the Convention Center. From this amount, the
City has already spent approximately $g.A million in the design phase of the Convention Center,
leaving approximately $44.6 for the construction phase of this project.
Proiect Fiscal Analvsis
The total cost of the Convention Center project is estimated to be $596.4 million, and will take
approximately 30 months to complete.
ln accordance with the provisions of Section 2-278 Procedures governing the issuance of
bonds, the Administration prepared the required fiscal analysis which included the following
breakdown of the proposed Convention Center Bond issue.
ln response to Sec. 2-278 (a)1(a): the estimated cost of the project on account of which such
bonds are to be issued. The total Convention Center project is estimated to cost $596.4 million.
(Exhibit E)
ln response to Sec. 2-278 (a)1(b): the estimated revenues fo be generated by the projects.o The projected revenue to be received by the RDA in Tax lncrement Revenues will be
$40 million in FY2016 up to $54 million inFY 2023. (Exhibit B). Upon the completion of the project, the projected gross event revenues in the first five
years of operation will be approximately $104 million which will include revenue
generated from trade shows, conventions, consumer shows, banquets, meetings and
special events. However, the Convention Center is expecting to generate an average
net operating loss for the first five year after the renovation of approximately $3.8 million
per year. (Exhibit F)o The Park revenue expected to be generated in the first five years of operation is
approximately $774,000. (Exhibit F)o The estimated revenue from the parking spaces is $2.5 million each year from FY 2019
through FY2023. (Exhibit G)o The additional one cent of resort tax is expected to generate approximately $12 million in
year one and grow by 3% annually. (Exhibit H)
Additionally we have provided a schedule of estimated revenue coverage of Debt Service for
Convention Center Project financing. (Exhibit J)
ln response to Sec. 2-278 (a)1(c): the estimated annual cosf of maintaining, repairing and
operating such projects.o The County and the City have agreed that the RDA will provide for an ongoing adequate
operating and maintenance subsidy for the Convention Center, in addition to the existing
$4.5 million per year and annual year-end revenue sharing that the City currently
receives from Convention Development Taxes through 2048. The Third Amendment to
the Convention Development Tax (CDT) lnterlocalAgreement will allow for an additional
annual operating and maintenance subsidy starting at $1 million in 2017 and increasing
327
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 8 of 9
each year by $750,000 until it equals $4 million by 2021 and remain at $4 million until
2025, or a total of $8.5 million. lt will then escalate at 4 percent or Consumer Price
lndex (CPl) annually (whichever is less) startingin 2026 over the life of the Convention
Center, funded either through RDA funds or through Convention Development Taxes,
depending on the availability of the latter. That funding will remain in place until 2048.
(Exhibit B & l)o The Park operating expenses is expected to be $2.9 million on the average each year
for the first five years. (Exhibit F). The estimated operating expense of the Parking spaces will be approximately $853,400
in FY 2019 and increasing about 2.5o/o each year until FY 2023. (Exhibit G)o The additional one cent Resort Tax will be used for debt service.
The Commission may approve by resolution other improvements as part of the Series 2015
Project in addition to and/or in lieu of one or more of the above improvements.
The security for the repayment of these amounts will be the net revenues generated from the
Parking System, the additional 1o/o Resort Tax, and the Tax lncrement Funds of the RDA.
Because of the character of these three bonds, the current favorable 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 and the RDA to authorize the negotiated sale of
these Series 2015 Bonds.
Debt Compliance
The attached Resolutions delegates to the City Manager and Executive Director of the RDA,
relying upon the recommendation of the Chief Financial Officer and RBC Capital Markets (the
City's and RDA's Financial Advisor), the determination of various terms of these Series 2015
Bonds, including whether to secure one or more Credit Facilities and/or Reserve Account
lnsurance Policies with respect to these Series 2015 Bonds, the final award of these Series
2015 Bonds, and certain other actions in connection with the issuance of the Series 2015 Bonds
and the refunding of the Outstanding Prior Bonds, all as provided and subject to the limitations
contained herein.
The Chief Financial Officer is further authorized to establish procedures in order to ensure
compliance by the City and by the RDA with these Series 2015 Continuing Disclosure
Agreements, including the timely provision of information and notices. Prior to making any filing
in accordance with such agreements, 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 and the RDA, 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.
ln order to describe and specify the terms of the City's and RDA'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 and RDA, a Disclosure Dissemination Agent
Agreement (the "Series 2015 Continuing Disclosure Agreements"), with Digital Assurance
Certification, L.L.C. (.DAC'), which is hereby appointed as disclosure dissemination agent with
328
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 9 of 9
respect to these Series 2015 Bonds, in substantially the form presented at the meeting at which
these Series Resolutions were 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 these Series
2015 Continuing Disclosure Agreements, for and on behalf of the City and RDA by the Chief
Financial Officer, shall be deemed conclusive evidence of the City's and RDA's approval of the
Series 201 5 Continuing Disclosure Agreements.
U.S. Bank National Association is hereby appointed as Bond Registrar for these Series 2015
Bonds.
The officers, agents and employees of the City and RDA, 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 these Series 2015 Bonds, the
Bond Resolutions, the Series 2015 Bond Purchase Agreements, the Series 2015 Continuing
Disclosure Agreements and these Series Resolutions, for the full, punctual and complete
performance of all the terms, covenants, provisions and agreements of these Series 2015
Bonds, the Bond Resolutions, the Series 2015 Bond Purchase Agreements, the Series 2015
Continuing Disclosure Agreements and these Series Resolutions.
Conclusion
The Administration recommends that the Mayor and City Commission of the City of Miami
Beach, Florida, approve the resolution on first reading and schedule a second reading public
hearing on October 14,2015.
JLM/JWjr(@
Attachments (presented in draft form):
Preliminary Official Statement-RDA
Bond Purchase Agreement-RDA
Disclosure Dissemination Agreement-RDA
Escrow Deposit Agreements-RDA
Preliminary Official Statement-Resort Tax
Bond Purchase Agreement-Resort Tax
Disclosure Dissemination Agreement-Resort Tax
Prelim inary Official Statement-Parking
Bond Purchase Agreement-Parking
Disclosure Dissemination Agreement-Parking
329
EXHIBITS
Toble of Conients
EXHIBIT A RDA Bonds Anolysis
EXHIBIT B RDA PreFormo
EXHIBIT C Porking Bonds Anolysis
EXHIBIT D Resort Tox Bonds Anolysis
EXHIBIT E Convention Center Proiect Budget
EXHIBIT F Convention Center 8-Yeor ProFormo
EXHIBIT G Porking 802 - Spoce ProFormo
EXHIBIT H Resort Tox Collections History
EXHIBIT I Convention Center ond Pork Operoting Proiections
EXHIBIT J Convention Center Finoncing Debt Service Coveroge
330
-E-r--rre
I ?15 . 20]5
&A$&&A$ffiffi&fl*e*Glw\*ffif v\*ffituP%%ffi ffi
331
4ng 25, 2015 7 t42 pm Prepared by Morgan Stanley / ALC EXHIBIT A pug. t
SOIIRCES AND USES OF FI.]NDS
Miami Beach City CenterRDA
Combined 2015 Financings
Dated Date
Delivery Date
t2/t012015
tzlt0t20t5
RDA Convention
Center
Financing,
Series 2015
(New Money)
Series 2015
Taxable
Refunding of
Series 19984
Non-Callables
Series 2015
Taxable
Refunding of
Series 2005A
Series 2015
Tax-Exempt
Current
Reflrnding of
Series 20058 Total
Bond Pncceeds:
Par Amounl
Premium
308,765,000.00
25,813,867.05
9,970,000.00 25,650,000.00 l4,l 10,000.00
1,354,705.20
358,495,000.00
27,t68,572.25
334,578,867,05 9,970,000.00 25,650,000,00 15,464,705.20 395,663,572.25
RDA Convention
Center
Financing,
Series 2015
(New Money)
Series 2015
Taxable
Refunding of
Series 1998,4
Non-Callables
Serix 2015
Taxable
Refunding of
Series 20054
Series 2015
Tax-Exempt
Current
Refunding of
Series 20058 Total
Project Fund Deposits:
Project Fund
Refiuding Esorow Deposits :
Cash Deposit
SLGS Purchases
Other Fund Deposits:
Debt Service Reserve Fund
Delivery Date Expenses:
Cost oflssuance
Underwriter's Discount
Other Uses ofFunds:
Additional Proceeds
10.23
9,896,968.00
9,896,978.23
308,667,63 1.00 308,667,631.00
40,835,030,23
9,896,968.00
50,731,998.23
23,748,375.00
25,470,010,00 15,365,010.00
25,470,010.00 15,365,010.00
23,748,375.00
617,530,00 19,940.00 5 1,300.00 28,220.00 716,990,00
1,543,825.00 49,850.00 128,250.00 70,550.00 1,792,475.00
2,161,355.00 69,',790.00 98,770.00 2,509,465,00
925.20 6,103.02
179,550.00
440.00t,506.0s 3,231.77
334,578,867.05 9,970,000.00 25,650,000.00 15,464,705.20 395,663,572.25
Morgan$tantey
332
>aa
C(s
cra
G'
C'Tog
EXHIBIT A
\o \c
\f6\o6iGl6loF- oO!qn
Ni
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$ 3o'*e E6S EH
\ovln
€\oN
m
o
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No
m
\o
oo
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6
Foo-t G! oso\4caho6atctoo€o6mN
d-
o
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\o
o6*:
hFoeq\qc'l\o:oho6r+Nvle'l .+ 6
HM
\o \o \o \o6\ 6\ O\ O\Oa-oolC-€\O€qc'.lqqme.loN
ooooooeooooooooooooo
h600\of-hrts6EH
€o\h<o drm
ir b
EEH
E$fi€N6.-E bo6Fc.l tr.9 o o'E
.E H H.E$rr&.:loOP
E.r.i'E.:iE€,tri g gob55EEe&a
{**troxxx'5dddEFFF<E===Xooor'iddN
{riOOo
HOOOfrv)u)o
s$
*
oo> br)EEb0 .=ofz4
>.Eoo
Hi;
tq
o
oboatr
Ei5
H A$O b'E EEz ts H 5,e
'l
iD i aO>{V Uii
rt 9R E
IIi rd oO g.E EH-o o5 .EE A2 H,q: s"
a
ar)
o
oa,
6lobl)d
UJ
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ooil
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333
Aug 25, 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A pue"r
BOND ST]MMARY STATISTICS
Miami Beach City CenterRDA
Combined 2015 Financings
Dated Date
Delivery Date
First Coupon
Last Mahtrity
Arbitrage Yield
True Interest Cost @C)
Net Interest Cost(NIC)
All-In TIC
Averago Coupon
Average Life (years)
Weighted Average Maturity (years)
Duration of Issue (years)
ParAmount
Bond Proceeds
Total Interest
Net Interfft
Total Debt Service
Maximum Annual Debt Service
Average Annual Debt Service
Under$,ritefs Fees (per $1000)
Average Takodown
OtherFee
Total Underwrircds Discount
Bid Price
5.000000
107.078508
Average
Average MaturityLife Date
wrcno$
tut0l2015
06latD016
t2l0tD043
2.672t64%
4.3t9196%
4.546324%
4.335531%
4.9485190/o
17.500
17.563
I 1.698
3s8,495,000.00
38s,663,s72.25
312221,510.60
286,845,413.35
670,716,5t0.60
21,748,375.00
23,975,55',1.85
5.000000
Bond Component
Par
Value Price
Average
Coupon
PVoflbp
change
Serial Bonds (Taxable)
Serial Bonds (Tax-ExempQ
Term Bond 1 (Tax-Exempt)
Term Bond 2 (Iax-Exempt)
35,620,000.00 100,000
166,28s,000.00 110.721
90,430,000.00 106.212
66,160,000:00 105.628
4.068 0V03t2020$1n 09119n029
23.075 01106DA39
27.008 12J72DO42
2.939%
4.989o/o
5.000%
5.000%
3.826
3.867
14.214
15.423
t3,213.60
137,834.s5
7s,96120
s4,912.80
358,49s,000.00 281.922.15
TlC
AII-In
TIC
Arbitage
Yield
Par Value
+ Accrued Interest
+ Premium (Discount)
- Undenrrite/s Discount
- Cost oflssuance Expense
- Other Amounh
Target Value
Target Date
Yield
358,495,000.00
27,t68,572.25
(1,792A7s.00)
3s8,495,000.00
27,168,572.25
(1,792,47s.00)
(716,990.00)
49,730,000.00
1,354,705.20
383,871,097.2s
1ArcDot5
4.1191960/o
383,154,107.25
12110D015
4.335531%
51,084,705.20
lut0D015
2.672164%
MorEanStantey
334
EXHIBIT A Page 4hq 25, 2Ol 5 7 :42 pm Prepared by Morgan Stanley / ALC
BONDPNCING
Miami Beach CitY Center RDA
Combined 20 I S-Finanoiugs
Manrity
ElEt€Yiold
Yicld to
Prioe Maturity
CsI
Datc
Call Prcmim
Pricc (Dismrmt)
Bond Componenl Rao
Scrial Bonds (Iax-Exeryt):
nlon016
la0v2017
12l0ln0'l
la0ln0D
12101n020
nntnozt
laolno22
1a01n023
lu01lz024
1210112025
1210112026
9l01nvn
,2filn028
Dlgln029
nnt2030
l2lotlz03r
la|ln$z
Dl0lnB3pnln$4
1210112035
TmBond I (fu-ExemPt):
Dl0ln$6
Dnv2037
nl0ln068
lUotn$g
72l0ll7M0
Tm Bond 2 Cfa-Ex€EPt):
ra0u204l
nnw042
la0tD04r
n|01n044
Srial Bonds (IuablQ:
la01D016
lzJ01D0l7
lu01n0l8
l2J0ll20l9
Dl\1nu20
laiv202l
pl0ln022
1,795,000 z.00vh
1,t40,000 3.0wh
1,905,000 4.00v4
1,990,000 4.000%
2,090,000 5.000%
2,190,000 5.000%
2,300,000 5.00u/o
8,520,000 5.000%
8,960,000 5.000%
9,415,000 5.000p/o
9,900,000 5.00v/"
10,410,000 5.000%
10,940,000 5.000%
11,505,000 5.000%
12,095,000 5.000%
12,715,000 5.000%
13,365,000 5.000%
14,050,000 5.00aoa
14,'.t70,000 5.000%
t5,530,000 5.Q0V/o
166r85,000
16,325,000 5.000%
17,160,000 5.000%
1E,040,000 5.000Yo
1E,965,000 5.ooo%
19,940,000 5.000yo
90,430,000
20,960,000 5.000n/o
22P35PO0 5.0000/6
23,165,m0 5.000%
5.000%-- 66166,000
t0t.319
103.541
t07,247
t08.5?2
ll3.833
114.631
l 15.081
tt5.625
I 15.633
I 15.544
n3.892 C 3.167%
u2.358 C 3.1120/o
llt.ll3 c 3.9No/o
110.,t96 C 43ll'/o
109.884 C 4.110%
109.363 C 4.190%
10t.930 c 4.2560/o
108.500 c 1,3150/o
t0t.l57 c 1.363%
107.816 C 4.407%
23,676.05
66,994.40
i38,055.35
I69,587.80
2E9,109.70
320,418.90
346,863.00
1,331,250.00
1,400,716.80
1,463,467.60
t00.000 1,375,308.00
100.000 1p85,467.80
t00.000 1,215,762.20
100.000 1,207,564.80
100.000 1,195,469.E0
100.000 1,190,505.45
100.000 1,193,494.50
t00.000 1,194,250.00
100.000 1,704,788.90
100.000 1.213,824.80
17,827,575.85
0.ill%
1,110o/o
1.s00%
1.770%
2.060%
2.160%
2.6200/o
2.800%
3.000%
3.1700/o
1.3s0%
3.52OYo
3.660Yo
3.730o/o
3.800%
3,8600/o
3.9t0%
3.%0%
4.00@/o
4.040%
4.?3,0%
123,0%
4.230%
4.2!0%
4.2300/.
4.300%
4.3N%
4.300n/o
4.30o0/o
tuttn0z5
taitD025
tv01n0z5
ta$ln025
tu0ln025
tuiln025
taDlt2025
tuiln025
laoLn025
tu0Ln0z5
LO62IL C 4.580% luolr2ozs t00.000 1,014'109'00
ioa:n c 4.580% tzfilnozs 100.000 1,065'979'20
tos,ztz c 4.580% luoLt?oz' 100.000 1,120'644'E0
1o6i.2lz c 4.580% luolnozs 100.000 1'17t,105'80
loe.ztz c 4.580% Lzntnozs 100.000 1'238'572'80
5.617,5 1l'60
10s,628 C 4.64s% tu01tD25
105.628 C 4.645% lu|lnozs
105.628 C 1.6450/o l2l0ln025
105.628 C 4.645% la0ln025
100.000 1,179,628.t0
ro0.00o 1,240,129.E0
100.000 1303J2620
l00.0oo _
3,123,484.80
4,765,000
4,845,000
4,945,000
5,065,000
5230,000
5185,000
5.485,000
35,620,000
1.426%
t.576yo
2-114o/o
'2.693%
2.913%
3.332%
3.sEZ%
1.426Vo 100.0001.s76% 100.0002.tr4% 100.0002.693% 100.000
2.943% 100.000
3.332o/o 100.000
3.582% 100.000
27,t68,572.2s
358,495,000
Dated Date
Dolivery Date
FiBt CouPon
PuAmout
Premim
Production
Undffiit€ds Di$outrt
Purchsc Prie
Accrued lnt Gt
Nct Procceds
lafiD0ls
laL0D0l5
06n1D0L6
35E,495,000.00
nJ68,572.25
385,663,5T2.25 107.578508%
(1Je2fi5,00) (0.s00ooo7o)
383,87 1,097 25 107.078308%
3E3,871,097.25
MorganStanteY
335
Atg25,2015 7:42 pm Prepared by Morgan Stanley i ALC EXHIBIT A pue.s
SUMMARY OF REFUNDING REST]LTS
Miami Beach City CenterRDA
Combined 2015 Financings
Dated Date
Delivery Date
Arbitrage yield
Esorow yield
Value of Negative Arbitage
Bond ParAmount
True Interest Cost
Net lnterost Cost
Average Coupon
Average Life
Par amount ofrefuaded bonds
Average coupon ofrefunded bonds
Average life of refunded bonds
PV of prior debt1o lal0/2015 @2.672164%
NetPV Savings
Percentage savings of refunded bonds
Percentage savings of refunding bonds
t2n0l20ls
t2/10t2015
2.6721640/o
1.1802380/o
398,985.10
49,730,000.00
2.8009460/o
2.8s9322%
3.4031010/o
4.090
49,355,000.00
5.258257%
4,195
54,348,110.79
3,268,002.56
6.621421%
6.s71491%
MorganStantey
336
Aug 25, 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A Page 6
Date
SAVINGS
Mi:ami Beach City Center RDA
Combined 2015 Financings
Prior Refunding
Debt Service Debt Service Savings
Present Value
to l2ll0l20l5
@ 2.6721641%
09t30/2016
09130/2017
09R012018
09t3012019
0913012020
098012021
09R012022
a9/3012023
1,261,649.65
8,400,323;75
8,403,379.75
8,409,722.50
8,418,064.00
8,443,743.00
8,451,948.50
E,467,67$.00
706,67s.04
7,995,707.21
8,003,004.16
8,011,856.91
8,018,488.03
8,046,278,35
1,929,270.80
7,940,736.35
555,024,61
404,616.54
400,31s,59
397,865.59
399,575.97
397,464.65
s22,677;10
526,941.6s
547,426.05
388,364.39
375,484.58
364,452.13
357,465.98
346,956.54
445,377.85
437,878.08
60,256,509.15 56,651,966.85 3,604,5A30 3,263,405.59
Savines Summary
PV ofsavings from cash flow
Plus: Refunding funds on hand
Net PV Savings
3,263,405.59
4,596.97
3,268,002.56
MorganStantey
337
4ru425,2015 7:42 pm Prepared by Morgan Stanley /ALC EXHIBIT A rug"z
BOND DEBT SERVICE
Miami Beach City Center RDA
Combined 201 5 Financings
Period
Bnding
Dated Date 1211012015
Delivery Date l2ll0l20l5
Principal Coupon Debt Service
09t30/20t6
09R0/2017
09130/2018
09/30120t9
09t30t2020
09/30/2021
w/30/2022
09/3012023
09/30/2024
09/3012025
09t30t2026
09/30DA27
09/30t2028
09/30/2029
09R0/2030
09/30/2031
09R0t2032
09R0t2033
09RA12034
09R0/2035
09n0D036
09t3012037
09/3012038
09/30/2039
09t3012040
0913012041
09/30/2042
09t30t2043
09B0/2044
6,560,000
6,685,000
6,950,000
2055,000
7,320,000
7,47s,000
7,785,000
8,520,000
8,960,000
9,415,000
9,900,000
10,410,000
10,940,000
I 1,505,000
12,095,000
12,715,000
13,365,000
I4,050,000
14,770,000
15,530,000
16,325,000
17,160,000
18,040,000
18,965,000
19,940,000
20,960,000
22,035,000
23,165,400
** o/to
** o/o
** o/o
** Yo
** o/o
** o/o
** o/o
5.000%
5.000%
5.000%
5.0000/o
5.0000/o
5.000o/o
5.000%
5.000%
5.0000/o
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000o/o
5.000%
5.000%
s.000%
5.000%
5.000Yo
8,039,793.79
16,8'.13,9s7.21
16,756,254.16
16,600,106.91
16,401,738.03
16,164,528.35
15,892,520.80
15,593,986.35
t5,225,250.00
14,788,250.00
14,328,875.00
13,846,000.00
13,338,250.00
12,804,500.00
12,243,375.00
11,653,375.00
I 1,033,125.00
10,381,125.00
9,695,750.00
8,975,250.00
8,217,750.00
7,421,375.04
6,584,250,00
5,704,250.00
4,179,12s.00
3,806,500.00
2,784,000.00
1,709,125.00
519,125.00
8,019,793.79
23,433,957.21
23,441,254.16
23,450,106.91
23,456,738.03
23,484,528.35
23,367,520,80
23,378,986.35
23,745,250.00
23,748,250.00
23,143,875.00
23,746,000,00
23,748,250.00
23,144,500.00
23,748,375,00
23,148,375.00
23,148,125.00
23,746,125.00
23,145,150.00
23,745,250,00
23,747,750.00
23,146,375.00
23,',|44,250.00
23,144,250.00
23,744,125,00
23,746,500.00
23,744,000.00
23,744,125.00
23,144,125.00
358,495,000 312,221,510.60 670,716,510.60
MorganStantey
338
Aug25, 2015 1:42pmPreparedbyMorganStanlev/AlC
-
EXHIBIT A PageS
NBTDEBTSERVICE
Miami Beach CitY Center RDA
Combined 2015 Financings
Total Debt Service Net
principal Interest Debt service Reserve Fund Debt service
Period
Ending
0913012016
09/3012017
09R012018
09/3012019
09130/2020
09/30n021
09i3012022
0913012023
098012024
091301202s
09t30D026
09l30D0z7
09130t2028
0913012029
0913012030
09t3012a31
098012032
0913012033
0913012034
0913012035
09t30/2036
0913012037
09130/2038
09130/2039
0913012040
0913012041
0913012042
0913012043
09l30l204/
6,560,000
6,685,000
6,850,000
7,055,000
7,320,000
7,475,000
7,785,000
8,520,000
8,960,000
9,415,000
9,900,000
l0y'lo,o0o
10,940,000
1 1,505,000
12,095,000
12J15,000
13,365,000
14,050,000
14,770,000
15,530,000
16,325,000
17,160,000
I 8,040,000
1E,965,000
19,940,000
20,960,000
22,035,000
23,165,000
8,039,793.79
16,873,957.21
16,756,254.16
16,600,106.91
16,401,738.03
76,164,528.35
15,892,520.80
15,593,986.35
15,225,250.00
14,788,250.00
14,328,875.00
13,846,000.00
13,338,250.00
12,804,500,00
12,243,375.00
11,653,375.00
1 1,033,125.00
10,381,125,00
9,695,750.00
8,975,250.00
8,217,750.00
7,421,375.00
6,584,250.00
5,704,250.00
4,779,125,00
3,806,500.00
2,784,000.00
1,709,125.00
579,125.00
8,039,793.79
23,433,957.21
23,441,254.16.
23,450,106.91
23,456,738.03
23,484,528.35
23,367,520.80
23,378,986.35
23,145,250.00
23,148,25A.00
23,743,875.00
23,746,000.00
23,748,250.00
23,144,500.00
23,748,375.00
23,748,375.00
23,',148,125.00
23,746,125.00
23,745,750.00
23,745,250,00
23,',141,150.00
23,746,375,00
23,144,250.00
23,144,250.00
23,744,725.00
23,746,500.00
23,744,000.00
23,744,125.00
23,144,125.00
112,804.78
237A83.76
231,483.76
237,4E3.76
237,483J6
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,4E3.76
237,483.76
237,483.76
231,483.76
237,483.76
237,483.76
237,483,76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.16
237,483.76
237,483.76
237,483.76
237,483.76
237,483,76
237,483,76
23,867,116.88
7,926,989.ol
23,196,473.45
23,203,170.40
23,212,623.15
23,219254.27
23,247,044.59
23,130,037.04
23,141,502.59
23,507,766.24
23,510,766.24
23,506,391.24
23,508,516.24
23,510,766.24
23,507,016.24
23,510,891.24
23,510,891.24
23,510,641.24
23,508,641.24
23,508,266.24
23,507,766.24
23,510,266.24
23,508,891.24
23,5A6,766.24
23,506,166.24
23,506,641.24
23,509,016.24
23,506,516.24
23,506,641.24
(122,991.88)
358,495,000 312,22|,5fi.60 670,716,5|0.60 30,391,983.18 640,324'527.42
MorganStanteY
339
Aug 25, 2015 7:42 pm Prepared by Morgan Stanley / ALC EXHIBIT A pug.e
Period
Ending
RDA Convention
Center
Financing,
Series 2015
(New Money)
AGGREGAIE DEBT SERVICE
Miami Beach City CenterRDA
Combined 2015 Financings
Series 2015
Taxable Series 2015
Refunding of Taxable
Series 19984 Refimding of
Non-Callables Series 2005A
Series 2015
Tax-Exempt
Cunent
Refunding of Aggregate
Series20058 DebtService
09130/2016
09t30/2011
09t30t2018
09/3012019
09/30/2020
09/30/2021
09/30/2022
0913012023
09t3012024
09/30D025
09R0t2026
09R0t2027
09/30t2028
a9R0/2029
09/30D$A
09/30/2031
0913012032
09/30/2033
09130/2034
09BADA35
0913012036
09/3012037
09130/2038
09t30/2039
0913012040
09130/2041
09t30/2042
09t30D043
09130/2044
7,333,t68.75
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
23,745250.00
23,148250.00
23,743,87s.00
23,746,000.00
23,748,250.00
23,744,500.00
23,748,37s.00
23,748,375.00
23,748,t25.00
23,746,125.00
23,145,750.00
23,745,250.00
23,747,?50.00
23,746,315.00
23,'144,250.00
23,744,250.00
23;144,125.00
23,746,500.00
23,744,000.00
23,744,125.00
23,744,175.00
100,563.30
2,222273.95
2,226,602.94
2,233,120.25
2226,920.65
1,653,985.45
332,549.24
3,420,483.26
3,424,001,26
3,427,036.66
3,432,76',1.38
4,025,542.90
5,569,520.80
5,583,236.35
273,552.50
L3s2,9s0.00
2,352,400.00
a351,700.00
2,358,800.00
2,366,750.00
2,359,750.00
2,357,500.00
8,039,793.79
23,433,957.27
23,441,254.16
23,450,L06.9L
23,456,738.03
23,484,528,35
23,367,520.80
23,378,986.35
23,745,250.00
23,748,250.00
23,743,875.00
23,',|46,000.00
23,748,250.00
23,744,500.40
23,748,375.00
23,748,375.00
23,748,125.00
23,746,125.00
23,745,750.00
23,745,250.00
23,747,750.00
23,746,375.00
23,744,250.00
23,744,250.00
23,744,125.00
23,746,500.00
23,744,000.00
23,744,125.A0
23,744,125.00
614,064,543.75 14,663,466.50 29,215,097,85 16,773,402.50 610,716,510.6A
340
Ang 25, 201 5 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A pase to
ESCROW STATISflCS
Miani Beach CitY CenterRDA
Combined 2015 Financings
Modificd Yicldto Yicldto Pcrf€ot Veluoof
Total Dration PY of t bp Rreipt Disbmemt Estrow Negtive CGt of
Esmw Esmwcost (yrm) cbmgt Daie Dste cost Arbiragc DcadTimo
Scries 2015 Tuable Rofinding of S*im 198A Noa-Callable, Global Proeeds Esaowg,8g6,n5.23 2.7s3 2,751.32 l.l8O23S% 1.1802360/o 9,491991.84 39E985.10 r'29
Serics 2015 Tmble Refiudingof Srics 2005d Global Ptoecds Esmw:
25,470,010.00
Sorics 2015 Tu-ExmptCurdtRefimding ofSriee 20058, Global Proffids Escrow:
15J65,010.00
25370,010.00
15365,010.00
5033t898,3 2J53.32 50J33,011.84 398,98r.10 l.z9
Delivery dats
ArbiEaga leld
Corupositc Modified Dmtion
lu101201s
2.612164/o
2.783
Morqan$tantey
341
Alg 25, 2015 7 :42 pm Prepared by Morgan Stanley / A.LC EXHIBIT APage l1
SOURCES AND USES OF FUNDS
Miami Beach City Center RDA
RDA Convention Center Financing, Series 2015 (New Money)
Dated Date l2ll0l20t5
Delivery Date 12/10/2015
Souroes:
Bond Proceeds:
Par Amount
Premium
308,765,000.00
25,813,867.0s
334,578,867.05
Pmject Fund Deposits: .
Project Fund
Other Fund Deposits:
Debt Service Reserve Fund
Delivery Date Expenses:
Cost oflssuance
Underwriter's Discount
Other Uses ofFunds:
Additional Proceeds
308,667,63 1.00
23,748,375.00
6 17,530.00
1,543,825.00
2161.355.00
1,506.05
334,578,867.05
MorganStail[ey
342
Atg25,2015 1:4lpmPreparedbyMorganStanlev/AlC EXHIBIT A Pagel2
BOND SUMMARY STATISTICS
Miami Beach CitY Center RDA
RDA Convention Center Financing, Series 2015 (NewMoney)
Dated Date
Delivery Date
First Coupon
L,ast Maturity
Arbihage Yield
True Interest Cost(flC)
Net Interest Cost (NIC)
All-InTIC
Average Coupon
Average Life (years)
Weighted Average Maturity (years)
Drnation of Issue (Years)
ParAmount
Bond Proceeds
Total Intorest
Net IntEr€st
Totat Deh Service
Ma:<imum Annual Debt Sewice
Average Annual Debt Service
Underwrite/s Fees (per $1000)
Average Takedown
Other Fee
Total Underwritef s Discount
Bid Price
ta$n0$
tul0D0t5
06rcrn0rc
r2to1t2M3
3.969624o/o
4.t86144%
4.6025210/o
4.400978%
5.000000%
t9.776
19.615
12.791
308,765,000.00
334578,867.05
30s299,s43:7s
281p29,501.70
6t4p64,543.75
23:748,375.00
21950,475.20
5.000000
5.000000
I07.860360
Average
Average Average MaturitY
Coupon Life Date
Par
Value Price Duration
PVof 1bp
chango
Bond Compotent
Serial Bonds (Tax-ExemPt)
Term Bond I (Ia,x-ExemPt)
Term Bond 2 (Iax-ExemPt)
152,175,000.00
90y'30,000.00
66,160,000.00
1 10.825
106.212
105.628
5.000P/o
5.000%
5.000%
10.693
14214
(s.423
111,972.90
7s,961.20
54,912.80
14.670 08/112030
23.O75 0tn6r2$9
27.008 la0n042
308J65p00.00 19'776 262,846'90
JUOr
'
UJrvw'vv
TIC
fubitrage
Yield
All-In
TIC
Par Value
+ Accrued Int€rest
+ Premium (Discount)
- Underwritet's Discount
- Cost oflssuance ExPense
- Other Amouts
Target Value
TargotMe
Yield
308,765,000.00
25,813,867.05
(1,543,82s.00)
308,%5,000.00
25,813,867.05
(1,543,82s.00)
(617,s30.00)
308,765,000.00
25,813,867.05
333,035,042.05
l2lt0a0l5
4.3861M%
332117,512.05
1211012015
4.4009780/o
334,578,867.05
turcnols
3.969624%
MorgarrStantey
343
Au925,2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT APage 13
Bond Componeat
Matuity
Dete
BONDPNCING
Miami Beach City Center RDA
RDA Convention Center Finansing, Series 2015 (New Money)
Amout Rat€
Yicld to Cdl
Yiold Prie Manrity Dsto
cdl
Price
Pramim
(-Digcormt)
Serial Bonds (Iu-Exempt):
L2t01DA3
t2l0t/2vt4
tu$tnizs
t210112026
tzl|w0z7
12/01t2028
12t0u2029
0t0tn$0
t2l0v203t
ruov2032
1210112033
12t0y2034
12t0y2035
TmBond I (fu-Excmpt):
12t0tD0r6
nntn$7
1210112038
tzt01t2039
,u01t2040
Term Bond 2 (fu-Exempt):
t2l0ln0/.l
w0tnuz
1210112043
12101D044
8,s20,000 s.wo%
8,960,000 5.@00/o
9,415,000 5.000%
9,900,000. 5.000%
10,410,000 5.000%
10,940,000 5.000%
11,505,000 5.N0%
12,095,000 5.000%
12,715,000 5.000o/o
13,365,000 5.0000/o
14,050,000 5.000%
v,n0,000 5.000%
15,530,000 5.000%
152,175,000
15,325,000
17,160,000
18,040,000
18,955,000
19,940,000
90,430,000
1t5.62s
I 15.633
I 15.5,14
113.892 C 3.16?0/o
112.358 C 3.7t2%
l1l.Il3 c 3900%
110.4 C 4.0t1%
109.884 C 4.1100/.
109.363 C 4.190%
108.930 C 4.2s6%
108.500 c 4.31s%
108.157 c 4.363%
107.816 c 4_407%
t06.212 C 4,580%
tM.2L2 C 4,5800/0
106.212 C 4.580%
t05.212 C 4.s80%
106.212. C 4s80%
1,331,250.00
1,400,716.80
1,463,467.60
100.000 137s,308.00
100.000 1,u6,46?.801oo.oo0 t215,762.20
100.000 1,207,564.80
100,000 1,195,469.80
100.000 1,190,505.4t
100.000 1,193,494.50
100.000 1,194,250.00
100.000 12!4,78890
100.000 1,213,824.80
16,472,870,65
100,000 1,014,109.00
100.000 1,065,979.20
100.000 1,120,6{4.80
100.000 1,178,105,80
100.000 ____121$za!q
5,617,5 I 1.60
100.000 1,t79,628.80
100.000 1,240,129.80
100.000 1,303,726.20
100.000 _
3,723,4E4,80
20,960,000 5,0000/o
22,035,000 5.0000/0
23,165,000 5.Q000/o
5.000%
66,160,000
105.628 C 4.615% 1U0112025
105.628 C 4.6450/o 1210112025
105.628 C 4.645% t2l0ll20L5
105.628 C 4.645o/o 1210112025
5.000%
5,000%
5.000%
5.000%
5-000o/o
2.800o/o
3.000P/o
3.t70%
3.350%
3.520%
3.660%
3.730%
3.800%
3.860%
3.914%
3.960%
4.0000/o
4.040%
4.230%
4230o/o
4.230%
4230%
4.230%
43000A
4.300%
4.300%
4.3000/.
1?/01D025
tzl0u202s
tvgu202s
ta0w02s
1?,0V2025
t?r'0u2025
r2t0w02s
ta0uz025
QJ0tno25
1A0tn02s
ta0v2025
0mnlzs
ta0U2025
taal2025
ta0y2025
308,765,000 2s,813,867.0s
Daled DatE
Delivery Date
Fint Coupoo
PtrAmout
Promim
Production
Undq*rilols Discormt
Puchse hice
Accrued IntgrEst
Net Pmecds
12fi0120t5
12n0D01s
06n1n016
308,765,000.00
25,8t3,867.05
334,578,867.0s 108.360360%
(1;543,825.00) (0.50000090)
333,035,042.05 107.8603600/o
333,035,042.05
Morgan$tantey
344
Avg25,2015 7:42pm Prepared by Morgan Stanley LtrLC EXHIBIT A Paset4
BOND DEBT SERVICE
Miami Beach City Center RDA
RDA Convention Center Financing, Series 2015 (New Money)
Dat€d Date L211012015
Delivery Datc laL0n0l5
Pcriod Anntat
Ending Priucipal Coupon tutores Debt Swice Debt Swi€
06t0v2016
09/30n016
t2t0tD0t6
06101n017
09/30n017
nlotn0n
06ntn0r8
09t30D018
t2t0lt20l8
06t01D0t9
0980n019
w0lno9
06t01D020
09R0n020
tu1v2020
06ntn021
09a,0t2021
D/0v2021
06nv2022
09/3,012022
w0tn022
06n1n023
09^.0n023Dn1n023 8,520,000 5.000% 7J19,125.00 16,239,125.00
06fi1?024
0980t2024
7.506.125,00 7,505.125.00
12t01t2024 8,960,000 5.000% 7,s06,125.00 16,466,t25.00
7_282,t25.00 7282,125.00
wo1n02s 9,415,000 5.000% 7282,125.00 16,697,125.00
06t0t/2026
09n0/2026
7,046,750.00 7,046,750.00
Dn|no26 9.900,000 5.000% 7,046,750.00 16,946,750.00
6,799,2so.00 6,7992s0.00
12t0112027 i0,410,000 5.000% 6i99,250.00 17,209,?50.00
6.539,000.00 6,539,000.00
L2ntn028 10,940,000 5.000% 6J39,000.00 17,479,000.00
6265,500.00 6265,500.00
12t0v2029 11,505,000 5.000% 6265,500.00 17,770,500.00
7333,168.15 7,333,16E.7s
7,333,168;t5
7:7t9,125.00 7J19,125.00
7JL9,l2s.o0 7J19,r25.00
15,438,250.00
7J19,t25.00 7J19,125.00
7J19,12s.00 7,719,12s.00
15,138,250.00
7:7r9,r2s.oo 7:719,125.00
7,7t9,175.00 7,719,125.00
15,138,250.00
7,7t9,t25.00 1,719,12s.00
7,719,175.00 1,719,125.00
I5,{38,250.00
7,719,125.00 7,719,125.00
7,719,125.00 7,719,125.00
15,138,250.00
7,719,125.00 7319,12s.00
7'719'125.'00 7'719'125.00
15,138,250.00
7 ,7t9 ,r25 .00 7 3 19 ,125 .00
1,719,125.00 7,719,125.00
1s,t38,250.00
5.977.E75.00 5,977,875.00
23,7452s0.00
23,748,250.00
23,743,875.00
2?,746,0W.00
23,7482s0.00
21J44,500.00
23,748,375.00
06t0v2025
09t30/2025
06/0v202'l
0913012027
06t01t2028
0913012v)8
06101nu29
09BUZAzg
06/0tn030
09/3A12030tuotna3a 12,095,000 5.000% 59'77,t7s.00 18,072,t75.00
o6lolao3t 5,675,500.00 5,675,500.00
ogl3o/2031 23,74E'37s'oo
Dlotn$t 12.715,000 5.000% 5,675,500.00 1t,390,500.00
06/0v2032 5,3s7,625.00 s357,625.00
og5on$z 23748'125'00
LUOtn$2 13,36s,000 5.000% 53s7,62s.00 18,722,625.00
o6/otn0f.3 5,023,500.00 5,023,500.00
09/3012013 23,746'125'00
t2t0y2033 14,050,000 5.000% 5,023,500.00 19,073,500.00
0610112034 4,672250,00 4,6722s0.00
osBonlB4 23,145,750.00
12t01t2034 14,?70,000 s.000% 4,672,250.00 19,142,250.00
06101t2035 4,303,000.00 4,303,000.00
ogtsolzo3s 23'745'250'00
,2rctno3s 15,530,000 5.000% 4,303,000.00 19,833,000.00
0610112036 3,914,750.00 3,914,?s0.00
09t30t2036 23,747,750-00
nrctn$o 16,325,000 5.000% 3,914,750.00 20,239,750.00
06t01t203? 3,s06,625.00 3,506,625.00
og\on$1 23,146,375.00
nrclnfs1 17,160,000 5.000% 3,506,625.00 20,666,6?,5.00
o6tov2o38 3,077,625.00 3,077,62s.00
og31nfr,8 23,744,250.00
t2t0v2038 18,040,000 5.000% 3,077 ,625.00 2r,111,625.00
0610117039 2,626,62s.00 2,626,62s.00
Morganstantey
345
Av925,2015 7:42 pm Prepared by Morgan Stanley /ALC EXHIBIT APag" 1s
BOND DEBT SERVICE
Miami Beach City Center RDA
RDA Convention Center Financing Series 2015 (New Money)
Period Auu8l
Ending hincipal Coupon Intcrcst Dcbt Seryioe Dcbt Sryi€
09B0nB9 23,7&.250.00
1210112039 18,955,000 5.000% 2,625,625.00 21,591,625.00
06to1n040 2,152,500.00 2,152,500.0009R0D010 23,744,t2s.00lu0ln040 19,940,000 5,000% 2,152,500.00 22,092,5a0,00
0610In04r 1,654,000.00 1,654,000,0009l30l2ul 23,746,500.00la0LD04L 20,960,000 5.000% 1,654,000.00 22,614,000.00
06101D042 1,130,000.00 1,130,000.0009R0DUZ 23,714,000.00ta0tD042 22p35,000 5.000% 1,130,000.00 23,165,000.0006101f2043 579,125.00 579,125.0009t30D043 23,744,t25.00pl01n0$ 23,165,000 5.000./. 579,125.00 23,744,125.W09t30D044 23,744,t25.00
308,765,000 305299,s43.75 614,064,s43.7s 614,064,543,75
MorganStantey
346
A:ulg 25, 201 5 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page 16
Period
Ending
NETDEBTSERVICE
Miami Beach City Center RDA
RDA Convention Center Financing, Series 2015 (NewMoney)
Total DebtService Net
Principal Interest Debt Service Reserve Fund Debt Service
09t30t20t6
09t3012017
09B0n0t8
09/30n019
09130D020
0913012021
09/30D022
0913012023
09/30t2024
09130D02s
09R0t2026
09R0/2027
09/3012028
09/3012029
09i30n030
09t30D03t
09/30n$2
098012C33
09B0n034
09130/2035
09/30t2035
09130t2037
09130/2038
09R012039
09t30/2040
09t30D041
09130/2042
0980n043
0913012044
8,520,000
g,960,0oo
9,415,000
9,900,000
10,410,000
10,940,000
I 1,505,000
12,095,000
12,715,000
13,365,000
14,050,000
14,770,000
15,530,000
16,325,000
17,160,000
18,040,000
l 8,965,000
19,940,000
20,960,000
22,035,000
23,165,000
7,333,168.75
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,225,250.00
14,788,250.00
14,328,875.00
13,846,000.00
13,338,250.00
12,804,500.00
12,243,375.00
I 1,653,375.00
I 1,033,125.00
10,381,125.00
9,695,750.00
8,975,250,00
8,217,750.00
7,421,375.00
6,584,250.00
5,704,250.00
4,779,125.00
3,806,500.00
2,?84,000.00
1,709,125.00
579,125.00
7,333,168.75
15,438,250.00
15,43E,250.00
15,438,250.00
15J38,250.00
15,438,250.00
15,438,250,00
15,43E,250.00
23,745250.00
23,748,2s0,00
2i,743,875.00
23,746,000.00
23,74E,2s0.00
23,744,500.00
23,748,375.00
23,748,37s.00
23,748,125.00
23,746,125.00
23,745,750.00
23,745,250.00
23,747,750,00
23,746,375.00
23,744,250.00
23,744,250.00
23,744,125.00
23,746,500.00
23,744,000.00
23,744,125,00
23,744,125.00
112,804.78
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
231,483.76
231,483.76
237,483.76
237,4E3.76
237,483.76
237,483.76
237,483.16
237,483.76
237,483:16
237,483.76
237,483,76
237,483.76
237,483.76
237,483.76
231,483,76
237,483,76
237,483.76
237,483;t6
237,483.76
237,483,76
23,867,1 15.88
7,220,363.97
15,20tr,,766.24
t5,200,766,24
t5,2W,766.24
15,200,766.24
15,2N,766.24
15,20p',766.24
15,200,766.24
23,507,766.24
23,510,766.24
23,506,391.24
23,508,516,24
23,510,766.24
23,507,016.24
23,510,891.24
23,510,E91.24
23,510,641.24
23,508,641.24
23,508,266.24
x,507,766.24
23,510,266.24
23,508,891.24
23,506,766,24
23,5m,'.166.24
23,506,641.24
23,509,016.24
23,506,516.24
23,506,641.24
(122,991.88)
308,765,000 305,299,543.75 614,064,543.75 30,391,983.18 583,672,560.57
fVlorganrStanley
347
Attg25,20l5 7:42pm ?repared by Morgan Stanley /ALC EXHIBIT Arugeu
SOURCES AND USES OF FT]NDS
Miami Beach City Center RDA
Series 2015 Taxable Refuading ofSeries 1998A Non-Callables
Dated Date tafit20t5
Delivery Date lArcl2}ls
Bond Proceeds:
Par Amount 9,970,000.00
9,970,000.00
Refunding Escrow Deposits:
Cash Deposit
SLGS Purchases
Delivery Date Expenses:
Cost oflssuance
Underwritet's Discount
Other Uses ofFunds:
Additional Proceeds
10.23
9,896,968.00
9,896,978.23
19,940.00
49,850.00
69,790.00
3,231.77
9,970,000.00
MorEanStantey
348
Aug 25, 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page t8
BOND SUMMARY STATISTICS
Miami Beaoh City Center RDA
Series 2015 Ta:<able Refunding of Series 19984 Non'Callables
Dated Date
Delivery Date
First Coupon
last Maturity
Arbitrage Yield
True Interest Cost (TIC)
Net Interest Cost (MC)
All-tn TIC
Average Coupon
Average Life (years)
rileighted Average Maturity (years)
Duration of Issue (years)
Par Amount
Bond Proceeds
Total Interest
Net Interest
Total Debt Service '
Maximum Annual Debt Service
Average Annual Debt Service
Underwriter's Fees (per $1000)
Average Takedown
Other Fee
Total Underwritet's Discount
Bid Price
5.000000
99.500000
Average
Average Average Matudty
Coupon Life Dat€
wrcno$
turcn'$
06l0tD0l6
lonlD020
2.672164%
2.s67680%
2.566634%
2.640289%
2.394505%
2.n5
2.N5
2.808
9,970,000.00
9,970,000.00
69r,166.s0
743,316.50
10,663,456.s0
2233,120.2s
2,t43,4t0.35
5.000000
Bond Component
Par
Value Price
PVof 1bp
change
Serial Bonds (faxable)9,970,000.00 100.000 2.39s% 2905 luc/.n}lS 2,708.35
9,970,000.00 2.905 2,708.35
All-In
TIC
fubirage
Yield
Par Value
+ Accruod lnterest
+ Premium (Dscount)
- Underwrite/s Discouat
- Cost oflssuance Expense
- Other Amounts
Target Value
Target Date
Yield
9,970,000.00
(49,8s0.00)
9970,000.00
(49,8s0.00)
(19,e40.00)
9,970,000.00
9,920,150.00
t2ll0D0l5
2.567680%
9,900210.00
tarcnlls
2.640289%
9,970p00.00
taL0D0l5
2.6721640/o
349
Avg 25, 2015 7:42 pm Prepared by Morgan Stanley / AIC EXHIBIT APage le
BONDPRICING
Miami Beach City Center RDA
Series 2015 Taxable Refunding of Series 1998A Non-Callables
Maturity
Bond Component Date Amount Rate Yield Price
Serial Bonds (Taxable):
1u0y2016 2,025,000 1.426% 1.426% 100.000lA01D0l7 2,060,000 1.576% 1.5760/o 100.000luotn}fi 2,105,000 2.t14% 2.114% 100.000lU0lfz0lg 2,150,000 2.693% 2.6930/o 100.000lu0tn020 I,630,000 2.9430/o 2.943% 100,000
9,970,000
Dated Date
Delivery Date
First Coupon
Par Amount
Original Issue Discount
Production
Underwriter's Discount
Putchase Price
Accrued Interest
Net Proceeds
D/rcn0$
tarcD0l5
06/01D016
9,970,000.00
9,970,000.00 100.000000%
(49,850.00) (0.5000000/0)
9,920,150.00 99.500000%
9,920.150.00
Morgan$tantey
350
Atg 25, 201 5 7 :42 pm Prepared by Morgan Sanley / ALC EXHIBIT A Pase2o
SUMMARY OF REFI.]NDING RESTJLTS
Miami Beach City Center RDA
Series 2015 Ta,rable Refirnding of Series 19984 Non{allables
Dated Date
Delivery Date
Arbitage yield
Escrow yield
Value of Negative Arbitrage
Bond Par Amount
True lnt€rest Cost
Net Interest Cost
Average Coupon
Average Life
Par amount ofrefunded bonds
Average coupon ofr€funded bonds
Average life of refunded bonds
PV of prior debtto l2ll0l20l5 @2.6721640/o
Net PV Savings
Percentage savings of refunded bonds
Percentage slvings of refunding bonds
lu10l20l5
tztr0l20l5
2.6721640/o
1.180238%
398,985.10
9,970,000.00
2.567680%
2.566634%
2.3945050/o
2.905
E,520,000.00
6.680000%
2,979
9,497,983.08
(390,259.47)
(4.580510o/o)
(3.914338Y,)
lvlorgan stantey
351
Aug 25, 2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT APage2r
SAVINGS
Miami Beach City Center RDA
Series 2015 Taxable Refunding of Series 19984 Non-Callables
Present Value
Prior Refunding to l2/l020t5
Date Debt Service Debt Service Savings @ 2,67216410/o
09130120t6 284,568,00 100,563.30 184,004.70 181,699.20
09130D017 2,101,t97.00 2,222,273.95 (121,076.95) (1t9,784.96)
0913012018 2,101,645.00 2,226,602.90 (124,957.90',) (l19,824.65)
09130D019 2,109,2M.00 2,233,120.25 (123,876.25) (115,2t6.74)
096012020 2,103,660.00 2,226,920.65 (123,260.65) (1n,219.33)
09/304,021 1,529,432.00 1,653885.45 (124,553.45) (109,144.76)
10,229,746.00 10,663,466.50 (433,720.50) (393,49t_24)
Savinss Summarv
PV ofsavings fiom cash flow
Plus: Refunding funds on hand
Net PV Savings
(393,491.24)
3,231.77
(390259.4',1\
MorganStantey
352
Aug25,2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT A page21
Period
Ending
BONDDEBTSERYICE
Miami Beach City Center RDA
Series 2015 Taxable Refunding of Series 1998A Non-Callables
Dated Date 1U1012015
Delivery Date l?fiD0ls
Principal Coupon Debt Service
Ailual
Debt Service
06t0tn0t6
09r012016
t2t0t/2016
06101n0fl
09/30120L7
ta0v2011
06/01n018
09B0t20t8
t2t0t/2018
06/0t/2019
09t30120t9
t2t0tD0t9
0610u2020
09130/2020
12/01D020
0913012021
2,025,000
2,060,000
2,105,000
2,l50,ooo
l,63o,ooo
1.4260/o
1.576o/o
2.1140/o
2.6930/o
2.9430/o
100,563.30
105,856.10
91417.85
91,417.85
75,185.05
75,185.05
5293s.20
52,935,20
23,985.45
23,985.45
100,563.30
2,130,856. l0
91,417.85
2,15t,471.85
75,185.05
2,180,185.05
52,935.20
2,202,935.20
23,985,45
1,653,985.45
100,563.30
2,222273.95
2,226,602.90
2,233,120.25
2,226,920.65
1,653,985.45
9,970,000 693,466.50 t0,663,466.50 10,663y'66.50
[norganStantey
353
Aug 25, 2015 7:42 pm Prepared by Morgan Stanley I N-C EXHIBIT A,Iaeezt
Period
Ending
NET DEBT SERVICE
Miami Beach City Center RDA
Series 2015 Taxable Refunding of Series l998ANon-Callables
Total Net
Principal Interest Debt Service Debt Service
09R0/20t6
09/3012017
09t30t20t8
09R0D019
09/3012020
09/3012021
2,025,000
2,060,000
2,105,000
2,150,000
1,630,000
I 00,563.30
197,273.95
166,602.90
128,120.25
76,920.65
23,985.45
I00,563.30
2,222273,95
2,226,602.90
2,233,120.25
2,226,920.65
1,653,9E5.45
100,563.30
2,222,273.95
2,226,602.90
2,233,120.25
2,226,920.6s
1,653,985.45
9,970,000 693,466.50 10,663,466.50 10,663,466.50
MorEan$tanley
354
Attg25,20l5 1:42pm Prepared by Morgan Stadey / ALC EXHIBIT A Page24
SUMMARY OT BONDS REFUNDED
Miami Beach City Center RDA
Series 2015 Taxable Reftnding of Series 1998A Non-Callables
Call
Prioe
Par Call
Amormt Date
Maturity [nterestDate Rate
Series 1998 (Taxable), 1998:BON'D lu0ll20l6
lU0u2017
tu0u20t8
t2t0u20t9
tu07r2v20
6.6800/"
6.68V/o
6.68V/o
6.680%
6.6800/o
1,585,000.00
1,695,000.00
I,820,000.00
1,940,000.00
1,480,000.00
8,520,000.00
MorgarrStanley
355
Aug 25, 2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT Aragezs
SOI]RCES ANDUSES OF FLINDS
Miami Beach City CefterRDA
Series 2015 Taxable Refunding ofSeries 2005A
Dated Date l2ll0/2015
Delivery Date l2/l0D0l5
Bond Proceeds:
ParAmount 2s,650,000.00
25,650,000.00
Uses:
Refunding Escrow Deposits:
Cash Deposit 25,470,010.00
Delivery Date Expenses:
Costoflssuanoe 51,300.00
Underuriter's Discount 128,250.00
1?9J50J0
Other Uses ofFunds:
AdditionalProceeds 440.00
25,650,000.00
MorganStantey
356
Aug25,2015 7:42pm PreparedbyMorganStanley/AlC EXHIBIT A Page26
BOND SUMMARY STATISTICS
Miami Beach City Center RDA
Series 2015 Taxable Refunding ofSeries 2005A
Bond Component
Dated Date
Delivery Date
First Coupon
l,ast MEturity
Arbibage Yield
True Interest Cost (TIC)
Net Interest Cost (NIC)
All-InTIC
Average Coupon
Average Life $ears)
Weighted Average Maturity (years)
Duration of Issue $ears)
Par Amount
Bond Proceeds
Total Interest
Net Interest
Total Debt Service
Ma<imum Annual Debt Service
Avemge Amual Debt Service
Underwrite/s Fees (per $1000)
Average Takedown
Other Fee
Total Underwrite/s Discount
Bid Price
wrcn0ls
t2ll0D0l5
06rc1n0rc
Qntn022
2.672164%
3.181152%
3.185r91%
32296650/o
3.074586o/o
4.527
4.521
4.2t5
25,650,000.00
25,650,000.00
3,565,097.85
3,693,347.85
29,215,097.85
s,s81,236.35
4,188,544.49
5.000000
s.000000
99.500000
Average
Average MatudtyLife Date
Par
Value Price
Average
Coupon
PV of1 bp
change
Serial Bonds (Taxable)25,650,000.00 100.000 3.075%4.s21 061fin020 10,505.25
25,650,000.00 10,505.25
TIC
All-In
TIC
A6itrage
Yield
Par Value
+ Accrued Interest
+ Premitrm @iscount)
- Underwrite/s Discount
- Cost oflssuance Expense
- Other Amounts
Target Value
2s,650,000.00
(1282s0.00)
2s,6s0p00.00
(128,250.00)
(51,300.00)
25,650,000.00
Target Date
Yield
25,52tJ50.0O
Qlrcn015
3.t&tr52%
25,4701s0.N
12t10D015
3.229665%
25,650,000.00
'2llaa,l'2.672164%
MorganStantey
357
Ang 25, 2015 7:42 pm Prepared by Morgan Stanley / ALC EXHIBIT Aragezt
BONDPRICING
Miami Beach City Center RDA
Series 2015 Taxable Refunding ofSeries 2005A
Maturity
Bond Component Date Amount Rat€ Yield Price
Serial Bonds (Ta:<able):
ta0tnw6 2,740,000 t.426% 1.426% 100.000
lAMD|lT 2,785,000 1.5760/o 1.576% 100.0001u0u2018 2,840,000 2.1140/o 2.114% 100.000tuuaatg 2,915,000 2.693a/o 2.693% 100.000lU0],n020 3,600,000 2.943% 2.943o/o 100.000l2l0l202l 5,285,000 3332o/o 3.332% 100.000tu0tD022 5,485,000 3.582% 3.582% 100.000
25,650,000
Dated Date
Delivery Daie
First Coupon
ParAmount
Original Issue Discount
Production
Underwriter's Discount
tut0t20t5
12n0D015
06mDat6
25,650,000.00
25,650,000.00 100.000000%
(128,250.00) (0.50000070)
Purchase Price 25,527,750.00 99.500000%
Accrued Interest
Net Proceeds 25,52t,750.00
MorganStantey
358
Atg25, 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page2l
SUMMARY OF REII'I.]NDING RESIJLTS
Miarni Beach City Center RDA
Series 2015 Taxable Refunding ofSeries 20054
Dated Date
Delivery Date
Arbihage yield
Esorow yield
Value of Negative Arbihage
Bond Par Amount
True Interest Cost
Net Interest Cost
Average Coupon
Average Life
Par amount ofrefirnded bonds
Average coupon ofrefunded bonds
Average life ofrefunded bonds
PV of prior debtta lUrcn075 @2.6721640/o
Net PV Savings
Percentage savings of refunded bonds
Percentage savings of refunding bonds
tafiD0l5
ranDot5
2.6721640/o
0.000000%
25,650,000.00
3.181152%
3.l85l9lo/o
3.074s86%
4.52t
25,470,000.00
5.1E93770/o
4.618
28,206,309.11
2,138,208,20
8.3950070/o
E.3360940/o
MorEanStantey
359
4n9 25, 201 5'l :42 pm Prepared by Morgan Stanley / ALC EXHIBIT Aruge2e
SAVINGS
Miami Beach City Center RDA
Series 2015 Taxable Refunding ofSeries 2005A
Prior Rofunding
Debt Service Debt Service
Present Value
to 1211012015
Savings @ 2.67216410/o
09/30r20rc
o9t30D0r7
09B0DALg
wt30D0t9
wl30/2020
wt30D02t
09/30n022
09R0Dox
623,087.90
3,7L6,001.75
3,120234.75
3,720,479.50
3,726,279.00
4,322,061.00
5,865,698.50
5,879,553.00
332,509.24
3,420,483.26
3,424,001.26
3,A7,036.66
3,432,767.39
4,025,542.90
5,569,520.90
5,583,236.35
290,578.66
295,518.49
296,233.49
293,441.84
293,511.62
296,518.10
296,177.70
296,3t6.65
286,526.94
2E4,568.15
278,130,9s
268,944,35
262,379.61
258,623.88
252,161.05
246,233.27
37,573,394.4A 29,215,097.85 2,358,296.55 2,137,768.20
Savinss Summary
PV ofsavings from cash flow
Plus: Refunding fimds on hand
Net PV Savings
2,137,768.20
440.00
2,138,208.20
MorganStanley
360
Aug25, 2075 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A Page3o
BONDDEBTSERVICE
Miami Beach City Center RDA
Series 2015 Ta:<able Refrmding of Series 20054
Pcriod
Ending
Dated Date
Delivory Date
Principal Coupon
ADnual
Debt Service Debt Service
tu10D0t5
tut0/20t5
Inter€st
06/07t2076
w/3012016
tila1nu6
06/a1D0t7
09B0nofi
l2t0rD0t7
a6/0tDa18
a9B0D07E
t2l0t/2;018
0610rno19
09R012019
ta0u20t9
06/otD020
09/30n020
tu0t/2020
06/0tD02t
09/3012021
tuoU202L
06/01n022
09/3012u)2
lu0u2022
09/30/2023
2,740,000
2,785,404
2,940,000
2,915,000
3,600,000
5,295,000
5,485,000
1.426%
1.576%
2.114%
2.693%
2.943%
3.3320/"
3.582o/o
332,509.24
350,009.73
330,473.53
330,473.53
308,527.73
308,527.73
278,508.93
278,508.93
239,258.45
239,25E.45
186,284.45
186,284.4s
98,236.35
98,236.35
33\509.24
3,090,009.73
330473.53
3,115,473.5?
308,527.73
3,148,527.73
n8,508.93
3,193,508.93
239258.4s
3,839,258,45
186284.4s
5,471,2E4.45
98,236.35
5,583,236.35
332,509.24
3,424,483.26
3,424,047.26
3,427,036.66
3,432,767.38
4,025,542.90
5,569,520.80
5,583,236.35
25,650,000 3,565,097.85 29,215,097.85 29,2L5,497.85
MorganStantey
361
Aug 25, 2015 1:42 pm Prepared by Morgan Stanley / ALC EXHIBIT A?age lt
Period
Ending
NETDEBTSERVICE
Miami Beaoh City Center RDA
Series 2015 Ta,rable Refunding of Series 2005A
Total Net
Principal Interest Debt Service Debt Service
09t30D016
09/30D0t7
a9R0D0t8
09R0D019
09R0n020
09/30n021
09R0r2022
09/3012023
2,740,000
2,785,000
2,940,000
2,915,000
3,600,000
5,295,000
5,4g5,ooo
332,509.24
680,483.26
639,00r.26
587,436.66
517 ,767.38
425,54290
284,520.80
98,236.35
332,509.24
3,42018326
3,424,001.26
3,427,036.66
3,432,767.38
4,025,542.90
5,569,520.80
5,s83236.3s
332,509.24
3,420,483.26
3,424,001.26
3,427,036.66
3,432,767.38
4,025,s42.90
5,569,520.80
5,583,236.35
25,650,000 3,565,097.85 29,215,097.85 29,215,097.85
MorganStantey
362
Aug 25, 2015 7:42 pm Prepared by Morgan $renlsy / ALQ EXHIBIT A page3z
SI]MMARY OF BONDS REFT]NDED
Miami Beaoh City CenterRDA
Series 2015 Taxable Refunding ofSeries 2005A
Bond
Maturity Interest Par
Date Rate Amount
Call
Price
Call
Date
Series 20054 (Taxable), 2005A_TXBOND tu0tn0l6
tu0u20t7
l2l0tD0t8
lu07n0t9
1210y2020IERM tA0y202r
1A0t/2022
4.930%
5.010o/o
5.||ff/o
5.170%
5.200%
5.220%
5.2200/o
2,465,000.00
2,595,000.00
2,730,000.00
2,880,000.00
3,645,000.00
5,425,000.00
5,730,000.00
tut0l20t5
1211012015
t21rcn015
1211012015
tarcn0$
tarcDots
tafin015
100.000
100.000
100.000
100.000
r00.000
100,000
100.000
25,470,000.00
MorganStantey
363
Aug 25, 2015 7:42 pm Prepared by Morgan Stanley / ALC EXHIBIT Apage:l
SOURCES AND USES OF FTJNDS
Miami Beach City Center RDA
Series 2015 Tax-Exempt CunentRefunding of Series 20058
Dated Date lafiD0t5
Delivery Date 1Ul0l20l5
Bond Procesds:
Par Amount
Premium
l4,l 10,000.00
1,354,705.20
15,464,705.20
Refunding Escrow Deposits:
Cash Deposit
Delivery Date Experses:
Cost oflssuance
Underwriter's Discount
Other Uses ofFunds:
Additional Proceeds
I 5,365,010.00
28,220.00
70,550.00
98,770.00
E25.20
15,464,705.20
Morgan$tantey
364
Au925,2015 7:42 pm Prepared by Morgan Stanley / ALC EXHlBlr A Page34
BOND SUMMARY STATISTICS
Miami Beach City Center RDA
Series 2015 Tax-Exempt Cunent Refunding ofSeries 2005B
Bond Component
Daled Date
Delivery Dale
First Coupon
Last Maturity
ArbitageYield
Tnre Interest Cost (fIC)
Netlnterest Cost(NIQ
All-InTIC
Average Coupon
Average Life (years)
Weighted Average Maturity (yea$)
Duration of Issue (yoars)
Par Amount
Bond Proceeds
Total Interest
Net Interest
Total Debt Service
Ma,ximum Annual Debt Service
Average Annual Debt Service
Underqriter's Fees $er $1000)
Average Takedown
Other Fee
Totd Underwritels Discount
Bid Price
Par
Value Price
Dn0n0t5
nlrctzot5
06rc1narc
12101D022
2.6721640/o
2.2082560/o
2.3s8202%
2.2s6304%
4.5538170/o
4.145
4.235
3.862
14,1 l 0,000.00
15.464,705.20
2,663,402.50
1,3'.19,247.30
rc,n3,402.s0
2,366 j50.00
2404,788.89
5.000000
5.000000
109.101029
Average
Average MaturityLife Date
Avemge
Coupon Duration
PVofl bp
change
Serial Bonds (fax-Exempt)14,110,000.00 109.601 4.5540/o 4.145 0U3V2020 3.86?5,861.65
14,1 10,000.00 4.145 5,851.65
TIC
All-In
TIC
&titrage
Yield
Par Yalue
+ Accrued lnterest
+ Premium (Discount)
- Underwriter's Discount
- Cost oflssuance Expense
- OtherAmounts
Target Value
Target Date
Yield
14,1 10,000.00
1,354,705.20
(70,s50.00)
14,1 10,000.00
1,3s4:705.20
(70Js0.00)
Q8220.00)
l4,t 10,000.00
t,354,705.20
t5,394,155.20
ta$12015
2.208256%
15,36s935.20
nlrcn0$
2.256304%
15,464,70s.20
r2^0D015
2.6721640/o
MorganStantey
365
Atg25,2015 7:42 pm Prepared by Morgan Stanley / ALC
Bond Compionent
EXHIBIT Arage3s
BONDPRICING
Miami Beach City CenterRDA
Series 2015 Tax-Exempt Cunent Refuuding ofSeries 20058
Maturity
Date Amount Rate Yield Price
Premium
GDiscount)
Serial Bonds (Tax.Exempt):
tu0tn0rc
tu0tzatT
1u01t2018
ra$tno$
1u01n020
tu0tD02t
1210U2022
1,795,000 2.000%
1,840,000 3.000o/o
1,905,000 4.0000/o
1,990,000 4.000%
2,090,000 5.000%
2,190,000 5.000%
2,300,000 5.000%
0.640%
1.1300/o
1.5000/o
1.770o/o
2.060%
2.3600/o
2.620%
101.3 19
t03.641
107.247
10E.522
I 13.833
114.631
I 15.081
23,676.05
66,994.40
138,055.35
169,587.80
289,109.70
320,418.90
346,863.00
14,110,000 1,354,705.20
Dated Date
Delivery Date
First Coupon
Par Amount
Premium
Produotion
Underwrite/s Discount
Purohase Price
Accrued Interest
Net Proceeds
tut0t20ts
t2n0t20t5
06/0U2016
14,1 10,000.00
1,354,70520
15A64,705.20 109.6010290/o
(70,5s0,00) (0.5000007")
15,394,155.20 109.t01029%
15,394,155.20
MorEan$tantey
366
Aug 25,2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page36
SUMMARY OF REFUNDING RESTJLTS
Miarni Beach City Center RDA
Series 2015 Tax-Exempt Cunent Refimding ofSeries 20058
Dated Date
Delivery Date
Arbihage yield
Escrow yield
Value of Negative fubinage
Bond Par Amount
True Interest Cost
Netlnterest Cost
Average Coupon
Average Life
Par amount ofrefunded bonds
Average coupon ofrefunded bonds
Average life of refundedbonds
PV of prior debt to l2ll0l20l5 @2.6721640/,
Net PV Savings
Percentage savings of refunded bonds
Percentage savings of reftrnding bonds
turcrzus
tafil20t5
2.672t640/o
0.000000P/o
14,110,000.00
2.2082560/o
2.3582020/o
4.s53817%
4.t45
15,365,000.00
4.E213670/o
4.169
16,643,818.60
1,520,053.83
9.8929630/o
10.7728830/"
MorgarrStantey
367
Aug 25, 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT Apaee:z
SAVINGS
Miami Beaoh City Center RDA
Series 2015 Tax-Exempt Cunent Refunding of Series 20058
Prior RefundingDate Debt Service Debt Service
Present Value
to l?l0l2015
Savings @ 2.67216410/o
09/30t2016
09130/2017
09130t20t8
a9B0t20t9
09/30D020
09/30D02t
09130D022
09/3AD023
3s3,993.75
2,583,12s.00
2,581,500.00
2,580,000.00
2,589,125.00
2,592,250.00
2,586,25A.00
2588,125.00
273,552.50
2,352,950.00
2,352"400.00
2,351,700.00
e358,800.00
2,366,?50.00
2,359,7s4.00
2,357,500.00
80,441.2s
234,n5.00
229,100.00
228,300.00
229,325.00
225,500.00
226,500.00
230,625.00
79,199.91
223,581.20
216,978.28
210,724.52
206,305.70
t97,477 .41
193,216.80
191,644.8r
18,453,368.75 16,773,402.50 1,679,966.25 1,579,129.63
Savings Summary
PV ofmvings from cash flow
Plus: Refunding funds on hand
NetPV Savings
1,5r9,128.63
92520
1,520,053.83
MorganStantey
368
Aug 25, 201,5 ? :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page38
Period
Ending
BONDDEBTSERVICE
Miami Beach City CenterRDA
Series 2015 Tax-Exempt Cunent Reflrnding ofSeries 20058
Dated Date l2y'l0l20l5
DeliveryDate L?/rc12015
Principal Coupon Debt Service
Antrual
Debt Service
a6l0ll20t6
09130D016
ta0tD0t6
06t0U2017
0913012017
tu0U20l7
0610U2018
09t30t20r8
t2t0U20t8
06101/2019
09t30t2019
12t0u20L9
06t0u2020
09130/2020
t2l0t/2020
06/01/202r
09130/2021
tuau202t
06/01t2022
09/30n022
tuot/2022
0913012023
1J95,m0
1,840,000
1,905,000
l,ggo,ooo
2,090,000
2,190,000
2,300,000
2.000%
4.040%
4.000%
5.000%
5.000%
5.0400/o
273,552.50
287,950.00
270,000.00
270,000.00
242,400.00
242,4A0.00
204,300.00
204,300.00
164,500.00
164,500.00
112,250.00
112,250.00
57,500.00
57,500.00
n3,552.50
2,082,950.00
270,000.00
2,110,000,00
242,&0.00
2,147,4f,0.00
204,300.00
2,194,300.00
164,500.00
2,254,500.00
112,250.00
2,302,250.00
57,500,00
2,357,500,00
273,552.50
2,352,950.40
2,352,400.00
2,351,700.00
2,358,800.00
2,366,750.00
2,359,750.00
2,357,500.00
l4,l 10,000 2,663,402.50 16,7n,4m50 16,773,402.50
Morgan$tantey
369
4u925,2015 7:42 pm Prepared by Morgan Staaley / ALC EXHIBIT Aragese
NETDEBTSERYICE
Miami Beach City Center RDA
Series 2015 Tax-Exempt Current Refunding ofSeries 20058
Period
Ending Principal
Total Net
Intercst Debt Servioe Debt Service
09/3012016
09RADI|7
a9B0l20t8
09R0D019
09/30t2020
09/30D021
09/30/2022
09/30D023
1,795,000
1,840,000
1,905,000
1,990,000
2,090,000
2,190,000
2,3oo,ooo
273,552,50
557,950.00
512,400.00
446,700.00
368,800.00
276,750.00
169,750.00
57,500.00
273,552.50
2,352,950.00
2,352400.00
2,351,700.00
2,358,800.00
2,366,750.00
2,3s9,7s0.00
2,357,500.00
273,552.50
2,352,950.00
2,352,400.04
2,351,700.00
2,358,800.00
2,366,7s0.00
2,359,750.00
2,35?,500.00
14,110,000 2,663,402.50 16,773,402.50 16,773,402.5A
MorganStantey
370
Lug25, 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page4o
zuMMARY OF BONDS REFUNDED
Miami Beaoh City Center RDA
Series 2015 Tax-Exempt Cunent Refunding ofSeries 20058
Bond
Maturity
Dats
Interest
Rate
Par CalI
Amount Date
cdl
Price
Series 20058 @xempt), 20058:BOND lA0lD0t6
t2t01n0t7
12101/2018. tzlolaotg
tu0tt2020
0l0tn02t
wotn022
5.000%
5.000%
5.000%
5.000o/o
4.000%
5.000%
5.000%
r,885,000.00
1,980,000.00
2,080,000.00
2,195,000.00
2,300,000.00
2J00,000.00
2,525,000.00
tarct2ol5
tarcr20$
12n0D015
turcr20t5
tarcn01s
rufir20t5
rufin01s
100.000
100.000
100.000
100.000
100.000
r00.000
100.000
15,365,000.00
MorganStantey
371
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660llo
8P8 PIR,jdb;l;
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373
EXHIBIT CPrepared by J.P. Morgan Securities LLC
TABLEOF CONTENTS
City ofMiami Beach, Florida
Parking Revenuo Bonds, Series 2015A
r**PRtrI IMINAIIY AND SI.]BJECT TO CII{NGEI'II
Sources and Uses oflunds
Bond Summary Statistics
Bond Pricing
Disclaimer
Bond Debt Service
Bond Solution
374
Prepared by J.P. Morgan Securities LLC EXHIBIT C Page 1
SOI]RCES AND USES OF FT]NDS
City ofMiami Beaclq Florida
Parking Revenue Bonds, Series 2015A
+i*PREIJMINARY AND SUBJECT TO CIIINGE++i'
Bond Proceeds:
ParAmomt
Premium
64285,000.00
5,R6,486.00
71,021,486.00
ProjectFund Deposie:
Deposit to Construction Fund
Other Fund Deposits:
Deposit to Reserve Account
Delivery Date Erpenses:
Cost oflssuance
Undorwrite/s Discount
OtherUses ofFunds:
Additional Proceeds
64,8 1 1,7s6.00
sJ6s,M8.s3
121,425.00
321Azs.00
642.850.00
1,831.47
7r,021,486.00
Note: Assumes rates as ofAueust 24, 2015
375
Prepared by J.P. Morgan Securities LLC EXHIBIT C PageZ
BOND SUMMARY STATISTICS
City of Miami Beach, Florida
Parking Revenue Bonds, Series 2015A
+**PRELIMINAIIY AND SI'BJECI TO C}IANGE'I*
Dated Date
Delivery Date
Last Maturity
Arbirage Yield
True Interest Cost (fIC)
Net Interest Cost (NIC)
All-In TIC
Average Coupon
Average Life (years)
Duration of Issue (years)
ParAmount
Bond Proceeds
Total Interest
Net Interest
Total Debt Servic'e
Maximum Annual Debt Service
Average Annual Debt Service
Underwritels Fees (per $1000)
Average Takedown
Other Fee
Total Underwriteds Discount
Bid Price
s.000000
109.979095
Average AverageCoupon Life
12n7D015
12n7Dols
09101D045
3.634663%
4-2428090/o
4.5238v%
4.217950o/o
4.995330o/o
21.165
13.2s6
64285,000.00
71,021,486.00
67,96s,286.67
61,ss0225.67
1322s0,286.67
6,455,000.00
4r452,038.83
5.000000
Bond Componont
Par
Value Price
PVofl bp
change
Serial Bonds
2040 Tcrm Bond
2M5 Term Bond
24,120,000.00 112.294
12,225,000.00 109.'tM
27,940,000.00 109.234
4.979%
5.000%
5.000%
t2.645
22.801
27.803
t8:167.2s
I 0,5 I 3.50
23,749_00
64285,000.00 s3929.7s
All-In
TIC
Arbitage
Yield
Par Value
+ Accrued Intorest
+ Premium @iscount)
- Underrritels Discount
- Cost oflssuance Expense
- OtherAmouats
TargetValue
TaryetDate
Yield
64285,000.00
6,736,486.00
-321,425.00
64285,000.00
6,736,486.N
-321,425.N
-32142s.N
5428s,000.00
6,736,486.00
70,700,061.00
12/17D015
4.242809%
70,378,636.N
tul7Dlts
4.2719500/o
'1t,021,486.00
I2n7n015
3.634663%
Not€: Assumes rates as ofAugust 24, 20 15
376
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378
Prepared by J.P. Morgan Securities LLC EXHIBIT C Page 5
Period
Ending
BONDDEBTSERVICE
City of Miami Beach, Florida
Parking Revenue Bonds, Series 2015A
**IPRFI IMTTJARY AND SUBJECT TO CIIANGE+++
Principal Coupon Interest Debt Service
09/30n0rc
09130D017
09/30n0fi
09/30n0t9
09/30n020
0913012021
09/30DA22
09130/2023
0913012024
09i3012025
09t3012026
09t30D0n
09,30n028
09,30t2029
09R0D030
09130D031
09t30t2032
09/30n$3
09130D034
09/302A35
09t30D036
0980D037
09130n03|
09R0D039
09RODMO
09/30n041
09n0n042
09/30D443
09/30D044
09130D045
2,415,000
120,000
130,000
130,000
135,000
140,000
260,000
1,t75,000
123s,000
1290,000
1,355,000
1,425,000
1,500,000
iJ7s,000
1,6s0,000
1,735,000
1,820,000
1,910,000
2,010,000
2,1 10,000
2210,000
232s,000
2,440,000
2,550,000
2,690,000
5,0s5,000
s310,000
5,575,000
5,855,000
6,145,000
4,628,186.67
3208J00.00
3114,900.00
3,209,700.00
3,209,500.00
3,207,750.00
3,320Js0.00
42?2Js0.00
4224904.00
4,2t72s0.00
4217,7s0.O0
4220,0W.00
4223,750.00
4223,'150.00
4220,0W.O0
4222,sW.00
4220,7sO.00
1219,'t50.00
4224250.00
4223J50.00
42182s0.00
4,222,750.00
42215c0.00
4119J00.00
4,221,500.00
6,452,000.00
6,4s42s0.00
6,4s3Js0.00
6,455,000.00
6,4s22s0.00
2.000% 2213,186.67
3.000% 3,088,s00.00
4.@0o/o 3,084,900.00
4.@0% 3,079,700.00
5.000% 3,074,500.00
5.000% 3p67Js0.00
s.o00% 3,060,750.00
5.0No/o 3,047,750.00
5.000% 2,989,000.00
5.000% 2,92',7250.N
s.000% 2,862,750.00
5.000% 2,795,000.00
5.@0% 2,n3,7s0.00
5.000% 2,u8,'150.00
5.000% 2,570,000.00
5.000% 2,487,500.00
s.000% 2,400Js0.ffi
5.000% a309J50.005.000% 2,214250.00
5.000% 2,113,750.00
5.000% 2,008rs0.00
s.000% 1,89us0.00
s.000% 1,78u00.00
5.000% 1,6s9J00.00
s.a00% 1,53u00.00
5.000% 1,397,000.00
s.000% 1,r442s0.005.000% 878,750.005.000% 600,000.005.000% 307250.00
64285,000 67,965286.67 t32,250,286.67
Note: Assumes rates as ofAugust 24,2015
379
Prepared by J.P. Morgan Securities LLC EXHIBIT C Page6
BONDSOLUNON
City ofMami Beaclq Florida
Parking Revenue Bonds, Series 2015A
+..PRELIMINARY AND SUBJECT TO CHAIJGE***
Period
Ending
Proposed Proposed
Principal DebtService
B.isting Total Adj
DebtService DebtService
Revenue
Constaints
Unused Debtserv
Revenues Coverage
09R0D016
09R0r20fl
09R0D018
wR0n0D
09n0n020
0980n021
09/30n022
09R012023
09/30D024
09130D025
09R0D026
09R0r2027
09i3,0D028
09/30n029
09130D0t0
09BOaA3l
09B0nB2
09B0n$3
09130D034
09i3012035
0913012036
09/3012037
09n0r2a38
0913012039
09t3012040
0913012041
09B0nM2
09130DM3
09t30D044
09/30n045
2y'1s,000
r20,000
130,000
130,000
135,0@
140,000
260,000
1,175,000
1235,000
1290,000
1,3ss,000
1,42s,000
1,s00,000
1,575,000
1,650,000
1,735,000
1,820,000
1,910,000
2,010,000
2,1 10,000
22r0,000
2,325,000
2,440,000
2,560,000
2,690,000
5p5s,000
5,310,000
s,575,000
5,855,000
5.t45,000
4,628,18',1
3,208,500
3214,900
3209,700
3,209,500
3207:ts0
1,320Js0
4,272:750
4224.I00
4,2172s0
4217Js0
4,220,000
42233s0
4,223,750
4,220,ffio
4,222,500
4220,7s0
4219,7s0
4,?242s0
4223,750
42182s0
4222,7s0
4221,500
4219,s00
422r,s00
6,452,000
6,454250
6,453,?50
6,455,000
6,452,250
1243,463
3,244,863
3,239,t13
324s513
3244,rt3
3,242,863
3,13236t
2,230J63
2,23t,163
2233,663
2234919
2,23337s
2,230419
2,230,150
2,232,338
223tJs0
2,2332s0
2,2312s0
2230Js0
2231,s00
2,2332s0
2,230,,50
2,234,000
2232,500
2,23r250
7,871,649
6,4s3353
6,454,013
6,4ss213
6,453,613
6,450,613
6,453, r l3
6,453,513
6,4ss,t6t
6,450,913
6.4s1,769
6,453,375
6A54,169
6,453,900
6,452,338
6As42s0
6,454,000
6,45r,000
6,455,000
6,4ss2s0
6,451500
6,453,500
6,455,500
6,452,000
6,452,750
5,452,000
6,4s42s0
6,4s3:1s0
6,455,000
6,452,250
13,079,779
13,079,779
13,079,779
t3,079,779
13,079,779
13,079,779
13,079,779
13,vtg:179
13,0?9,779
13,079J79
13,079,779
13,079:r79
13,079,n9
t3,079,n9
t3,w9J79
13,079,779
t3,079,779
13,079,779
13,079,779
13,079,779
13,479,n9
13,079,n9
t3,0'19,779
13,079,n9
t3,079fig
13,079,7'.19
t3,079,179
11,079,179
11,079,779
13,079,779
5208,r30 166.16313%
6,626,417 2A.68161%
6,625,767 202.66120%
6,624,567 202.62352%
6526,167 202,67376%
6,629,16'1 202,768V2%
6$26,667 202.68946%
6,626,267 2U.6769A%
6,624,617 202.62509%
6,628,867 202.t5859%
6,628,010 202.73168%
6,626,4M 202.68122%
6,625,610 202.6s629%
6,62s,879 202.664'13%
6,627,4A 202.713810/o
6,625,529 2A2.65374%
6,625,779 202.66159%
6,628,779 202.75584%
6,624:779 202.61019%
6,624,529 ?i2.6?23s%
5,628279 202.74012%
6,626279 202.67729%
6,624279 202.61450%
6,627,779 202:72441%
6,527,029 202.70085%
6,6n,779 202.72441%
5,525,s29 202.65374%
6,626,029 202.669M%
6,624,n9 202.63019%
6,527,529 202.?1656%
6428s,ooo r322s0287 62J68,425 195,018,712 392,193,370 197,374,658
Notes:
Assumes rates as ofAugust 24, 20 15
Revenue assumption provided by RBC.
380
Prepared by J.P. Morgan Securities LLC EXHIBIT G PageT
DISCI.AIMER
City of Miami Beach, Florida
Parking Revenue Bonds, Series 2015A
i*IPRELIMINARY AND SUBJECT TO CII.ANGE+II
This presentation was prepared exctusively for the benefit and intemal use of the J.P. Morgan olient to whom it is directly addressed and delivered (including such
clienis affliates, the 'Clienf ) in order to assist the Client in evaluatin& on a preliminar basis, tlre feasibility of possible tansaotions referenced herein. The materials
have been provided to the Client for informdional purposes only and may not be relied upon by the Client in evaluating the merits ofpursuing tansaotions described
herein No assurance can be given that any transaction mentioned herein could in fact be executed.
Information has been obtained ftom sowces believed to be reliable but J.P. Morgan does not 1mnant its completeness or accurBcy. Opinions and ostimates oonstifitte
ourjudgrnent as ofthe date ofthis material and are subject to chango without notice. Past perfonnance is not indicative offuture resulb. Any finanoial products
discussed uray fluctuate in price or value. This presontation does not constituts a commitrnent by any I.P. Morgal entity to underwrito, subscribe for or place any
securitios or to oxtend or arrange credit or to provide any other services.
J.P. Morganrs presentation is delivered to you forthe purpose ofbeing engaged as an underwriter, not as an advisor, (including without limitation, a Municipal Advisor (
as such term is defned in Section 975(e) of dre Dodd-Frank Wall Sreet Reform and Consumer Protection Act)). The role of an underwriter and its rolationship to an
issuer ofdebt is not equivalent to the role ofan indeperdent finsnoial advisor. The primary role ofan underwriter is to purchasg or anange for the purchase ot
securities in an arm'sJength oomrnrcial tansaction between the jssuer and tho underwriter.An rmderwritor bas financial and other interests that diff'er from those ofthe
issuer. If selectcd as your underr,riter, J.P. Morgan will be acting as a principal and uot as your agent or your fiduciary with respect to the offering ofthe seourities or
the process leading to issuance (whether or not J.P. Morgan or any affiliate has advised or is cunently advising the Client on other matters). Any portion ofthis
presentation which provides information on municipal financial products or the issuanco ofmunicipal securities is given in rcsponse to your questions or to demonstate
our experience in the municipal markets and does not constitute 'advice'wi0rin the meaning of Section 975 of the Dodd-FrankWall Street Reform and Consumer
Protection Act We encourage you to consult with your own legal aad financial advisors to the ortent you deom appmpriate in connection with the offering of the
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This communication shall not constitute an offerto soll or the solicitation ofan offer to buy, nor shall there be any sale ofthe securities in any state orjurisdiction in
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This ma&rial is not a product ofthe Research Departnents ofJ.P. Morgan Securities LLC (JPN{,S) aod is not a rasearch report Unless otherwise specifically stated, any
viows or opinions oxprossed herein are solely those ofthe authors listed, and may differ from the views and opinions expressed by JPMS's Research Deparhnents or
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I.P. Morgan makes no represortations as to the legal, ta:g credi! or rccounting triatrnent ofany hansactions mentioned herein, or any other effects such tsansactions
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IRS Circular 230 Disctosure: JPMorgan Chase & Co. and its aEiliates do not provide tax advice. Accordingly, ary discussion ofU.S. tax matters included herein (
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This presentation does not carry any right of publication or disclosure, in whole or in par! to any other party, without the prior consent of J.P. Morgan. Additional
information is available upon request.
LP. Morgan is the marlceting name for the investment banking activities of JPMorgan Chase Bank, N.A., J.P. Morgan Securities LLC (member, NYSE), JJ. Morgan
Securities plc (authorized by the FSA and member, LSE) and their investnent banking "ffi[iates.
Noie: Assumes rates as ofAugust 24, 2015
381
BankofAm efica*
Merilt Lynch EXHIBIT D
TABLE OF CONTENTS
CITY OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds, Series 20L5
Preliminary Numbers
Sources and Uses of Funds
Bond Summary
Bond Pricing
Debt Service Reserve Fund
Bond Debt SeMce
Annual Debt Service
Form 8038 Statistics
Au925,2015 6:16 pm Prepared by Bank of America Merrill Lynch
382
Bankoflme*z*
Merrill Lynch EXHIBIT D
SOURCES AND USES OF FUNDS
CITY OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds, Series 2015
Preliminary Numbers
Dated Date L2lt7l20ts
Delivery Date 72h7/2075
Sources:
Bond Proceeds:
ParAmount
Premium
197,420,000.00
22,034,606.90
279,454,606.90
Project Fund Deposits:
Project Fund 204,500,000.00
Other Fund Deposits:
Debrt Service Reserve Fund !2,846,250,00
Delivery Date Expenses:
Cost of lssuance 350,000.00
Underwriter's Discount 987,100.00
Bond lnsurance @ 20 bps 769,476.08
2,L06,576,08
Other Uses of Funds:
Additional Proceeds L,780.82
219,454606.90
Notes:
Structured based on a fixed project amount of 5204500,000, assumes no earnlngs; level annual debt servlce.
Cash funded DSRF, assumes no earnings.
Assumes ratings of A/A.
AuE 25, 2015 5:15 pm Prepared by Bank ofAmerica Merrill Lynch Page 1
383
BankofAm efica*
Meruill Lynch EXHIBIT D
BOND SU M MARY STATISTICS
CITY OF MIAMI BEACH, FLORIDA
ResortTax Revenue Bonds, Series 2015
Preliminary Nurnbers
Bond Component
ParValue Price
Fr'oflbp
change
Oated Date
Dellvery Date
Flrst Coupon
Last Maturtty
&birageYield
True lnterest Cost fncl
Net hterest Cost (NlC)
All-ln TIC
Average Coupon
Average Llfe (yearsl
Duratlon of lssue (years)
ParAmount
Bond Prcceeds
Total lnterest
Net lnterest
Total Debt Service
Maximum Annual DebtSerYice
AY€rage Annual Debt Seruice
Underurlter's fees (per $1000)
AverageTakedown
other Fee
Total Underwrher's Dlscount
8ld Pric€
72177120t5
Lzl7illots
o5l0l'/2016
72101/2c/.5
3.394725%
4.L349U96
4.435406X
4.L7754r'.%
4.99685696
18.989
le$6
192420,0m.00
219,4s4,606.90
187,31&038.89
tffi,27O,531..99
384,738,038.89
L2,84-6,250.00
x2,843,628.89
5.000000
5.000000
110.661284
Average Average
Coupon life
Bond Component
Term Bond 2040
Term Bond 2045
9&240,000.00 113.112
43,575,000.00 109.520
55,605,000.00 109.001
4.990% 12.055
5.000% 23.053
5.000% 28.053
75,275.sO
37,910.25
47,820.30
194420,000.00 152,006.05
All-ln
IC
Arblfiage
Yield
Par Value
+ Accrued lnterest
+ Premium (oiscount)
- underuriter's Discount
- Cost of lssuance Expense
- Other Amounts
Target Value
Target Oate
Yleld
192420,000.00
22,034,60690
-982100.00
192420,000.00
22,O34,606.90
-982100.00
-350,000.00
-769,476.08
197,420,000.00
22,034506.90
-769,476.08
21&467,506.90
plLTln$
4.73r'.984%
LuL7lz|Ls
4.177544%
L21L712075
3.59472s%
zfi34a,$O.82 218,685,130.82
Notes:
structured based on a ffred project amount of$204,500,0@, assumes no earnlngs; level annual debt service.
cash funded DsRF, assumes no €arnin8s.
AJsumes ratings of A./A.
Aug 25, 2015 6:16 prn Prepared by Bank of America Merrill Lynch Page 2
384
BankofAmenca*
Merill Lynch EXHIBIT D
BOND PRIC]NG
CITYOF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds, Series 2015
Bmd ComponeDt
Maturltyoate Amount Rate
Prelimina[Numbers
Yleldto C.ll
Yleld Prlce Maturlty Dat€
call Premlum
Price (-Dlrcount)
Bmd Component:
Term Bond 20'0:
Tem Eood 2045:
- 65B2950
- 179,991.00
- 345,167.s0
- 450,7n.&
- 528,684.50
- s87,737.65
- 542,510.80
- 7LO,14O.20
- 767,854.90
- 874,402.@
100.0m T17,933.20
100.0m Tls,N4.85
r@.om r ,895.10100.0m T12,256.901m.0m 768,227.90
1@.0o 762,426.60
r@.om T17,117.35
100.0@ T19,540.70
100.0@ 793,22!.N
m0.0m 813,333.00
12,88r,260.85
100.0m 750,652.00
100.000 788,256.00
100.0m 827,764.N100.000 869,176.00
100.0(n 912,492.00
4148340.00
72i/OU2076 2,92tm0 3.000yo7uO!2017 3,150,000 4.000%140t/2078 3,27s,m0 s.00096t2l0tlzo79 3,440,000 5.00096tal'Llzc,z0 3,610,0m s.000%t2l0il2o2l 3,79s,0m s.ooo%t2l1tl2o22 3B8O,OOO s.ooo%
721Oil2O23 4180,0m s.000,6
1210,/2024 439O,00O 5.000%12l0y2u?s 4610,0m 5.000967210il2q26 4840,0@ s.00or6t2lo1l2o27 5,085,000 5.00096ruouzozB 5,33s,000 s.0oo/6L2lou2029 s,6os,o0o s.000?6
LZlO1l2030 5,88s,000 5.000%lzlotlzo3r. 6,180,000 5.000t6
t2loLlz037 6,48s,000 s.000x
r2loLl2033 - 6,810,000 5.000%
L2lOLlZ034 21s0,000 s.000%tzlu4a3s 2510,@0 s.ooo%
98,240,000
7?l0Ll2O36 288s,000 s.000%t2loll2037 8,280000 s.0o0/ot2loLl2038 8,695,000 5.00Gt
72lOLl2O3s 9,130,000 s.OOOr6
tuoLl20q 9,s85,000 5.000r
43,575,O00
t2lo{2041 10,06s,000 5.000%Dl,rlzMz 10,565p00 5.ooo%tzlotlz@.3 11,09s,000 s.000%LzlorlzN4 11,5s0,000 s.000%LzlOtlZUS 12,230,dr0 5.000%
s5.605,000
102.254
L05.714
110570
113.104
t14.ils
t75.487
116.146
116.989
Lt7.491
177.666
115.073 C 3.24s% t401n02s
!1s.241 C 3.435% t:2l0ilz02s
114.s06 C 3.590%
'2lOu2O25LJ3.n8 C 3.72s% 72lOtlzOE
113.0s4 C 3.U4% ,jilOTlZO2s
L72.337 C 3.950% 1210712025
111.891 C 4.0U% L2lo7n02s
77r.447 C 4.@3% taO!2O25
111.09t C 4.149% tu0tn025
110.830 C 4.t93% r2l0tlz0z'
1o9.s2o c 4.37fi6 72lott20B
1o9.s2o c 4.370% 7il0tn0u
r09.s20 c 4.370% t40tn02s
109.520 C 4.370% 7zl0tl208
109.520 C 4.370% L2l0ltri025
0.63016
1.040?6
1.340%
1,570%
1.8!10%
2.27Wr
2.45cf*
2.670&
7.740%
29,4096
3.ILVA
320016
3280%
3.360%
3.440,6
3.520,6
3.57@5
3.52096
3.660,6
3.69096
3.840%
3.84096
3.840%
3.840%
3.840%
3.900r
3.900%
3.90096
3.900%
3.900%
109.001 C 4.4s3% t2l0rl202s 100.000 90s,9s0.6s
109.001 c 4.453% la0ll2025 100.000 950,95s.6s
109.001 c 4.453% 72/Otl2O25 100.000 998,56O.9s
109.001 c 4.453% tuOThOzS 100.000 1,048,616.50
109.001 c 4.4s3% tu0u2025 100.000 1,100,822.30
5.005,006.05
797,4?:0,O0O 22,O34,@6.90
Dated Date
Delivery Date
Flrst Coupon
ParAmount
Premium
Productlon
Underwriter's Di$ount
Purchase Price
Accrued lntsst
Net Proceeds
fihlnoLs
t2lt7l2O7S
cf,la7nofi
197,420,000.00
22,034,605.90
211454605.90 tL7.L6t2E4x
-982100.00 {.soomo%
2L8,467,505.90 fi0.661284%
2L8,467,506.90
Notes:
Structured based on a lxed proj€d amount of52@1,500,000, assumer no earnings; level annual debt service.
Cash funded DSRF, assumes no earnlngs,
Asumes raungs of A,/4.
AuE 25, 20t5 6:t6 pm Prepared by Bank of America Menill Lynch Page 3
385
BankofAm efica*
Merill Lynch EXHIBIT D
BOND DEBT SERVICE
CITY OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds, Series 2015
Prelimlnary Numbers
Dated Date
Delivery Date
Prlnclpal Coupon lnterest Debt Service
L2/L7l2o1s
t2/7712015
Period
Ending
]-210u20L6
L2/0U20t7
t2/0u20L8
L2l0t/2OL9
r210712020
72/0L17021
L2/0712022
72101/2023
L2/otl2o24
12107/202s
7210u2026
L210L12027
7210t/2028
1210712029
72/07/2030
t2l0t/203L
7210L12032
72/01"/2033
tzl0t/2034
7210L/203s
t2/0L/2036
7210L12037
t2/0L/2038
t2/07/2039
!2/0L/2040
72/0L1204L
72/0L/2042
tuou2043
L2/0U2044
72/0u204s
2,925,400
3,150,000
3,275,000
3,440,000
3,610,000
3,795,000
3,980,000
4,180,000
4,390,000
4610,000
4,840,000
5,085,000
5,335,000
5,605,000
5,885,000
6,180,000
6,495,000
6,810,000
7,150,000
7,510,000
7,885,000
8,280,000
8,695,000
9,130,000
9,585,000
10,065,000
10,s65,000
11,095,000
11,550 000
12,230,000
3.000%
4.OO0%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
s.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%
5,000%
5.OO0%
5,000%
5.000%
s.000%
5.000%
5.000%
5.000%
9,345,288.89
9,693,250.00
9,567,250.N
9,403,500.00
9,231,500.00
9,051,000.00
8,861,250.00
8,652,250.00
8,453,250,00
8,233,750.00
8,003,250.00
7,76t,250.00
7,507,000.00
7,240,250.00
5,960,000.00
6,665,7s0.00
6,356,750,00
5,032,500.00
5,692,000.00
5,334,500.00
4,959,000.00
4,564,750.O0
4,150,750,00
3,716,000.00
3,259,500.00
2,780,250.00
2,277,0ffi.00
1,748,75O.00
1,194,0@.00
611,500.00
72,27t,288.89
72,U3,25'0.00
72,U2,?50.04
12,843,500.00
12,841,500.00
12,846,000.00
12,841,250.00
t2,842,250.00
12,843,250.00
72,843,750.00
12,843,250.00
L2,846,250.00
12,842,000.00
L2,845,250.00
12,845,000.00
12,845,750.00
12,84L,750.00
12,842,500.00
12,842,000.00
12,844,500.00
12,844,000.00
12,844,750.00
72,845,750.00
12,846,000,00
12,844,500.00
12,845,250.00
12,842,O40.N
12,843,750,00
12,844,000.00
12,841,500.00
797,420,0A0 187,318,038.89 384,738,038.89
Notes:
Structured based on a fixed project amount of $204,500,000, assumes no earnings; Ievel annual debt service.
Cash funded DSRF, assumes no earnings.
Assumes ratings of VA.
Aug 25, 2015 6:16 pm Prepared by Bank of America Merrill Lynch Page 4
386
BankofAmerica'*
Merrill Lynch EXHIBIT D
Date
DEBT SERVICE RESERVE FUND
CIW OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds, Series 2015
Prelimlnary Numbers
Deposit lnterest Principal DebtService Balance
7217712075 12,846,2s0
72l07l2o4s
-- ,r,ror,rri -rr,rou,rri
L2'846'2so
L2,846,25O O 72,846,250 -72,846,250
Arbitrage Yield: 3.5947246%
Value of Negative Arbitage: 8,427,773.40
Notes:
Structured based on a fixed proJect amount of $204500,000, assumes no earnings; level annual debt service.
Cash funded DSRF, assumes no earnings.
Assumes ratings ofA/A.
Aug25, 2015 6:16pm Prepared by BankofAmerica Merrill Lynch Page 5
387
BankofAm ertca'Z
Merrill Lynch EXHIBIT D
Date
ANNUAL DEBT SERVICE COVERAGE
.CITY OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds, Series 2015
Preliminary Numbers
Debt Service Revenues Coverage
tzl0112016
tuotl20:.7
72/OLl2078
tzl0L/201e
LzIOLl2020
t2llll202t
t210L12022
L210u2023
1^2/oL/2024
LLllll202s
tzloll2026
:.210]^lZO27
tzl0Ll2O28
Lzl0L/2029
L2/o].l2o3o
1210u2031
L2l1tl2032
]-210]-12033
7210L12034
12l0tl2o3s
72lltl2036
tzlo]^l2037
L210L12038
!2/ALl2O3e
t2/0L12O40
t2/0t/2041
L2/0t12042
L2/01/2043
L2101/2044
Lzll]-l204s
72,27t,288.89
1e843,250.00
L2,842,25O.W
12,843,500.00
12,841,500.00
12,846,000,00
12,841,250.00
12,842,250.00
12,843,250.00
12,843,750.00
12,843,250.00
12,846,250.00
12,842,000.00
L2,845,250.00
12,845,000.00
12,845,750.00
L2,84L,750.00
12,842,50O.00
12,842,000.00
12,844,500.00
12,844,000.00
t2,844,750.OO
12,845,750.00
12,845,000.00
L2,844,500.00
12,845,250.00
12,842,000.00
12,843,750.00
12,844,000.00
12,841,500,00
74,666,965.N
74,666,965.00
74,656,965.00
74,666,965.N
74,666,965.W
74,666,965.00
74,666,965.00
74,666,965.N
74,666,965.00
74,566,965,00
74,656,965,00
74,556,965.00
74,666,965.00
74,6ffi,965.00
74,666,955,00
74,666,965.00
74,666,965.00
74,655,955.00
74,565,965.00
74,666,965.00
74666,965.00
74,666,965.OO
74,666,965.00
74,666,95s.00
74,666,955.00
74,666,965.00
74,666,965.00
74,666,965.00
74666,965,00
74,666,963.@
608.469%
58!.37L%
581.417%
581".360P4
581.450%
58L.247%
58L.462%
581.477%
581.?77%
58t.349%
581.371/.
581.235Yo
58t.428%
581.281%
587.292%
581.2s8%
581.439%
581.40s%
58t.428%
581.315%
58L.337%
581.303%
58L.258%
581.247%
581.315%
58t.28t%
587.428%
581.349%
58L.337%
s87.450%
384,738,038.89 2,240,008,950.00
Notes:
Structured based on a fixed project amount of5204,500,000, assumes no earnings; level annual debt service,
Cash funded DSRF, assumes no earnings.
Assumes ratings ofA/A.
Aug 25, 2015 6:15 prn Prepared by Bank of America Merrill Lynch Page 6
388
BankofArnefica?z
Merrill Lynch EXHIBIT D
FORM 8038 STATISTICS
CITY OF MIAMI BEACH, FLORIDA
ResortTax Revenue Bonds, Series 2015
Prelimihary Numbers
Bond Component Date
Dated Date
Oelfuery Date
Prlnclpal
r2l77kits
1217712O7s
Coupon Price
RedemPtlon
lssue Prlce at Maturlty
gond Component:
T€rm Bond 2(N0:
Term Bond 2045:
1:u0ltz0t6 2,925,000.00u,lotlz}t7 3,1s0,000.00
1210U2018 3,271000.0072fiLn0L9 3/440,000.00
72lOil2A2O 3,610,000007ztoilZ'zr 3,79'0OO.OO
r210il2o22 3,980,000.00
r2t0712023 4,180000.00
1210!2024 4190.000.00
721011202s 4610,{t00.00
7210712Ot6 4840,000.00
7210712027 1085,000.@!u0!2028 s,33s,000.00
t210u2079 5,605000.00tu0!2030 5,881000.00
7210L1203t 6,180,000.mt2l0!2032 5.485,000.0{rt2l0u2o3t 6,810,000.mtzlolzor[ 7,1s0,mo.oo
1210u2035 2s10,mo.00
7210il2036 7,88s,000.00
7210112037 8,280,000.00
7210712038 8,C's,000.00ul0rl2039 9,80.000.0072hil2o40 9,s81ffi).fi)
tz.1ot1zo+t 10,065,000.00
L2|OU2042 10,5610@.00
L2l07l?:04,3 11,09i000.00L2lltlzul 11,650,000.00t2l0!20/.5 12,230,000.00
3.0@% L02.2s4
4.000,6 105.714
5.000,% 110.570
5.00096 113,104
5.O0r/J6 tt4.64s
5.000% t75.497
5.OoCP/6 116.145
5.000% u6.989
5.OW6 L17.491,
5.00016 117.666
5.00096 115.073
5.0006 tts.z4l
5.000'/6 114.506
5.000% 1t3.778
5.000% 113.054
5.000?6 LtL337
5,U'Or6 11L891
5.mD6 tLl-447
5.000% ll,-oglt
5.000% 110.830
5.00016 109.s20
5.000% 109.520
5.000% 10!1.520
5.000% 109.520
5.00016 109.001
5.000,4 109.001
5.OOOr rOg.OOr
5.00096 109.001
5.000% 109,001
2,990,929.50 4925,000.00
3,329,991.00 3,150,000.q,
3,627,167.50 3,271000.m
3,890,7n.@ 3,440,000.m
413&684.s0 3,61O,U'0,&'
43a2,79r.65 3,795,0m.@
4,622,610.80 3,980,0qr.00
489O,74o.7O 4,180,m0.U'
5,1s28s4.90 4:190,000.00
s,424,102.@ 4610,000.@
5,6t7,931.7O 4840,m0.0o
t86O,004.85 1(B5,000.(x'
6,108,895.10 5,335,0@.00
6,3?7,2s6.90 5505,0@.q'
6,553,227.90 5881000.@
6,942,426.60 6180,000.00
7,256131.35 5,/81000.00
7,589,5q.70 6,810,0@.00
7,943,22t.00 Zuo,ooo.oo
8,323,333.00 Zs10,00o.oo
8,635,652.00 7,885,0@.oO
9,068,256.00 8,280,0@,oo
9,522,764.00 8,695,000.00
9,999,176.00 9,130,000.00
70,497,492.00 9"585,0m.00
19970,950.65 10,065000.00
1r"515,955.55 10,555,000.00
12,093,660.9s 11,095000.00
12,698,615.50 11,650,000.00
13,3:t0,822.30 12,230,000.00
,i12420,0m.00 279A51,606.90 42420,000.00
Maturlty
Date
lnterest
Rate
SHed welghtedlssue Redemption AveraEePrice at Maturity Maturlty Yleld
Flnal Maturlty
Entirc lssue
r2l0u2o4s 5.000% 13,330,822.30 12,2:i0,000.00- 219,454,506,90 197,420,0m.00 18.8639 3l'947%
Proceeds used for accrued lnter$t
Proc€eds used for bond issuance costs (lncluding underwrlters' dlscount)
Proceeds used for credlt enhancement
Proceeds allocated to reasonably requlred reserve or replacement fund
Notes:
structured biled on a fixed proiect amouft of5204,500,000, assums no earnlngs; level annual debt service.
cash funded DSRF, assumes no eamlngr.
Assumes ratings ofA/A.
0.00
1,337,100.00
769,476.08
12,u6,250.0O
Aug25,2015 5:15 pm Prepared by Bankof America Merrill Lynch PageT
389
BankofAm efica*
Itlerrill Lynch EXHIBIT D
DISCTAIMER
CITY OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds, Series 2015
Preliminary Numbers
BofAML lS NOT YOUR MUNICIPAI ADVISOR OR FIDUCIARY. Bank of America Menill Lynch ('BofAML') Is providing the information contained herein for
discussion purposes only either as an underwriter or in anticipation of being engaged to serve as an undenivriter. By providing the information
contained herein pursuant to the participation by an independent registered municipal advisor exemption provided under SEC Rule 158a1-1(dX3Xvi),
BofAML is not acting as your 'municipal advisor' within the meaning of Section 158 of the Securities Exchange Act of 1934, as amended (the 'Act'), and
does not owe a fiduciary duty to you pursuant to the Act with respect to the information and material contained in this communication. BofAML is
elther serving as an underwriter or is seeking to serve as an underwriter on a future transaction and not as a financial advisor or municipal advisor. The
primary role of BofAMI. as an underwriter, is to purchase securities with a view to distribution in an arm's-length commercial transaction between you
and BofAML and BofAML has financial and other interests that differ from yours. BofAML is acting for its own interests. You should discuss any
information and material contained in this communication with any and all of your own internal or external municipal and/or financial, legal,
.accounting, tax and other advisors and experts, as applicable, to the extent you deem appropriate before acting on this information or material,
This material has been prepared by the Public Finance Group and ls not a research report and ls not a product ofthe ffxed income research department
of BofAML. This material is for information purposes only, is intended solely for your use, and may not be reproduced, disseminated, quoted or
referred to in whole or ln part, wlthout our written consent. Thls materlal does not constltute an offer or solicitatlon to sell or purchase any securities
and is not a commitment by BofAML or any of its affiliates to provide or arrange any financing for any transaction or to purchase any security in
connection therewith. The calculations contained herein are based upon assumptions and information that elther you or your advisors provided to
BofAM L or which EofAML deems in its sole discretion to be appropriate. BofAML makes no representation or warranty as to the accuracy or
completeness of this material or these calculations and any and all liability to you or any third parties relating to this material or the calculations is
expressly disclaimed. The material and calculations made available to you may not be similar to the information generated by BofAML's or lts affiliates
proprietary models or valuations that are used for its own purposes or to the models or valuations available from other sources including from other
dealers. BofAML assumes no obligation to update or otherwise revise these materials. Values generated by the data or calculations may not reflect
actual prices or values that can be obtained in the market at that time and the calculations should not be relied upon for any tax, accounting, legal or
other purpose.
Notes:
Structured based on a fixed project amount of $204,500,000, assumes no earnings; level annual debt service.
Cash funded DSRF, assumes no earnings.
Assumes ratings of A/A.
Aug 25, 2015 5:16 pm Prepared by Bank of America Merrill Lynch Page 8
390
-
I
I
I,?1 5 . 2015
ffi#e=&&$ffiffi&ffih4
391
Miami Beach Convention
Renovation & Expansion
August 2!, ?O15
Center
Budget
EXHIBIT E
%
Convention
Center Parking
o/o at
Total Total
88.996%
S44s,284,051
11.004%
s55,0s9,247 -'ss00,343,307 83.90%Total Contractor Costs
Owner's Costs
Design Fees (Fentress Achitects)
Project Oversight
Art in Public Places (AIPP)
FF&E
Other Owner Costs
Subtotal
Owner's Contingency
TOIAT
23,527,528
5,639,794
5,784,72L
6,830,945
4,459,769
49,.,526,818
40,040,813
$s31,s87,631
2,909,L72
697,359
7Ls,279
0
55i,449
59,932,506
4879,2s0
564,8u,755
26,436,700 4A3%
6,337,153 L,A6%
6,500,000 a.09%
6,830,945 L.Ls%
5,07L,219 A.g%
s5t,459,324 92.47%
44,920,063 7.53Yo
9598,379,387 Loo.oo%
F:\cmgr\$ALL\Conventlon CenteABudgets -Bonds\CMr Budget 2A15 08 21 (FCWC)
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.^I"
397
EXHIBIT H
City of Mlami Beach - Resort Tar Collections
Flscal Year 2004/ 05 Fiscsl Year 2005/ 06
Monlh
Oclober
November
December
January
February
March
April
May
June
July
August $1,999,389
September $1,816,888
$393,668 $2,393,057 27,2o/o
s355,619 $2,172,507 21.90h
- -
1% TOTAL % Ghange
$'r,023,191 $176,510 $1,199,701 -?0.7%, $1,296,943
$2,116,578 $346,933 $2,463,511 q0.0% $1,866,4ri6
$1,821,416 $325,713 $2,147,129_. 4.9o/o
$2,861,412 $458,399 $3,319,811 37.9%
$?,4e3,004 8626,247 S3,119,251 -8.5%
$2,270,831 $67E,385 $2,949,216 ,15.90/0
$3,299,088 $776,7A5 $4,075,793 70.0oh
$2,634,768 $603,435 $3,238,203 26,0%,
$2,332,536 $489,004 $2,821,540 8._f'lg-
$1,694,261 $320,174 $2,014,435 31.3o/o
% Change
$259.418 $1,556,361 29.70/0
$346,298 $2,212,764 -10.2%
$2,581,985 $4s1,377 $9,033,362 41.3%
$2,m5,695 $451,992 $2,477,687 -25.4%
$3,446,229 $712,275 $4,158,504 - q3,3%
$2,403,120 $640,e40 $3,04q,469, 3.2%
$3,711,918 $847,346 $4,559,294 11.9%
$2,704,679 $599,465 $3,304,144 2.A%
$2,430,195 $520,978 $2,951,173 4.6Y0
$1,782,1s9 $33r,629 $2,113,788 4.9r/o
$1,986,192 $391,505 $2,377,697 -6.00/6
$1,794,572 $360,288 $2,154,860 {0.0%
-
$26,363,362 $5,550,792 $31,9.t4,154 13.2o/o 928,030,183 $5,912,911 $33,S43,094 A,4olo
Fiscal Year 2006/ 07 Flscal Year 2007/ 08
Monlh
October
November
Decernber
January
February
March
April
May
Juno
July
August
September
Total
7o Change
$11585,179 $279,66r $1,864,840 1?.80/0
$1,819,808 $337,161 $2,156,969 -2.5o/o
$2,262,s44 $466,589 $2,72s,5q - -10.0%
92,873,829 $614,395 $3,488,224 40.8%
$2,696,949 $619,977 $3,310,926 -20.2%
$3,425,538 y77,829 $4,303,307 41.4o/o
$3,856,462 $899,734 $4,756,196 4.30/0
$2,992,e37 $679,852 $3,672,889 11.2%
$2,359,376 S506,281 $2,865,657 -2.9o/o
s1 ,876,003 $345,944 $2,221,s47 5.1%
$2:102,142 $3e4,904 $2,497,016 5.0%
$2,033,437 $406,448 $2,439,885 13.2o/o
-
$29,884,604 $6,428,875 $36,313,479 7.Oolo
1%TOTAL
$1,829,8,14 $330,052 $2,159,896
2%% Change
15.8%
$2.100.723 $431 ,941 $2,532,664 17.40/o
$2,296,419 $454,3e8 $2,750,817
$3,072r2s9. $708,906 $3,781,165 8.4%
$3,080,283 . S675,769 $3,756,052 ,13.2L
g!07s,85s $nL1.4? , $3,851,ee6 .10.570
$3,791,216 $870,738 S4,661,954 ,, 3,.9y"
$2,869,106 $630,117 $q,499r223 4.7%
$2,729,506 $607,357 $3,336,863 16.40/0
$2,031,099 $425,685 $2,4s6,784 10.6%
$2,219,104 $472,125 $2,691,229 7.8%
$2,181,947 $543,478 $2,?25,425 11.7%
-
$31,281,359 $6,922,709 $38,204,068 5.2o/o
Page 5
398
EXHIBIT H
Clty of Miami Beach - Resort Tax Collsctlone (Contlnued)
Fiscal Year 2008/ 09 Fiscal Yoar 2009/10
Month
Oclober
November
December
January
February
March
Aprll
May
June
July
August
September
Total
% Change,
$1,650,504 9335,195 $1,9e1,69e _ -7.8%
$2,063,757 $443,620 $2,507,377 -1.0%
$2,219,742. $4s7,644 $2,717,286 -1.2o/o
$2,870,626 $687,949 $3,558,575 -5.9o/o
$3,'148,530 $686,022 $3,834,552 2.1oh
$2,e39,e2p $6q0,769 $3,620,6e7, 6.Ooto
$3,711,667 , $763,621 $4,475,288 ,+#
$2,859,207 $818,497 $3,507,104 ., '!3%$2,7,34,368 $529,969- $3,264,337 -2.2%
82,022,1!6,_ - $3p8,6r : $4,411,173 -1.*/o
$2,3',15,U7 $468,862 S2,783,909 3.40/a
s2,252,399 $431,324 $2,6E3,723 -1.50/0
s1,765,446 $328,525 $2,093,971
% ChsIEe
10.0%
w,170,21? $415-178 .$2,58s,491
- $2,317,036 $461,510 S2,778,546
$3,3s7,290 $7s9,806 $4,117,096
3.10h
15.70/o
$3,250,359 S713,871 $3,964,230
$3,775,971 $944,317 94,720,288 30,4%
$4,070,923 $913,934 $4,984,857 11.4Yo
$3,357,s02 $755,673 $4,113,175 17.3Y0
$2,903,423 $603,611 $3f07,034 7.4o/o
s2,388,952 $471,129 $2,86q,081 18,6%
$2,566,142, $533,217, . $.3,0P.9,3qe U.!o/o
$2,315,409 $571,430 $2,886,839 7.60/0
$30,794,291 S6,562,029 $37,356,320 -2.2oiD $34,238,666 $7,472,331 $41,710,997 11.?a/o
Flscal Year2010/11 Fiscsl Year 2011/12
Month
October
November
Dec€mber
January
February
Mardr
April
May
Jme
July
August
September
Total
1o/o Yo_Change
$2,054,670 $452,348 S2,507,018 19.7%
$2,638,/m1 $513,505 $3,151,986 21.9L
$2,805,785 $574,685 $3,380,480- . 21.70h
$3,5dt,774 $816,088 $4,383.E62
$3,43?,156 .$Je1,466 , V,223,622 6.5%
$3,928,800 $899,098 $4,827,898 2.3Ya
$4,627,466 $1,225,0A4 $5,852,530 17.4%
$4,112p76 $1,004,483 $5,117,359 24.4%
$3,430,841 $744,410 $4,175,251 19.1%
$2,869,923 $574,463 $3,4,14,386 2},4oh
$3,180,371 $684,03S $3,864,40s 2!.7a/a
$2,866,740 $704,502 $3,571,242 23.70h
-- -
s39,515,893 $8,984,150 $48,500,043 16.3%
10/o TOTAI oi Change
22.1%$2,549,797 -9518,492 $3,068,289
$3,177,928 $6e2,053 $3,86e,s81
_ $3,883,614 $719,320 $4,636,s34
. $4,073,108_ $920,856 $4,993,96-4-
$4,176,08e $e01,957 $5,13q,046
- $4,328,808 $J.,0sf,2.95 $5,37e,013
$5,217,135 $1,206,673, S6,423,808
$4,262,94A $1,065,982 $5,328,930
36.goi6
13.9%
$3,524,675 $764,045 V,288,724 2.70h
. $3,146,098 9826,q4.8- . $3,772,946
$3,249,797 $696,925 $3,946,722
$2,856,346 $632,700 $3,489,046
21.7%
11.4%
4,10h
2.10/o
-2.3%
s44,446,343 $9,880,058 $54,326,399 '.t2.0%
Page 6
399
EXHIBIT H
Glty of Miaml Beach - Resort Tax Collectlons (Contlnued)
Fiscal Year 2012/13 Flscal Year 2013/14
Month
October
November
January
February
March
Aprll
May
June
July
August
1%% Change 1o/o TOTAL % Change
$718,097 $3,874,449 -16.3%
$4,689,304 $1 ,162,1 18 95,851 ,422 17 .2o/o
$4,602,257 S1,154,788 $5,757,045 12.0o/o
$4,577,102 $1,175,961 $5,753,063, 7.0o/o
$6,117,09: $1,538,525 $7,713,619 20j%
$4,446,827 $1,074,U7 $5,521,674 3.60/o
4.0o/o $2,616,517 $539,538 $3,156,055 .1,lYo
$4,960,680 $1,207,754 $6,168,434,
$4,855,831 $1,221,242 $6,077,073
$4,894,856 $1,230,527 ,$8,125,385
$5,7e2,950 $1,458,889- $7,251,p36
$4,969,113 S1,238,578 $8,207,691
13.10/o
$3.324,909 $719,939 $4,044,848 0.7%
$3,359,942 $729.712 $4,089,654 0.6%
$3,559,359 $794,085 $4;353,4,14
$2,679,387 $510,674
$3,337,959 $728,884
s3,190,061
$4,066,843 5.1o/o
Decembet $3,156,352 12.4o/o
5.40/o
6.5o/o
12.4o/o
$3,644,952 $803,413 $4.448,365 3.7% $4,098,848 $934,442 $5,033,2S0
$3,329,498 $685,451 $4,014,949
$3,473,040 $781,4',12 $4,265,052 7.8%$3,592,203 $803,447 $4,395,650 3,30/o
September $3,421,072 $761,341 $4,182,413 19.9% $3,709,511 $835,052 $4,544,563 8.70/o
$47,535,444 $1 I,0S3,51 1 $58,628,955 7.*/o $49,7U,721 $11,71i2a2 $61,447,923 4.Aoh
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405
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA AUTHORIZING THE ISSUANCE BY THE
MIAMI BEACH REDEVELOPMENT AGENCY OF NOT TO EXCEED
$43O,OOO,OOO IN AGGREGATE PRINCIPAL OF TAX INCREMENT
REVENUE BONDS (CITY CENTER/HISTORIC CONVENTION VILLAGE),
IN ACCORDANCE WITH THE REQUIREMENTS OF CHAPTER 163, PART
III, FLORIDA STATUTES, AS AMENDED; AUTHORIZING OFFICERS AND
EMPLOYEES OF THE CITY TO TAKE ALL NECESSARY ACTIONS IN
CONNECTION THE,REWITH; AND PROVIDING FOR AN EFFECTIVE
DATE.
WHEREAS, the Miami Beach Redevelopment Agency (the "Agency") has heretofore
issued its (i) $29,105,000 Miami Beach Redevelopment Agency Tax Increment Revenue Bonds,
Taxable Series 1998,4. (City Center/Historic Convention Village), currently outstanding in the
principal amount of $10,000,000, (ii) $51,440,000 Miami Beach Redevelopment Agency Tax
Increment Revenue Refunding Bonds, Taxable Series 20054 (City Center/Historic Convention
Village), currently outstanding in the principal amount of $27,815,000, and (iii) $29,930,000
Miami Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds, Series 20058
(City Center/Historic Convention Village), currently outstanding in the principal amount of
$17,175,000 (collectively, the "Outstanding Prior Bonds"), pursuant to Resolution No. 150-94,
adopted by the Board of Commissioners of the Agency (the "Agency Commission") on January
5,1994, as supplemented, to finance or refinance certain redevelopment projects in an area of the
City of Miami Beach, Florida (the "City") known as the "City Center/Historic Convention
Village Redevelopment and Revitalization Area," all in accordance with a redevelopment plan
adopted by the Agency under Chapter 163, Part III, Florida Statutes, as amended (the "Act"), and
approved by the City pursuant to Resolution No. 93-20721 adopted by the Mayor and City
Commission of the City (collectively, the "City Commission") on February 12, 1993, as
amended; and
003-4430-479313/AM ER r CAS 406
WHEREAS, the Agency now intends to issue its Tax Increment Revenue Bonds (City
Center/Historic Convention Village), in one or more series (the "Series 2015 Bonds"), in the
principal amount not to exceed $430,000,000, for the primary purpose of providing funds,
together with any other available moneys, to refund all of the Outstanding Prior Bonds and to
finance the Series 2015 Redevelopment Project (as defined in the Bond Resolution hereinafter
defined) pursuant to a resolution adopted by the Agency Commission on October 14,2015 (the
"Bond Resolution"), a copy of which Bond Resolution is attached hereto as Exhibit A and made
aparthereof; and
WHEREAS, in accordance with the requirements of the Act, the City desires to authorize
and approve the issuance of the Series 2015 Bonds by the Agency; and
WHEREAS, in connection with the issuance of the Series 2015 Bonds, the requirements
of Ordinance No. 2007-3582, adopted by the City Commission on November 27,2007, including
the holding of two public hearings, have been complied with prior to the adoption of the Bond
Resolution and this Resolution;
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA:
Section l. The above recitals are incorporated herein as findings.
Section 2. This Resolution is adopted pursuant to the Act and other applicable
provisions of law.
Section 3. In accordance with the requirements of Sections 163.358(3) and 163.385(1)
and (3) of the Act, the issuance by the Agency of the Series 2015 Bonds, in the principal amount
not to exceed $430,000,000, under the provisions of the Bond Resolution is hereby authorized
and approved by the City Commission.
003-4430-4193 l3 lAM ERTCAS 407
Section 4. The officers and employees of the City are hereby authorized and directed to
take all other necessary actions and execute all necessary documents to carry out the provisions
of this Resolution and provide for the issuance of the Series 201 5 Bonds by the Agency.
Section 5. This Resolution shall take effect immediately upon its adoption.
PASSED AND ADOPTED this _ day of _,2015.
Mayor
(sEAL)
ATTEST:
City Clerk
APPROVEDASTO
FORM & I.ANGUAGE
E FOR DGCIJTION
^#mh-d#
o03-4430-4793 / 3 /AM ERTCAS 408
EXHIRIT A
BOND RESOLUTION
A-1
003-4430-47 93 / 3 IAM ERTCAS 409
RI]SOLUTION NO,
A RESOLUTION OF TI]E CHAIRPERSON AND MEMBERS OF THE MIAMI
BEACH REDEVELOPMENT AGENCY AUTHORIZING THE ISSUANCE OF
NOT MORE THAN $43O,OOO,OOO IN AGGREGATE PRINCIPAL AMOLINT
OF MIAMI BEACH REDEVELOPMENT AGENCY TAX TNCRE,MENT
REVENUE BONDS (CITY CENTEzuHISTORIC CONVENTION VILLAGE)
(THE "SERIES 2015 BONDS"), FOR TI-IE PURPOSE OF REFLNDING THE
AGENCY'S OUTSTANDING PRIOR BONDS AND FINANCING CERTAIN
PUBLIC IMPROVEMENTS; PROVIDING FOR THE ISSUANCE OF
ADDITIONAL BONDS ON A PARITY THEREWITH; PROVIDING FOR THE
SECURITY AND PAYMENT OF ALL BONDS ISSUED PURSUANT TO
THIS RESOLUTION; PROViDING CERTAIN DE,TAILS OF THE SERIES
20 I 5 BONDS; DELEGATiNG CERTAIN MATTERS IN CONNECTION WITH
THE ISSUANCE OF THE SERIES 2015 BONDS TO THE EXECUTIVE
DIRECTOR OF THE AGENCY, INCLUDTNG WHETHER TO SECURE A
CREDIT FACILITY AND/OR A RESERVE ACCOUNT INSURANCE
POLICY, WITHIN THE LIMITATIONS AND RESTRICTIONS STATED
HEREIN; APPOINTING UNDERWRITERS, PAYING AGENT, REGISTRAR,
ESCROW AGENT AND DISCLOSURE DISSEMINATION AGENT;
APPROVING THE FORM OF TI-IE, PRELIMINARY OFFICIAL STATEMENT
FOR THE SERIES 20 I5 BONDS AND AUTHORIZING EXECUTION OF THE
FINAL OFFICIAL STATEMENT FOR THE SERIES 2OI5 BONDS;
AUTHORIZING THE NEGOTIATE,D SALE OF THE SERIES 2015 BONDS
AND APPROVING THE FORM AND AUTHORIZING EXE,CUTION OF THE
BOND PURCHASE AGREEMENT FOR THE SEzuES 201,5 BONDS;
APPROVING THE FORMS AND AUTHORIZING EXECUTION OF
ESCROW DEPOSIT AGRE,EMENTS FOR THE OUTSTANDING PzuOR
BONDS; COVENANTING TO PROVIDE CONTINUING DISCLOSURE iN
CONNECTION WITH THE SERIES 2OI5 BONDS AND APPROVING THE
FORM AND AUTHORIZING EXECUTION OF A CONTINUING
DISCLOSURE AGREEMENT; AUTHORIZING OFFICERS AND
EMPLOYEES OF THE AGENCY TO TAKE ALL NECESSARY ACTIONS IN
CONNECTION WITH THE ISSUANCE OF THE SERIES 2015 BONDS; AND
PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the Miami Beach Redevelopment Agency (the "Agency"), & public body
corporate and politic, has been duly created and established to transact business and exercise
powers under and pursuant to the Florida Community Redevelopment Act, Chapter 163, Part ili,
Florida Statutes, as amended (together with other applicable provisions of law, the "Act"),
including the issuance of revenue bonds, in order to achieve the purposes of redevelopment as set
forth in the Act; and
WHEREAS, all the requirements of larv have been complied r,vith in the creation of the
Agency, the adoption and amendment of a redevelopment plan (the "Redevelopment Plan")
under the Act for that portion of the City of Miami Beach described in the Redevelopment Plan
and known as the "City Center/Historic Convention Village Redevelopment and Revitalization
003-4430 4551/4/AMERtCAS
410
Area" (the "Redevelopment Area") and the creation and tunding ol the City Center/Flistoric
Convention Village Redevelopment and Revitalization Trust Fund (the "Trtlst Fund") in
accordance with the Act; and
WHEREAS. in connection with the Redevelopment Plan, the Agency has heretofore
issued multiple series of bonds, of which the fbllowing are currently outstanding: (i) $29,105,000
Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Taxable Series 1998,{
(City Center/Historic Convention Village), or,rtstanding in the principal amount of $10,000,000
(the "Outstanding Series 1998A Bonds"), (ii) $51,440,000 Miami Beach Redevelopment Agency
Tax Increment Revenue Refunding Bonds, Taxable Series 2005A (City Center/Historic
Convention Village), or.rtstanding in the principal amolrnt of $27,815,000 (the "Outstanding
Series 2005A Bonds"), and (iii) $29,930,000 Miami Beach Redevelopment Agency Tax
Increment Revenue Refunding Bonds, Series 20058 (City Center/Historic Convention Village),
or.rtstanding in the principal amount of $17,175,000 (the "Outstanding Series 20058 Bonds" and,
together with the Outstanding Series 1998A Bonds and the Outstanding Series 2005A Bonds, the
"Outstanding Prior Bonds"), pursuant to Resolution No. 150-94, adopted by the Board of
Commissioners of the Agency (the "Commission") on January 5, 7994, as supplemented (the
"Prior Bond Resolution"); and
WHEREAS, the Agency desires to finance certain public improvements in accordance
r,vith the Reclevelopment Plan, as more particularly described in Exhibit A attached hereto and
made a part hereof (collectively, the "series 2015 Redevelopment Project"); and
WHEREAS, pursuant to that certain Third Amendment to Interlocal Agreement dated
January 20,2015, among Miami-Dade County, Florida, the City of Miami Beach, Florida, (the
"City") and the Agency, entered into in connection with the financing of the Series 2015
Redevelopment Project, it is necessary to refund the Outstanding Prior Bonds; and
WHEREAS, in order to refund the Outstanding Prior Bonds and finance the Series 2015
Redevelopment Project, the Agency desires to issue its Tax Increment Revenue Bonds, as more
particularly described in this Resolution (the "Series 2015 Bonds"); and
V/HEREAS, the Agency also desires to set forth the provisions pursuant to which it may
issue bonds on a parity with the Series 2015 Bonds and to make provision for the rights and
security of the Holders of all bonds issued hereunder; and
WHEREAS, the Commission has determined that it is in the best interest of the Agency
to delegate to the Executive Director of the Agency, who shall rely upon the recommendations of
the Chief Financial Officer of the City (the "Chief Financial Officer") and RBC Capital Markets,
LLC, the Agency's financial advisor (the "Financial Advisor"), the determination of various
terms of the Series 2015 Bonds, whether to secure a Credit Facility and/or Reserve Account
Insurance Policy (as such terms are hereinafter del-rned) with respect to the Series 2015 Bonds,
the flnal award of the Series 2015 Bonds, and certain other actions in connection with the
issuance of the Series 2015 Bonds and the refunding of the Outstanding Prior Bonds, all as
provided and subject to the limitations contained herein; and
oo3-4410-4561/ 4l AMERI CAS 411
WHEREAS. the Agency has determined that due to the character of the Series 2015
Bonds, current favorable 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 Agency
to authorize the negotiated sale of the Series 2015 Bonds; and
WHEREAS. in connection with the issuance of the Series 2015 Bonds, the requirements
of Ordinance No. 2007-3582, adopted by the Mayor and City Commission of the City on
November 21,2007 , including the holding of two public hearings, have been complied with prior
to the adoption of this Resolution;
NOW. THEREFORE, BE IT DULY RESOLVED BY THE CHAIRPERSON AND
MEMBERS OF THE MIAMI BEACH REDEVELOPMENT AGENCY:
ARTiCLE I
DEFINITIONS, AUTHORITY AND FINDINGS;
RESOLUTION CONSTITUTES A CONTRACT
SECTION 101. DEFINITIONS. In addition to the terms defined elsewhere in this
Resolution, as used in this Resolution, the fbllowing terms shall have the following meanings:
"Act" shall mean the Florida Comn-runity Redevelopment Act, Chapter 163, Part III,
Florida Statutes, as amended, and other applicable provisions of law.
"A-eency" shall mean the Miami Beach Redevelopment Agency, a body corporate and
politic, created pursuant to the Act.
"Arnortization Requirements" sl-rall mean such moneys required to be deposited in the
Bond Redemption Account for the purpose of the mandatory redemption or payment at maturity
of any Term Bonds, the specific amounts of such deposits to be determined by the Chairperson
in the Chairperson's Certificate with respect to the Series 2015 Bonds and pursuant to any
resolution authorizing any other Series of Bonds with respect to such other Series of Bonds.
"Average Annual Debt Service" shall mean, at any time and with respect to all of the
Bonds or any particular Series of Bonds (as appropriate), the sum of the Debt Service
Requirements tbr the then current and every succeeding Fiscal Year divided by the number of
such Fiscal Years.
'oBonds" shall mean the Series 2015 Bonds, authorized to be issued pursuant to this
Resolution, together with any additional parity Bonds hereafter issued pursuant to this
Resolution.
"Bondholder", ''Holder", "Holder ol Bonds" or "Owner" or any similar term, shall mean
any person, lvho shali be the registered owner of any Outstanding Bond or Bonds.
"Chairperson" shall mean the Chairperson of the Agency or in the absence or disability of
the Chairperson, the Vice Chairperson of the Agency or the offlcers succeeding to their principal
functions.
003 -4430-4s6 L / 4 /AM ERICAS
412
"Chairperson's Certificate" shall mean the Certitrcate to be executed by the Chairperson
on or prior to the date of initial issuance of tl-re Series 2015 Bonds, which Certiflrcate shall
provide the details of the Series 2015 Bonds.
"City" shall mean the City of Miami Beach, Florida.
''Code" shall mean the Internal Revenue Code of 1986, as amended from time to time,
and the regulations promulgated thereunder and applicable regulations promulgated under the
Intemal Revenue Code of 1954, as amended.
"Commission" shall mean the Board of Commissioners of the Agency, being the
Chairperson and members of the Agency.
"Corrnty" shall mean Miami-Dade County, Florida.
"Credit Facility" shall mean an irrevocable letter of credit, policy of municipal bond
instuance, guaranty, purchase agreement, credit agreement or similar facility in which the entity
providing such facility irrevocably agrees to provide funds to make payment of the principal of
and interest on Bonds.
''Debt Service Requirement" for any period, as applied to all of the Bonds or all of the
Bonds of any Series (as appropriate), shall mean the respective amounts which are needed to
provide:
(a) for paying the interest on all Bonds or all Bonds of such Series (as
appropriate) then Outstanding which is payable on each lnterest Payment Date in such
period,
(b) for paying the principal of all Serial Bonds or all Serial Bonds of such
Series (as appropriate) then Outstanding which is payable upon the maturity of such
Serial Bonds in such period, and
(c) the Amortization Requirements, if any, for all Term Bonds or the Term
Bonds of such Series (as appropriate) for such period.
If all or a portion of the principal of (including, r,vithout limitation, Amortization
Requirernents) or interest on a Series of Bonds is payable from tirnds irrevocably set aside or
deposited for such pllrpose, together with projected earnings thereon to the extent such earnings
are projected to be from Permitted Investments, such principal or interest shall not be included in
determining Debt Service Requirements if such tunds and/or Permitted Investments will provide
moneys which shall be sufficient to pay when due such principal or interest.
oo3-443o-45671 4/ AME RTCAS
413
"Defeasance Obligations" shall mean to the extent permitted by law:
(a) Direct general obligations of, or obligations the timely payment of the
principal of and the interest on which is r"rnconditionally guaranteed by, the United States
of America; and
(b) Evidences of indebtedness issued by the Bank for Cooperatives, Federal
Home Loan Banks, Federal Home Loan Mortgage Corporation (including participation
cerlificates), Federal Land Banks, Federal Financing Banks, or any other agency or
instrumentality ol the United States of America created by an act of Congress which is
sr-rbstantially sirnilar to the foregoing in its legal relationship to the United States of
America; provided that the obligations of such agency or instrumentality are
r.rnconditionally guaranteed by the United States of America or any other agency or
instrumentality of the United States of America; and
(c) Evidences of ownership of proportionate interests in future interest and
principal payments on specified obligations described in (a) above held by a bank or trust
company as custodian, under which the or,vner of the investment is the real party in
interest and has the right to proceed ciirectly and individr"rally against the obligor on the
underlying obligations described in (a) above, and which underlying obligations are not
available to satisfy any claim of the custodian or any person claiming through the
custodian or to whom the custodian may be obligated; and
(d) Obligations described in Section 103(a) of the Code which do not permit
redemption prior to maturity at the option of the obligor and provision for the payment of
the principal of, premium, if any, and interest on r,vhich shall have been made by the
irrevocable deposit with a bank or trust company acting as a trustee or escrow agent for
the holders of such obligations, direct general obligations of the United States of
America, the maturing principal of and interest on which, when due and payable, will
provide sufficient monies to pay when due the principal of, premium if any, and interest
on such obligations, and which direct general obligations of the United States of America
are not available to satisfy any other claim, including any claim of the trustee or escrow
agent or of any person claiming through the trustee or escrow agent or to whom the
trustee or escrow agent may be obligated, including in the event of the insolvency of the
trustee or escro\,' agent or proceedings arising out of such insolvency.
"Executive Director" shall mean the Executive Director of the Agency.
"General Counsel" shall mean the General Counsel of the Agency, currently the City
Attorney ol the City.
"Fiduciaries" shall mean the Paying Agent and the Registrar appointed and acting under
this Resolution.
"Fiscal Year" shall mean that period commencing on October 1, and continuing to and
including the next succeeding September 30, or such other annual period as may be prescribed
by lar.v or by the Agency in accordance with law.
003-443O-456 1/4/AME R rCAS
414
"lnterest Payment Date" shall mean fbr each Series of Bonds such dates on which interest
on the Bonds is payable on snch Bonds that are Outstanding, as set fbrth in the proceedings of
the Agency providing fbr the issuance of sr"rch Series of Bonds.
"Maximum Annual Debt Service" shall mean, at any time and with respect to all of the
Bonds or any particular Series of the Bonds (as appropriate), the greatest Debt Service
Requirement in the then current or any succeeding Fiscal Year.
"Outstanding" r,vhen used with reference to the Bonds, shall mean, as of any date of
determination, all Bonds theretofore authenticated and delivered except:
(a) Bonds theretofore cancelled by the Registrar or delivered to the Registrar
for canceliation;
(b) Bonds which are deemed paid and no longer Outstanding as provided
hereinl
(c) Bonds in lieu of r,vhich other Bonds have been issued pursuant to the
provisions hereof relating to Bonds destroyed, stolen or lost, unless evidence satisfactory
to the Registrar has been received that any such Bond is held by a bona fide purchaser;
and
(d) For purposes of any consent or other action to be taken hereunder by the
Holders of a specified percentage of principal amor.rnt of Bonds, Bonds held by or for the
account of the Agency.
"Paying Agent" shall mean any bank or trust company or any successor bank or trust
company appointed by the Agency to act as Paying Agent hereunder.
"Permitted Investments" shall mean and include such obligations as shall be permitted to
be legal investments of the Agency by the lar,vs of the State.
"Pledged Funds" shall mean, collectively, (i) the Trust Fund Revenues, and (ii) except for
moneys, securities and instruments in the Rebate Fund, all moneys, securities and instruments
held in the funds and accounts created and established by this Resolution.
"Redevelopment Area" shall mean the "City Center/Historic Convention Village
Redevelopment and Revitalization Area" located within the City and found by the City to be a
"blighted area" within the meaning of the Act and described in the Redevelopment Plan, as the
geographic boundaries of such area may be changed from time to time as permitted r-rnder the
Act.
"Redevelopment Plan" shall mean the redevelopment plan for the Redevelopment Area
originally adopted by the A-eency by Resolr"rtion No. 128-93 adopted on February 12, 1993 and
approved by the City by Resolution No. 93-20721 adopted on February 12, 1993 and by the
Cor.rnty by Resolution No. 317-93 adopted on March 30, 1993, as the same has been and may be
amended from time to time.
6
003-4430-4s6 1/4/A M ERTCAS
415
"Redevelopment Projects" shall mean the particular community redevelopment projects
undertaken by the Agency pllrsLlant to the Redevelopment Plan within the Redevelopment Area
in accordance with the Act. inclr"rding the Series 2015 Redevelopment Project.
"Registrar" shall mean the officer of the Agency or a bank or trust company appointed by
the Agency, located within or withor.rt the State of Florida, who or which shall maintain the
registration books of the Agency and be responsible fbr the transf-er and exchange of the Bonds.
"Reserve Account Insurance Policy" shall mean the insurance policy, surety bond or
other acceptable evidence of insurance, if any, deposited in the Debt Service Reserve Account in
lieu of or in partial substitr-rtion for cash or securities on deposit therein. The issuer providing
such insurance shall be rated, at the time of deposit in the Debt Service Reserve Account, in one
of the two highest rating categories of Fitch Ratings Inc. or any sLlccessors thereof, Moody's
Investors Service, Inc. or any successors thereof or Standard & Poor's Ratings Services or any
sLrccessors thereol-.
"Reserve Account Letter of Credit" shall mean the irrevocable, transferable letter of
credit, if any, depositecl in the Debt Service Reserve Account in lieu of or in partial sr.rbstitr-rtiqn
tbr cash or securities on deposit therein. The issuer providing such letter of credit shall be rated,
at the time of deposit into the Debt Service Reserve Account, in one of the two highest rating
categories of Fitch Ratings Inc. or any sLlccessors thereot Moody's Investors Service, Inc. or any
sLlccessors thereof or Standard & Poor's Ratings Services or any sLlccessors thereof.
"Reserve Account Requirement" shall mean the least of (i) Maximum Annual Debt
Service on all Bonds Outstanding, (ii) 125% of Average Annual Debt Service on all Bonds
Outstanding, or (iii) 10% of the proceeds of the Bonds within the meaning of the Code.
"Resolution" shall mean this Resolution as the same may from time to time be amended
and supplemented in accordance with the terms hereof.
"Secretary" shall mean the Secretary of the Agency.
"serial Bonds" shall mean the Bonds of any Series w'hich shall be stated to mature in
annual installments br-rt not inch-rding Term Bonds.
"series" shall mean all of the Bonds authenticated and delivered on original issuance and
pursuant to this Resolution or any supplemental resolution authorizing such Bonds as a separate
Series of Bonds, or any Bonds thereafter authenticated and delivered in lieu of or in substitution
for such Bonds pursuant to Article Ii hereof, regardless of variations in maturity, interest rate or
other provisions.
"series 2015 Bonds" shall mean the Bonds authorized to be issued urnder Section 201 of
this Resolution.
"series 2015 Redevelopment Project" shall mean the construction of certain public
improvements rvithin the Redevelopment Area being flnanced w'ith proceeds of the Series 2015
Bonds and more particularly described in Exhibit A hereto.
00 t-4430 4561/4iAMERraAS
416
"State" sl-rall mean the State of Florida.
"Taxable Bonds" shall mean Bonds the interest on which is not intended at the time of
issuance thereof to be exclr.rded from gross income of the holders thereof for f'ederal income tax
purposes.
"Tax-Exempt Bonds" shall mean Bonds the interest on which is excludable from gross
income of the holders thereof for federal income tax ptuposes.
"Term Bonds" shall mean the Bonds of any Series which shall be stated to matllre on one
date and tbr the amortization of r,vhich payments are reqllired to be made into the Bond
Redemption Account in the Sinking Fund.
''Trust Fund" shall mean the City Center/Historic Convention Village Redevelopment
and Revitalization Trust Fund established by Ordinance No. 93-2836 adopted by the City on
Febrtrary 24, 1993 and by Ordinance No. 93-28 enacted by the County on April 27,1993 tn
accordance with the Act.
"Trust Fund Revenlres" shall mean the revenues derived from the Redevelopment Area
and received by the Agency lbr deposit in the Trust Fund pLlrsuant to Section 163.387, Florida
Statutes, as amended, Ordinance No. 93-2836 adopted by the City on February 24, 7993, as
amended from time to time, including Ordinance No. 2014-3901 adopted by the City on
November 8,2014, and Ordinance No. 93-28 enacted by the County on April 27, 1993, as
amended tiom time to time, including Ordinance No. 14-133 enacted by the County on
December 16,2014.
"Underwriters" shall mean Morgan Stanley & Co. LLC, Wells Fargo Bank, National
Association, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Raymond James &.
Associates, Inc. and Loop Capital Markets LLC.
Words importing singular number shall include the plural number in each case and vice
versa, and words importing persons shall include firms and corporations. Words that appear in
this Resolution in lower case tbrm shall have the meanings ascribed to them in the definitions
unless the context shall otherwise indicate. The'uvords "Bond", "Owner", "Holder" and "person"
shall inch-rde the ph-rral as well as the singr.rlar number unless the context shall otherwise indicate.
SECTION 102. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted
pursuant to the provisions of the Act.
SECTION 103. FINDINGS. The recitals to this Resolution are incorporated herein as
findings. In addition, it is hereby ascertained, determined and declared that:
(a) The Agency is authorized to receive, deposit and apply the Trust Fund
Revenues pursuant to the Act.
(b) It is necessary and desirable to issr:e the Series 2015 Bonds in order to
refund the Outstanding Prior Bonds and finance the Series 2015 Redevelopment Project.
003 4430-4567/ 4 /AMERICAS 417
(c) The principal of and interest on the Bonds and all required sinking fi,rnd,
reserve and other payments shall be payable solely from the Pledged Fr.rnds. None of the
City, the County, or the State of Florida or any political sr,rbdivision thereof or
goverrunental authority or body therein shall ever be required to levy ad valorem taxes to
pay the principal of or interest on the Bonds or to make any of the sinking fund, reserve
or other payments required by this Resolution or the Bonds, and the Bonds shall not
constitute indebtedness of the Agency, the City, the Cor.rnty, the State or any political
subdivision thereof r,vithin the meaning of any constitutional, statutory or other provision
or limitation or a lien upon any property owned by or situated within the corporate
territory of the Agency or the City, except as provided herein with respect to the Pledged
F unds.
SECTION 104. RESOLUTION CONSTITUTES CONTRACT. In consideration of the
acceptance of the Bonds authorized to be issued hereunder by those who shall own the same
tiom time to time, this Resolr.rtion shall be deemed to be and shall constitute a contract between
the Agency and such Bondholders, and the covenants and agreements herein set forth to be
performed by the Agency shall be fbr the equal benefit, protection and security of the owners of
any and all of such Bonds, all of which shall be of equal rank and r,vithout preference, priority, or
distinction of any of the Bonds over any other thereof except as expressly provided therein and
herein.
IEND OF ARTICLE I]
oo3 -4 430 -4 55 | / 4 /AM E R rCAS
418
ARTICLE II
AUTHORIZATION, TERMS, EXECUTION AND REGISTRATION OF BONDS
SECTION 201. AUTHORIZATION OF THE SEzuES 2015 BONDS. Subject and
plrrsllant to the provisions of this Resolr"rtion, one or more Series of Bonds of the Agency to be
knor,vn as Tax Increment Revenue Bonds, Series (City Center/Historic Convention
Village) (the "Series 2015 Bonds"), or such other designation as shall be set forth in the
Chairperson's Certiflcate, are hereby authorized to be issued in an aggregate principal amount
not to exceed Four Hundred Thirty Million Dollars (S430,000,000), for the purpose of providing
funds, together with any other available moneys, to retund the Outstanding Prior Bonds, to
flnance the Series 2015 Redevelopment Project, to tirnd the Debt Service Reserve Account and
to pay costs of issuance of the Series 2015 Bonds, which Bonds may be issued all at one time or
from time to time, and designated as to Series, as shall be determined by the Executive Director,
after consultation with the Chief Financial Otficer and the Financial Advisor, and set forlh in the
Chairperson's Cerliflcate. The retirnding of the Outstanding Prior Bonds and the financing of
the Series 2015 Redevelopment Project and its accluisition is hereby authorized.
Subject to the limitations contained herein, the Series 2015 Bonds shall be issued in such
aggregate principal amolrnt, shall be dated, shall mature on such dates and in such years, but not
later than March 31, 2044, and in such amounts, shall be issr.red as Tax-Exempt Bonds or
Taxable Bonds or a combination thereot, shall be in the form of Serial Bonds or Term Bonds or a
combination thereof, shall have such Interest Payment Dates, shall bear interest at such f-rxed
rates not to exceed the maximum rate permitted by law, shall have such Amortization
Requirements, if any, and shall be subject to redemption at such times and at such prices, all as
shall be determined by the Executive Director, after consultation with the Chief Financial Officer
and the Financial Advisor, and set forth in the Chairperson's Certificate.
The Commission hereby appoints U.S. Bank National Association as Registrar and
Paying Agent for the Series 2015 Bonds.
If the Executive Director determines, in reliance upon the recommendations of the Chief
Financial Officer and the Financial Advisor. that there is an economic benefit to the Agency to
secLlre and pay for a Credit Facility and/or a Reserve Account Insurance Policy with respect to
all or a porlion of the Series 2015 Bonds, the Executive Director is authorized to secure a Credit
Facility and/or a Reserve Account Insurance Policy with respect to all or a portion of the Series
2015 Bonds. The Executive Director is authorized to provide for the payment of any premiums
fbr such Credit Facility and/or Reserve Account lnsurance Policy from the proceeds of the Series
2015 Bonds. The Chairperson is authorized, afler consultation with the General Counsel. to
enter into, exectite and deliver such agreements as may be necessary to secure such Credit
Facility and/or Reserve Account Insurance Policy, the execution and delivery by the Chairperson
of any such agreements for and on behalf of the Agency to be conclusive evidence of the
Agency's approval of securing such Credit Facility and/or Reserve Account Insurance Policy and
of sr,rch agreements. Any agreements with any providers of a Credit Facility and/or Reserve
Account Insurance Policy shall supplement and be in addition to the provisions of this
Resolution.
oo3-443o-4s6tt 4 I AM ERTCAS
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419
The Commission hereby approves the distribution of copies of the Preliminary Olhcial
Statement with respect to the Series 2015 Bonds (the "Preliminary Official Statement") in
substantiaily the form presented at this meeting, subject to such changes, modihcations.
insertions and omissions and such filling-in of blanks therein as may be approved by the
Executive Director, after consultation with the Chiel Financial Officer and the General Counsel.
The Chairperson or his designee, after consultation with the Chief Financial Officer and the
General Counsel, is hereby authorized to deem the Preliminary Official Statement "final" for
pLuposes of Securities and Exchange Commission RLrle 1 5c2-12 (the "Rule") and to execute any
certificates in connection with such finding. The Chairperson and the Executive Director are
hereby authorized to execute the Offlcial Statement r,vith respect to the Series 2015 Bonds (the
"Of1-rcial Statement") on behalf of the Agency, in substantially the form of the Preliminary
Official Statement presented at this meeting with such changes, modifications, insertions and
omissions and such filling-in of blanks therein as shall be necessary to evidence the terms of the
Series 2015 Bonds or as may be approved by the Executive Director, with sr,rch execution to
constitute conclusive evidence of the Agency's approval of the Preliminary Official Statement
and the Offlcial Statement. The use of the Preliminary Official Statement and the Official
Statement in the marketing and sale of the Series 2015 Bonds is hereby approved.
For the reasons stated in the recitals to this Resolution, the negotiated sale of the Series
2015 Bonds to the Underwriters is hereby authorized at a purchase price (not including original
issue premium or original issue discount) of not less than99oh of the aggregate principal amount
of the Series 2015 Bonds (the "Minimum Purchase Price") and at a true interest cost rate ("TIC")
not to exceed 6.50% (the "Maximum TIC"). The Executive Director, after consultation with the
Chief Financial Offlcer and the Financial Advisor, is hereby authorized to award the Series 2015
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 Chairperson is hereby authorized to execute the Bond Purchase Agreement (the
"Bond Purchase Agreement") for the purchase of the Series 2015 Bonds by the Underwriters,
upon compliance by the Underwriters with any and all requirements of Florida Statutes, Section
218.385, in substantially the tbrm presented at this meeting, subject to such changes,
modifications, insertions and omissions and such fiilin-e-in of blanks therein as may be necessary
to evidence the terms of the Series 2015 Bonds or as may be approved by the Executive Director,
after consultation with the Chief Financial Officer and the General Counsel. The execution and
delivery of the Bond Purchase Agreement by the Chairyerson for and on behalf of the Agency
shall be conclusive evidence of the Agency's acceptance of the Underwriters proposal to
purchase the Series 2015 Bonds and approval of the Bond Purchase Agreement.
The Chairperson is hereby authorized to execute and deliver two Escrow Deposit
Agreements to provide for the defeasance, payment and, as applicable, redemption of the
Or.rtstanding Prior Bonds (collectively, the "Escro'uv Deposit Agreements"), each with U.S. Bank
National Association, 'uvhich is hereby appointed escro\,v agent thereunder (the "Escrow Agent"),
in substantially the forms presented at this meeting, subject to such changes, modifications,
insertions and omissions and such filling-in of blanks therein as may be determined and
approved by the Executive Director, after consultation with the Chief Financial Officer and the
General Counsel. To the extent provided in the E,scrow Deposit Agreements, the purchase of
Defeasance Obligations (as defined in the Prior Bond Resolution) trom the proceeds of the Series
11
003-4430-456r/4/ AME R r CAS
420
2015 Bonds and any other available moneys in order to provide fbr the clet'easance, payment and,
as applicable, redemption of the Outstanding Prior Bonds is hereby authorized and approved.
The execution and delivery of the E,scrow Deposit Agreements by the Chairperson fbr and on
behalf of the Agency shall be conclusive evidence of the Agency's approval of the redemption
prior to maturity of any Outstanding Prior Bonds, the Escrow Deposit Agreements and the
purchase of any such Defeasance Obligations.
In accordance with the provisions of the Prior Bond Resolution, there is created pursuant
to each of the Escrow Deposit Agreements a separate Escrow Deposit Trust Fund (as defined in
each of the Escrow Deposit Agreements) to be held by the Escror,v Agent. for the deposit of
proceeds of each such Series of Series 2015 Bonds and any other available moneys to be applied
as provided in each of the Escrow Deposit Agreements.
For the benefit of the holders and beneficial or,vners fiom time to time of the Series 2015
Bonds, the Agency agrees, in accordance with the Rule, to provide or calrse to be provided such
annual financial information and operating data, frnancial 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 cefiain terms of the Agency's continuing disclosure agreement, the Executive
Director is hereby authorized and directed to enter into, execute and deliver, in the name and on
behalf of the Agency, a Disclosure Dissemination Agent Agreement (the "Continuing Disclosure
Agreement") with Digital Assurance Cerlification, L.L.C., i,vhich is hereby appointed as
disclosure dissemination agent with respect to the Series 2015 Bonds, in substantially the form
presented at this meeting, subject to such changes, modifications, insertions and omissions and
such filling-in of blanks therein as may be determined and approved by the Executive Director,
after consultation with the General Counsel. The execution and delivery of the Continuing
Disclosure Agreement by the Executive Director for and on behalf of the Agency shall be
conclusive evidence of the Agency's approval of the Continuing Disclosure Agreement.
Notwithstanding any other provisions of this Resolution, any failure by the Agency or the City to
comply with any provisions of the Continuing Disclosure Agreement shall not constitute a
default under this Resolution and the remedies therefor shall be solely as provided in the
Continuing Disclosure Agreement.
The Executive Director is further authorized and directed to establish, or cause to be
established, procedures in order to ensure compliance by the Agency with the Continuing
Disclosure Agreement, including the timely provision of information and notices. Prior to
making any filing in accordance with snch agreement, the Executive Director may consult with,
as appropriate, the General Counsel or the Agency's disclosure counsel. The Executive Director,
acting in the name and on behalf of the Agency, shall be entitled to rely upon any legal advice
provided by General Counsel of the Agency or the Agency's disclosure counsel in determining
whether a filing should be made.
SECTION 202. DESCRIPTION OF BONDS. Unless otherwise specified by the Agency
in subsequent proceedings, any Bonds issued pursuant to this Resolution shall be issued in fully
registered tbrm and, if the Registrar issues notice of the availability of exchanging registered
Bonds fbr coupon Bonds, in coupon fbrm. If the Registrar receives an opinion of counsel of
recognized standing in the t-reld of la'uv relating to municipal bonds to the effect that the issuance
of any of the Bonds in coupon form will not adversely affect the exclusion from gross income for
003-443o-4s6u 4/AM E RICAS
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421
f'ederal income tax plrrposes of the interest on any Tax-Exempt Bonds, the Registrar may, at the
r.vritten direction of the Agency, mail notice to the registered ovvners of the Bonds of the
availability o1'exchanging registered Bonds fbr cor.rpon Bonds. Registered Bonds may then be
exchanged for an equal aggregate principai amount of coupon Bonds of the same Series and
maturity of any authorized denomination and coupon Bonds may be exchanged for an equal
aggregate principal amoLrnt in the manner provided in this Resolution.
Unless otherwise specified by the Agency in subsequent proceedings, the Bonds of a
Series shall be dated as set forth in a Chairperson's Cerlificate as to the Series 2015 Bonds and
pursuant to subsequent resoh-rtion of the Agency as to the issuance of any other Series of Bonds;
shall be payable in any coin or currency of the United States of America that is legal tender at the
time of such payment; shall bear interest from their date at a fixed rate not exceeding the legal
rate per annrrm. with interest paid to the registered Holder thereof on each Interest Payment Date
by the Paying Agent at the address shor,vn on the registration books of the Agency (held by the
Registrar) at the close of business on the 15th day of the calendar month preceding an Interest
Payment Date or any other clate with respect to any Series of Bonds as may be determined
pursuant to subsequent resolution of the Agency (in each case a "Regular Record Date"); shall be
in denominations of $5,000 or any ir-rtegral multiples thereof as to the Series 2015 Bonds and as
determined pursuant to subsequent resolution of the Agency relating to the issuance of any other
Series of Bonds; and shail mature on such dates, in such years and in such amounts, as set forlh
in a Chairperson's Certificate as to the Series 2015 Bonds and as provided for pursuant to
subsequent resolution of the Agency relating to any other Series of Bonds. Notwithstanding
anything in this paragraph to the contrary, any interest not punctually paid on an Interest
Payment Date shall forthwith cease to be payable to the registered Holder on the Regular Record
Date and may be paid to the registered Holder as of the close of business on a special record date
for the payment of such defaulted interest to be fixed by the Paying Agent, notice of which shall
be given not less than 10 days prior to such special record date to the registered Holders.
The principal of and redemption premium, if any, on the Bonds shall be payable upon
presentation and stirrender at the designated office of the Paying Agent. Interest on the Bonds
shall be paid by check or drafi drawn upon the Paying Agent and mailed to the registered owners
of the Bonds on each Interest Payment Date: provided, however, that (i) if ownership of Bonds is
maintained in a book-entry only system by a securities depository, such payment may be made
by automatic funds transfer to the securities depository or its nominee or (ii) if such Bonds are
not maintained in a book-entry only system by a securities depository, upon written recluest of
the Holder of $ 1,000,000 or more in principal amount of Bonds, such payments may be made by
r,vire transfer to the bank and bank account specified in r.vriting by such Holder (such bank being
a bank lvithin the continental United States), if such Holder has advanced to the Paying Agent
the amount necessary to pay the cost of such r,vire transfer or authorized the Paying Agent to
deduct the cost of sr-rch wire transfer from the payment due to such Holder.
SECTION 203. REDEMPTION PROVISIONS. The Bonds of each Series, other than
the Series 2015 Bonds, may be subject to redemption prior to maturity at such times, at such
redemption prices and upon such terms in addition to the terms contained in this Resolution as
may be determined pursuant to subsequent resolutions of the Agency, which subsecluent
resolutions may contain dilferent redemption notice provisions than those contained in this
t3
003-4 410-4561- / 4 lA M ERTCAS
422
Resohrtion. The reclemption provisions lor the Series 2015 Bonds shall be established in the
manner described in the second paragraph of Section 201 of this Resolution.
Notice of redemption for Bonds being redeemed shall be given by deposit in the U.S.
mails of a copy of a redemption notice, postage prepaid, at least thirty (30) and not more than
sixty (60) days before the redemption date to all registered owners of the Bonds or portions of
the Bonds to be redeemed at their addresses as they appear on the registration books to be
maintained in accordance with the provisions hereof'. Failure to mail any such notice to a
registered owner of a Bond, or any defect therein, shall not affect the validity of the proceedings
fbr redemption of any Bond or portion thereof with respect to which no failure or defect
occurred. Such notice shall set forth the date fixed fbr redemption, the rate of interest borne by
each Bond being redeemed, the date of publication, if any, ol a notice of redemption, the name
and address of tl-re Registrar and Paying Agent, the redemption price to be paid and, if less than
all of the Bonds then outstanding shall be called for redemption, the distinctive numbers and
letters, inclr.rding CUSIP numbers, if any, of such Bonds to be redeemed and, in the case of
Bonds to be redeemed in part only, the portion of the principal arnount thereof to be redeemed.
If any Bond is to be redeemed in pafi only, the notice of redemption which relates to such Bond
shall also state tl-rat on or atter the redemption date, upon slrrrender of such Bond, a new Bond or
Bonds in a principal amount equal to the unredeemed portion of such Bond will be issued. Any
notice mailed as provided in this Section shall be conclusively presumed to have been duly
given, whether or not the owner of such Bond receives such notice.
In the case of an optional redemption of Bonds, the redemption notice may state that (a) it
is conditioned upon the deposit of moneys with the Paying Agent or with a bank, trust company
or other appropriate fidr.rciary institution acting as escrow agent (the "escrow agent"), in amounts
necessary to effect the redemption, no later than the redemption date, or (b) the Agency retains
the right to rescind such notice on or prior to the schedr-rled 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 Agency
delivers a written direction to the Registrar directing the Registrar to rescind the redemption
notice. The Registrar shall give prompt notice of such rescission to the affected Bondholders.
Any Bonds subject to Conditional Redemption where redemption has been rescinded shall
remain Outstanding, and neither the rescission nor the failure by the Agency to make such
moneys available shall constitute a default under this Resolution.
Notice having been given in the manner and under the conditions described in this
Section, and'uvith respect to a Conditional Redemption, the Conditional Redemption not having
been rescinded, the Bonds or portions of Bonds so called for redemption shall, on the redemption
date designated in such notice, become and be due and payable at the redemption price provided
lor redemption for such Bonds or portions of Bonds on such date. On the date so designated for
redemption, moneys for payment of the redemption price being held in separate accounts by the
Paying Agent in trust for the registered owners of the Bonds or portions thereof to be redeemed,
all as provided in this Resolution, interest on the Bonds or portions of Bonds so called for
redemption shall cease to accrue, such Bonds and portions of Bonds shall cease to be entitled to
any lien, benefit or security under this Resolution and shall be deemed paid hereunder, and the
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registered o\,vners of such Bonds or portions of Bonds shall have no right in respect thereof
except to receive payment of the redemption price thereof and to receive Bonds for any
unredeemed portions of the Bonds.
SECTION 204. EXECUTION OF BONDS. The Bonds shall be executed in the name of
the Agency by the Chairperson, and the seal of the Agency or a facsimile thereof shall be affixed
thereto or imprinted or reproduced thereon and attested by the Secretary, either manually or with
their facsimile signatures. In case any one or more of the officers who shall have signed or
sealed any of the Bonds shall cease to be such officer before the Bonds so signed and sealed shall
have been actually sold and delivered, sr-rch Bonds may nevertheless be sold and delivered as
herein provided and may be issued as if the person who signed and sealed such Bonds had not
ceased to hold sr-rch off-rce. Any Bond may be signed and sealed on behalf of the Agency by such
person as at the actual time of the execution of such Bond shall hold the proper office, although
at the date of such Bonds such person may' not have held such office or may not have been so
authorized.
The Bonds of each Series shall bear thereon a certificate of authentication, in the form set
forth in Exhibit B hereto, executed manually by the Registrar. Only such Bonds as shall bear
thereon such certif-rcate of authentication shall be entitled to any right or benefit under this
Resolution and no Bond shall be valid or obligatory for any pllrpose until such certificate of
authentication shall have been duly executed by the Registrar. Such certificate of the Registrar
upon any Bond executed on behalf of the Agency shali be conclusive evidence that the Bond so
authenticated has been duly authenticated and delivered under this Resolution and that the
Holder thereof is entitled to the benefits of this Resolution. If the Bonds of a Series have been
validated, the validation certificate on each of the Bonds of such Series shall be signed with the
manual or facsimile signatures of the present or any future Chairperson, and the Agency may
adopt and use for that pLlryose the manual or facsimile signature of any person who shall have
been such Chairperson at any time on or after the date of the Bonds, notwithstanding that he may
have ceased to be such Chairperson at the time when said Bonds shall be actually delivered.
SECTION 205, NEGOTIABILITY, REGISTRATION AND CANCELLATION. At thc
option of the registered Holder thereof and upon surrender thereof at the designated corporate
trust oft-rce of the Registrarwith awritten instrument of transler satisfactory to the Registrar duly
executed by the Holder or his duly authorized attorney and Lrpon payment by such Holder of any
charges r.vhich the Registrar or the Agency may make as provided in this Section, the Bonds may
be exchanged fbr Bonds of the same aggregate principal amount of the same Series and maturity
of any other authorized denominations.
The Registrar shall keep books for the registration of Bonds and for the registration of
transfers of Bonds. The Bonds shall be transferable by the Holder thereof in person or by his
attorney duly authorized in r.vriting only upon the books of the Agency kept by the Registrar and
only upon surrender thereof together with a written instrument of transfer satisfactory to the
Registrar duly executed by the Holder or his duly authorized attorney. Upon the transfer of any
such Bond, the Agency shall cause to be issued in the name of the transferee a new Bond or
Bonds.
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The Agency, the Paying Agent and the Registrar may deem and treat the person in r,vhose
name any Bond shall be registered Lrpon the books kept by the Registrar as the absolute Holder
of such Bond, whether such Bond shall be overdue or not, for the pLlrpose of receiving payment
ot, or on account ol the principal of, premium, if any, and interest on such Bond as the same
becomes due and fbr all other purposes. All such payments so made to any such Holder or upon
his order shall be valid and effectual to satisfy and discharge the liability npon such Bond to the
extent of the sum or sllms so paid, and neither the Agency, the Paying Agent nor the Registrar
shall be aff'ected by any notice to the contrary.
In all cases in w'hich the privilege of exchanging Bonds or transferring Bonds is
exercised, tl-re Agency shall execute and the Registrar shall authenticate and deliver Bor-rds in
accordance r,vith the provisions of this Resolurtion. All Bonds surrendered in any such exchanges
or transfers shall forthwith be delivered to the Registrar and cancelled by the Registrar in the
manner provided in this Section. There shall be no charge for any such exchange or transfer of
Bonds, br-rt the Agency or the Registrar may require the payment of a slrm sufficient to pay any
tax, fee or other governmental charge required to be paid r,vith respect to such exchange or
transf'er. Neither the Agency nor the Registrar shall be required (a) to transfer or exchange
Bonds of any Series for a period of 15 days next preceding any selection of Bonds of such Series
to be redeemed or thereafter urntil after the mailing of any notice of redemption; or (b) to transfer
or exchange any Bonds of any Series called for redemption.
All Bonds paid or redeemed, either at or before maturity shall be delivered to the Paying
Agent when such payment or redemption is made, and such Bonds, together with all Bonds
purchased by the Agency, shall thereupon be promptly cancelled. Bonds so cancelled may at
any time be destroyed by the Paying Agent, r.vho shall execute a certification of destruction in
duplicate by the signature of one of its authorized offlcers describing the Bonds so destroyed,
and one executed certif-rcate shall be filed with the Agency and the other executed certificate
shall be retained by the Paying Agent.
SECTION 206. BONDS MUTILATED, DESTROYED, STOLEN OR LOST. In case
any Bond shall become mutilated, destroyed, stolen or lost, the Agency may execute and the
Registrar shall authenticate and deliver a ne\,v Bond of like Series, date, maturity, denomination
and interest rate as the Bond so mutilated, destroyed, stolen or lost; provided that, in the case of
any mutilated Bond, such mutilated Bond shall first be surrendered to the Agency and, in the
case of any lost, stolen or destroyed Bond, there shall first be furnished to the Agency and the
Registrar el,idence of such loss, theft. or destruction satisfactory to the Agency and the Registrar,
together r,vith indemnity satisfactory to them. In the event any such Bond shall be about to
mature or have matured or have been called for redemption, instead of issuing a duplicate Bond,
the Agency may direct the Paying Agent to pay the same without surrender thereof. The Agency
and Registrar may charge the Holder of such Bonds their reasonable fees and expenses in
connection r,vith this transaction. Any Bond surrendered for replacement shall be cancelled in
the same manner as provided in Section 205 hereof.
Any such duplicate Bonds issued pursuant to this Section shall constitute additional
contractnal obligations on the part of the Agency, whether or not the lost. stolen or destroyed
Bonds be at an-v time found by anyone, and such duplicate Bonds shall be entitled to equal and
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proportionate benef-rts and rights as to lien on and source and security for payment from the
Pledged Funds, with ali other Bonds issued hereunder.
SECTION 207. PREPARATION OF DEFINITIVE BONDS; TEMPORARY BONDS.
Unless otherwise specified by the Agency in subsequent proceedings, the definitive Bonds of
each Series shall be lithographed, printed or typewritten. Until the definitive Bonds are
prepared, the Chairperson and Executive Director may execute and the Registrar may
authenticate, in the same manner as is provided in Section 204 hereof, and deliver, in lieu of
definitive Bonds, br"rt subject to the same provisions, limitations and conditions as the definitive
Bonds, one or more printed, lithographed or typer,vritten temporary fr"rlly registered Bonds,
sr,rbstantially of the tenor of the definitive Bonds in lieu of r,vhich such temporary Bond or Bonds
are issued, in ar.rthorized denominations or any whole mr.rltiples thereof, and with such omissions,
inserlions and variations as may be appropriate to such temporary Bonds. The Agency at its own
expense shall prepare, execnte and, upon the sunender at the designated corporate trust office of
the Registrar of such temporary Bonds for which no payment or only partial payment has been
provided, the Registrar shall authenticate and, without charge to the Holder thereof, deliver in
exchange therefor, at the designated corporate trust office of the Registrar, dehnitive Bonds of
the same aggregate principal amount, Series and maturity as the temporary Bonds surrendered.
Until so exchanged, the temporary Bonds shall in all respects be entitled to the same benefits and
security as definitive Bonds issued pursuant to this Resolution.
SECTION 208. FORM OF BONDS. The text of the Bonds shall be of the tenor set forth
in Exhibit B to this Resolr,rtion, with such omissions, insertions and variations as may be
necessary and desirable and authorized or permitted by this Resolution or a Chairperson's
Certiticate.
SECTION 209. BOOK-ENTRY ONLY SYSTEM FOR THE BONDS;
QUALIFICATION FOR THE DEPOSITORY TRUST COMPANY. The Series 2015 Bonds
shall be issued, and any future Series of Bonds may be issued, as uncertificated securities
throtrgh the book-entry only system maintained by The Depository Trust Company, New York,
New York ("DTC") or, lvith respect to any Series of Bonds other than the Series 2015 Bonds,
such other securities depository as may be selected by the Agency. The Agency, the Registrar
and the Paying Agent are hereby authorized to take such actions as may be necessary to qualify
the Bonds fbr deposit with DTC, including but not limited to those actions as may be set forth in
a letter of representations with DTC, the execution and delivery of which with respect to the
Series 2015 Bonds by the Chairperson or Executive Director of the Agency is hereby authorized.
IEND OF ARTICLE II]
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ARTICLE III
COVENANTS, FUNDS AND APPLICATION THEREOF
SECTION 301. BONDS NOT TO BE INDEBTEDNESS OF THE AGENCY OR THE
CITY. The Bonds shall not be and shall not constitute an indebtedness of the Agency, the City,
the County, the State or any political subdivision thereof, within the meaning of any
constitutional, statutory or charter provisions or limitations, or a pledge of the faith and credit of
the Agency. the City, the Cor-rnty. the State or any political subdivision thereof, but shall be
payable solely, as provided in this Resolr-rtion, fiom the Pledged Funds. No Holder or Holders of
any Bonds issued hereunder shall ever have the right to compel the exercise of the ad valorem
taxing po\,ver of the City, the Cor-rnty. the State or any political subdivision thereof or taxation in
any form of any real or personal property therein, or the application of any funds of the Agency
or the City, the County, the State or any political subdivision thereof to pay the Bonds or the
interest thereon or the making of any sinking fund or reserve payments provided fbr herein other
than the Pledged Funds as provided in this Resolution.
SECTION 302. BONDS SECURED BY PLEDGE OF PLEDGED FUNDS. The
payment of the principal of, interest and premium, if any, on all of the Bonds issued hereunder
and any additional parity Bonds hereafter issued, as provided herein, shall be secured forthwith
equally and ratably by a first lien on and pledge of the Pledged Funds. The Pledged Funds in an
amount sufficient to pay the principal of and interest on the Bonds herein authorized and to make
the payments into the Sinking Fund (hereinafter created and established) and all other payments
provided for in this Resolution, as well as moneys held in the funds and accounts created under
this Resolution (other than the Rebate Fund), are hereby irrevocably pledged to the payment of
the principal of and interest on the Bonds authorized herein, and other payments provided for
herein, as the same become due and payable.
The Bonds and the obligation evidenced thereby shall not constitute a lien Ltpon any
property owned by or situated within the corporate territory of the Agency or the City, but shall
constitute a lien only on the Pledged Funds all in the manner provided in this Resolution.
SECTION 303. APPLICATION OF BOND PROCEEDS; CONSTRUCTION FUND.
(a) All moneys received by the Agency from the sale of the Series 2015 Bonds shall
be disbr.rrsed as provided in a cerlificate of the Executive Director executed on the date of
delivery of the Series 2015 Bonds,
(b) All moneys received by the Agency from the sale of any Series of Bonds, other
than the Series 2015 Bonds. shall be disbursed in accordance with the provisions of a subsequent
resolution of the Agency relating to such Series of Bonds.
(c) There is hereby created and established a special fund designated the "Miami
Beach Redevelopment Agency Construction Fund (City Center/Historic Convention Village)"
(hereinafter referred to as the "Construction Fund") to be held and administered by the Agency.
There shall be created separate accounts within the Construction Fund for the deposit of proceeds
of eacl, Series of Bonds and other available moneys to firnd Redevelopment Projects being
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Iunded from proceecls of such Series of Bonds and other available moneys. Proceeds and other
moneys on deposit in the Construction Fund shall be disbursed by the Agency to pay costs of the
Redevelopment Project lor ',vhich the applicable Series of Bonds was issued. If for any reason
the moneys in the Construction Fund, or any part thereof including any investment earnings on
deposit therein, are not necessary for, or are not applied to the purposes provided for the
applicable Series of Bonds, then such unapplied proceeds, upon certification of a duly ar-rthorized
official of the Agency that such surplus proceeds are not needed for such purposes, shall be
applied to the redemption or purchase or payment of principal of Outstanding Bonds.
Moneys on deposit in the Construction Fund may be invested and reinvested by the
Agency to the fullest extent practicable in Permitted Investments maturing not later than such
date or dates on which such moneys shall be needed fbr the pLnposes of the Construction Fund.
fhe earnings and investment income derived from the moneys and investments on deposit in the
Construction Fund shall be deposited and maintained in the applicable account within the
Construction Fund and used for the pllrposes thereof-.
(d) Thc proceeds of the sale of the Bonds shall be and constitute trust funds for the
purposes hereinabove provided and there is hereby created a lien upon such moneys, until so
applied, in favor of the Holders of said Bonds.
SECTION 304. COVENANTS OF THE AGENCY. The Agency hereby covenants and
agrees with the Holders of any and all of the Bonds issuedpursuant to this Resolution as follows:
A. TAX COVENANTS.
(1) The Agency will not take any action or omit to take any action, which
action or omission r,vould result in interest on the Tax-Exempt Bonds being includable in
gross income of the holders thereof for t'ederal income tax purposes under the Code.
Particularly, the Agency will not take any action or omit to take any action which would
have caused any of the Tax-Exempt Bonds to be "arbitrage bonds" within the meaning of
Section 148 of the Code.
(2) The Agency shall comply'"vith the arbitrage rebate covenants as provided
in Section 304(E) hereof,
B. REDEVELOPMENT PLAN. The Agency r,vill carry out the purposes of the
Redevelopment Plan r,vithin the Redevelopment Area all in accordance with the Act and r,vill take
all such actions as are reqr-rired to carry out the full intent of the Redevelopment Plan.
C. TRUST FLTND. As soon as the same are received by the Agency, all of the Trust
Fund Revenues shall be forthr.vith deposited into the Trust Fund. The Trust Fund shall constitute
a trust tund lor the purposes provided in this Resolution, shall be held by the Agency and shall
be maintained separate and distinct from all other funds of the Agency and used only for the
purposes and in the manner provided in this Resolttion and the Act.
D. DISPOSITION OF TRUST FLND REVENUES. There is hereby created and
established a special flind designated the ''Miami Beach Redevelopment Agency Sinking Fund
(City Center/Historic Convention Village)" (hereinafter referred to as the "Sinking Fund").
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There are also hereby created four (4) separate accoLlnts in the Sinking Fund to be known as the
"lnterest AccoLrnt", the "Principal Account," the "Bond Redemption Account" and the "Debt
Service Reserve Account". The Sinking Fund and the accounts therein shall be held and
administered by the Agency.
In each Fiscal Year, all Trust Fund Revenues deposited in the Trust Fund during such
Fiscal Year shall be disposed of by the Agency only in the following manner:
(1) Trust Fund Revenues shall first be used, to the full extent required, for
deposit into the Interest Account in the Sinking Fund, immediately upon receipt of such
Trust Fund Revenues, of such slrms as shall be suff-rcient to pay the interest becoming due
on the Bonds during the current calendar year (or if such Trust Fund Revenues are
deposited in the Trust Fund during the first quarter of such Fiscal Year, to pay the interest
becoming due on the Bonds thror-rgh the end of the next succeeding calendar year);
provided, however, that such deposit fbr interest shall not be required to be made into the
Interest Account to the extent that money on deposit therein is sufficient for such
purpose.
The Agency shall, on the business day prior to each Interest Payment Date,
transfer to the Paying Agent moneys in an amount equal to the interest due on such
Interest Payment Date or shall advise the Paying Agent of the amount of any deficiency
in the amount on deposit in the Interest Account so that the Paying Agent may give
appropriate notice required to provide for the payment of such deficiency from any
Reserve Account Insurance Policy or Reserve Account Letter of Credit on deposit in the
Debt Service Reserve Account.
(2) (a) Trust Fund Revenues shall next be used, to the full extent required.
for deposit into the Principal Account in the Sinking Fund, immediately upon receipt of
such Trust Fund Revenues, of such sums as shall be sufficient to pay the principal
amount of Serial Bonds r,vhich will mature during the current calendar year (or if such
Trust Fund Revenues are deposited in the Trust Fund during the first cluafter of such
Fiscal Year, to pay the principai amount of Serial Bonds which will matr"rre through the
end of the next sr-rcceeding calendar year); provided, however, that such deposit for
principal shall not be required to be made into the Principal Account to the extent that
money on deposit therein is sufficient for sr.tch pLlrpose.
The Agency shall, on the business day prior to each principal payment date,
transf'er to the Paying Agent moneys in an amount equal to the principal due on such
principal payment date or shall advise the Paying Agent of the amount of any deficiency
in the amount on deposit in the Principal Account so that the Paying Agent may give
appropriate notice required to provide fbr the payment of such deficiency from any
Reserve Account Insurance Policy or Reserve Account Letter of Credit on deposit in the
Debt Service Reserve Account.
(b) Trust Fund Revenues shall next be used, to the full extent required,
for deposit into the Bond Redemption Account in the Sinking Fund, immediately upon
receipt of such Trust Fund Revenues, of such Amortization Requirements as may be
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reqllired fbr the payment of the Term Bonds payable from the Bond Redemption Account
during tire current calendar year (or if such Trr.rst Fund Revenues are deposited in the
Trust Fund dr-rring the first quarter of such Fiscal Year, for the payment of the Term
Bonds payable from the Bond Redemption Account through the end of the next
succeeding calendar year).
The moneys in the Bond Redemption Accotmt shall be used solely for the
purchase or redemption of the Term Bonds payable therefrom. The Agency may at any
time purchase any of said Term Bonds at prices not greater than the then redemption
price of said Term Bonds. If the Term Bonds are not then redeemable, the Agency may
purchase said Term Bonds at prices not greater than the redemption price of such Term
Bonds on the next ensuing redemption date. The Agency shall be mandatorily obligated
to use any moneys in the Bond Redemption Account for the redemption prior to maturity
of such Terrn Bonds at such times as the same are subject to mandatory redemption. If,
by the application of moneys in the Bond Redemptior-r Account, however, the Agency
shall purchase or call for redemption in any year Term Bonds in excess of the
Amortization Requirements for such year, such excess of Term Bonds so purchased or
redeemed shall be credited in such manner and at such times as the Executive Director
shall determine over the remaining payment dates.
(3) Trust Fund Revenues shall next be used, to the full extent required, for
deposit into the Debt Service Reserve Account, immediately Lrpon receipt of such Trust
Fund Revenues, of the diff-erence between the amount on deposit in the Debt Service
Reserve Account (including any Reserve Account Insurance Policy or Reserve Account
Letter of Credit) and the Reserve Account Requirement for the Bonds Outstanding, and,
provided further, that no payments shall be required to be made into the Debt Service
Reserve Account w'henever and as long as the amount deposited therein (including any
Reserve Account Insurance Policy or Reserve Account Letter of Credit) shall be equal to
the Reserve Account Requirement fbr the Bonds Outstanding.
Moneys in the Debt Service Reserve Account shall be used only for the purpose
of making payments of principal of and interest on the Bonds when the moneys in the
Fr-rnds and Accounts held pursuant to this Resolution and available for such pr-rrpose are
insufhcient therefor.
Any moneys in the Debt Service Reserve Account in excess of the Reserve
Account Requirement for the Bonds Outstanding may, in the discretion of the Agency. be
transferred to and deposited in the Interest Account, the Principal Account or the Bond
Redemption Account as the Agency at its option may determine.
Notw'ithstanding the tbregoing provisions, in lieu of or in substitute fbr the
required deposits (including existing deposits therein) into the Debt Service Reserve
Account, the Agency may cause to be deposited into the Debt Service Reserve Account a
Reserve Account Insurance Policy or a Reserve Account Letter of Credit fbr the benefit
of the Holders of the Bonds Outstanding, which Reserve Account Insurance Policy or
Reserve Account Letter of Credit shall be payable or available to be drawn upon, as the
case may be (upon the giving of notice as required thereunder). on any Interest Payment
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Date on r,vhich a deficiency exists which cannot be cured by moneys in any other Fund or
Account held pursuant to this Resolr.rtion and available for such purpose. If any such
Reserve Account Insurance Policy or Reserve Account Letter of Credit is substituted for
moneys on deposit in the Debt Service Reserve Account, the excess moneys in the Debt
Service Reserve Account shall be transferred to and deposited in the Interest Account, the
Principal Account or the Bond Redemption Acconnt as the Agency at its option may
determine. If a disbursement is made under the Reserve Account Insurance Policy or the
Reserve Account Letter of Credit, the Agency shall be obligated to either reinstate the
maximum limits of such Reserve Account Insurance Policy or Reserve Account Letter of
Credit following such disbursement or to deposit into the Debt Service Reserve Account
tiom the Trust Fund Revenues, as herein provicled, funds in the amount of the
disbursements made under such Reserve Account Insurance Policy or Reserve Account
Letter of Credit, or a combination of such alternatives as shall equal the Reserve Account
Requirement for the Bonds Outstanding.
In the event tl-rat upon the occurrence of any deficiency in the Interest Account,
the Principal Acconnt or the Bond Redemption Account, the Debt Service Reserve
Account is then funded with one or more Reserve Account Insurance Policies and/or
Reserve Account Letters of Credit, the Agency or the Paying Agent, as applicable, shall,
on an interest or principal payment date or mandatory redemption date to which such
deficiency relates, draw upon or caLlse to be paid under such facilities, on a pro-rata basis
thereunder, an amount sufficient to remedy such deficiency, in accordance with the terms
and provisions of such facilities and any corresponding reimbursement or other
agreement governing such facilities; provided however, that if at the time of such
deficiency the Debt Service Reserve Account is only partially funded with one or more
Reserve Account Insurance Policies and/or Reserve Account Letters of Credit, prior to
drawing on such facilities or causing payrnents to be made thereunder, the Agency shall
first apply any cash and securities on deposit in the Debt Service Reserve Account to
remedy the deficiency and, if after such application a deficiency still exists, the Agency
or the Paying Agent, as applicable, shall make up the balance of the deficiency by
drawing on such facilities or causing payments to be made thereunder, as provided in this
paragraph. Amounts drawn or paid under a Reserve Account Insurance Policy or
Reserve Account Letter of Credit shall be applied as set forth in the second paragraph of
this Section 304(D)(3). Any amounts drawn or paid under a Reserve Account Insurance
Policy or Reserve Account Letter of Credit shall be reimbursed to the issuer thereof in
accordance ',vith the terms and provisions of the reimbursement or other agreement
governing such tacility.
The Debt Service Reserve Account shall be valued on the first day in each Fiscal
Year and the value of securities on deposit therein shall be the lower of par, or if
purchased at other than par, amortized value. Amortized value, r,vhen used with respect
to securities purchased at a premium above or a discount below par, shall mean the value
at any given date obtained by dividing the total premium or discount at r,vhich such
securities r.vere purchased by the number of interest payment dates remaining to maturity
on such securities after such purchase and by multiplying the amount so calculated by the
number of interest payment dates having passed since the date of purchase; and (i) in the
case of securities purchased at a premium, by dedr"rcting the product thus obtained from
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the purchase price, and (ii) in the case of securities purchased at a discot-tnt, by adding the
product thus obtained to the purchase price.
(4) Trust Fund Revenues shall next be used for the payment of any
subordinated obligations hereafter issued by the Agency in accordance with Section
304(G) of this Resolution, which subordinate obligations shall have such lien on the Trust
Fund Revenues as the Agency shall determine in the proceedings authorizing the issuance
of such subordinated obligations.
(5) Thereafter, the balance of any Trust Fund Revenues remaining in said
Trust Fr"rnd shall, sr.rbject to Section 304(,4.), be used by the Agency fbr any lawful
purposes, including payment of any f'ees and expenses of the Fiduciaries; provided,
however, that none of such Trust Fund Revennes shall ever be r"rsed for the purposes
provided in this paragraph (5) unless all payments required in paragraphs (1) tkough (4)
above, including any deficiencies for prior payments and any amollnts due to the issuer of
any Reserve Account Insurance Policy or Reserve Account Letter of Credit. have been
made in fi.rll to the date of such use.
Notwithstanding any.thing in Section 304(DXl) and (2) to the contrary, failure to make
the scheduled payments specitied therein shall not constitute a breach of the Agency's
obligations under this Resolution so long as, on the date that any interest or principal payment is
due on the Bonds, monies sufficient to make such payment are on deposit in the Interest
Account, Principal Account or the Bond Redemption Account, as the case may be.
Notwithstanding the fbregoing or any other provision herein to the contrary, if any
amount applied to the payment of principal of and premium, if any, and interest on the Bonds
that i,vould have been paid [r'om an account in the Sinking Fund, is paid instead under a Credit
Facility, amounts deposited in such relevant account may be paid, to the extent required, to the
issuer of the Credit Facility having theretofore made said corresponding payment.
E. REBATE FL[\D. There is hereby created and established the "Miami Beach
Redevelopment Agency Rebate Fund (City Center/Historic Convention Village)" which fund
shall be maintained by the Agency separate and aparl fiom all other funds and accounts of the
Agency. Notwithstanding anlthing in this Resolution to the contrary, the Agency shall transfer
or caLlse to be transferred from Pledged Funds to the Rebate Fund the amounts required to be
transt-erred in order to comply with the arbitrage rebate covenants contained in a tax compliance
certificate to be executed and delivered by the Agency in connection with the issuance of each
Series of Tax-Exempt Bonds. 'I'he Agency shall make payments from the Rebate Fund of
amounts required to be deposited therein to the United States of America in the amounts and at
the times required by such arbitrage rebate covenants. The Agency covenants for the benefit of
the Bondholders that it r,vill comply with the requirements of the arbitrage rebate covenants.
There shall be excluded from the pledge and lien of this Resolution the Rebate Fund, together
r.vith all moneys and securities from time to time held therein and all investment earnings derived
therefrom. The Agency shall not be required to comply with the requirements of this Section
304(E) in the event that the Agency obtains an opinion of nationally recognized bond counsel
that (i) such compliance is not required in order to maintain the exclusion from gross income for
t'ederal income tax purposes of interest on Tax-Exempt Bonds and/or (ii) compliance r.vith some
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other requirement is necessary to maintain the exclusion from gross income lor federal income
tax purposes of interest on Tax-Exempt Bonds.
F. INVESTMENT OF FLTNDS. The Trust Fund, the Sinking Fund, including the
Interest Account, Principal Account, Bond Redemption Account and Debt Service Reserve
Account, and ail other special funds (other than the Rebate Fund) created and established by, or
pursuant to, this Resolution shall constitute trust funds in favor of the Bondholders and shall be
invested at the direction of the Agency as provided in this Section 304(F).
Moneys on deposit in the Trust Fr-rnd, Interest Account, Principal Account and Bond
Redemption Accolu-rt may' be invested at the direction of the Agency in Permitted Investments
maturing not later than the dates on which such moneys r,vill be needed for the pllrposes of such
firnd or account.
Moneys on deposit in the Debt Service Reserve Account may be invested at the direction
of the Agency in Permitted Investments maturing not later than the final maturity of any of the
Bonds.
All income and earnings received from the investment and reinvestment of moneys in the
Interest Account, the Principal Account and the Bond Redemption Account in the Sinking Fund
shall be retained in the respective accollnts and applied as a credit against the obligation of the
Agency to transfer moneys to such accollnts pursuant to Section 304(DXl) and Section
304(DX2Xa) and Section 304(DX2Xb) of this Resolution, respectively.
All income and earnings received from the investment and reinvestment of moneys in the
Debt Service Reserve Account in the Sinking Fund shall be retained in the Debt Service Reserve
Account and applied as a credit against the obligation of the Agency and the City to transfer
moneys to such accolrnt, unless the amount in such accolrnt shall exceed the Reserve Account
Requirement. in i,vhich event such excess may be applied in the manner set forth for excess
amounts in the Debt Service Reserve Account, as described in Section 30a@)(3).
For the pllrpose of investing or reinvesting, the Agency may commingle moneys in the
funds and accounts created and established hereunder (other than the Rebate Fund) in order to
achieve greater investment income; provided that the Agency shall separately account lor the
amounts so commingled. The amounts required to be accounted fbr in each of the funds and
accounts designated herein (other than the Rebate Fund) may be deposited in a single bank
account provided that adeqr-rate accounting procedures are maintained to reflect and control the
restricted allocations of the amounts on deposit therein for the various purposes of such fr.rnds
and accounts as herein provided.
G. ISSUANCE OF OTFIER OBLIGATIONS PAYABLE OUT OF PLEDGED
FLINDS. Except upon the conditions and in the manner provided herein, the Agency '"vill not
issue any other obligations payable from the Pledged Funds, nor voluntarily create or cause to be
created any debt, lien, pledge, assignment, encumbrance or any other charge having priority to or
being on a parity with the lien of the Bonds issued pursuant to this Resolution and the interest
thereon, upon any of the Pledged Funds; provided that the Agency may enter into agreements
r,vith issuers of Credit Facilities which involve liens on Pledged Funds on a parity with that of the
001 44 l0-456 r/4/AMERtCAS
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Series of Bonds or portiorr thereof which is supporled by such Credit Facilities solely with
respect to any reimbursement obligations due such issuers which evidence amoLrnts equai to the
scheduled stated principal (including, without limitation, Amortization Requirements) and
interest due on the Series of Bonds or portion thereof r,vhich is supported by such Credit
Facilities. Any other obligations, in addition to the Bonds authorized by this Resolution or
additional parity Bonds issued under the terms, restrictions and conditions contained in this
Resolution and obligations to issuers of Credit Facilities as described above, shall provide that
sr.rch obligations are junior, inferior and subordinate in all respects to the Bonds issued pursuant
to this Resolution as to lien on and sollrce and security for payment from the Pledged Funds and
in all other respects. Nothing in this Resolution shall be deemed to prohibit the Agency from
entering into cLlrrency swaps or other arrangements fbr hedging interest rates on any
indebtedness.
H. ISSUANCE OF ADDITIONAL PARITY BONDS. No additional parity Bonds,
as in this subsection defined, payable on a parity r,vith Bonds issued pursuant to this Resolution
out of Pledged Funds, including, without limitation, Trust Fund Revenues, shall be issued after
the issuance of any Bonds pursuant to this Resolution unless the follor,ving, among other
conditions, are complied with:
(1) The Agency must be current in all deposits into the various funds and
accorints and all payments theretofore required to have been deposited or made by it
under the provisions of this Resolution and the Agency must be currently in compliance
with the covenants and provisions of this Resolution and any supplemental resolution
hereafter adopted for the issuance of additional parity Bonds; unless upon the issuance of
such additional parity Bonds the Agency r,vill be in compliance with all such covenants
and provisions.
(2) The aggregate of the Trust Fund Revenues (not including any porlion
thereof which may be attributable to investment earnings) received by the Agency during
the immediately preceding Fiscal Year were at least equal to one hundred fifty percent
(150%) of the Maximum Annual Debt Service on (1) the Bonds originally issued
plrrsllant to this Resolution and then Outstanding, (2) any additional parity Bonds
theretofbre issued and then Outstanding, and (3) the additional parity Bonds then
proposed to be issued.
(3) The Agency need not comply with subparagraph (2) of this paragraph in
the issuance of additional parity Bonds if and to the extent the Bonds to be issued are
refunding Bonds, that is, delivered in lieu of or in substitution for Bonds originally issued
under this Resolution or previously issued additional parity Bonds, if the Agency shall
callse to be delil'ered a cerlit-rcate of the Executive Director of the Agency setting forth (i)
the Maximum Annual Debt Service (A) r.vith respect to the Bonds of all Series
Outstanding immediately prior to the date of authentication and delivery of such
refunding Bonds. and (B) with respect to the Bonds of all Series to be Outstanding
immediately thereafter, and (ii) that the Maximum Annual Debt Service set fbrth
pLlrsLlant to (B) above is no greater than that set fbrth pursuant to (A) above.
001-44 l0-4 56 r/4/AM ER rCAS
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434
Simr"rltaneously with the delivery of any Bonds issued pursuant to subparagraphs (2) and
(3) above for the plrlpose of retundin-q any Bonds issued under this Resolution, the Agency may
withdraw from the Sinking Fund amounts theretofore deposited which are allocable to the Bonds
being refunded and shall transfer said amounts in accordance with the resolution providing tbr
the issuance of the retunding Bonds, provided that after sr-rch withdrar.val the Agency shall be in
compliance with the provisions of this Resolution.
The term "additional parity Bonds" as used in this Resolr.rtion shall be deemed to mean
additional obligations evidenced by Bonds issued upon the provisions and within the limitations
of this sr"rbsection to flnance Redevelopment Projects payable from the Pledged Funds on a parity
with Bonds originally authorized and issued purslrant to this Resolution. Such Bonds shall be
deerned to have been issued pursuant to this Resolution the same as the Bonds originally
ar-rthorized and issued pllrsLrant to this Resolution and all of the covenants and other provisions of
this Resoh-rtion (except as to details of sr.rch Bonds evidencing such additional parity obligations
inconsistent therer,vith) shall be tbr the equal beneflt, protection and security of the Holders of
any Bonds originally authorized and issued pursuant to this Resolution and the Holders of any
Bonds evidencing additional obligations subsequently issued within the limitations of and in
compliance with this subsection. All of such Bonds, regardless of the time or times of their
issuance shall rank equally with respect to their lien on the Pledged Funds and their sources and
security for payment therefiom r,vithout preference of any Bonds over any other.
The term "additional parity Bonds" as used in this Resolution shall not be deemed to
include bonds, notes, certificates or other obligations subsequently issued in accordance with this
Resolution, the lien of which on the Pledged Funds is subject to the prior and superior lien on the
Pledged Fr-rnds of Bonds and the Agency shall not issue any obligations lvhatsoever payable from
the Pledged Funds. which rank equally as to lien and solrrce and security for their payment from
such Pledged Funds with Bonds except in the manner and under the conditions provided in
subsection (G) above and this subsection.
I. BOOKS AND RECORDS. The Agency will keep separately identifiable
accor,rnting records for the receipt of the Trust Fund Revenues by the use of a fund established in
accordance ,uvith generally accepted accounting principles, and any Holder of a Bond or Bonds
issued pursuant to this Resolution, shall have the right at all reasonable times to inspect all
records, accounts and data of the Agency relating thereto.
The Agency shall promptly after the close of each Fiscal Year callse the books, records
and accounts relating to the Trust Fund Revenues for such Fiscal Year to be properly audited by
a qualified, recognized and nationally knor,vn independent firm of certitled public accountants
and shall file the report of such certifled public accountants in the oft'ice of the Executive
Director, and shall mail upon reqllest, and make available generally, said report, or a reasonable
slrmmary thereof, to any Holder or Holders of Bonds issued plrrsllant to this Resolution.
Such audited books, records and accolrnts shall contain the statements required by
generally accepted accounting principles applicable to governmental entities, and a certificate of
such certified public accountants disclosing any breach on the pafi of the Agency of any
covenant herein.
00 3-44 30-4 56 1/4 /AME R rCAS
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435
J. NO IMPAIRMEN'| OF CONTRACT. The Agency has full po\,ver and authority
to irrevocably pleclge the Pleclgecl Fr,rncls to the payment of the principal of and interest on the
Bonds. The pledge of sr-rch Pledged Funds, in the manner provided herein. shall not be subject to
repeal, modification or in-rpairrnent by any subsequent resolution, ordinance or other proceedings
of the Agency so long as any Bonds are Outstanding hereunder. The Agency shall take all
actions necessary and pursue such legal remedies which may be available to it either in lar,v or in
eqLrity to prevent or cure any impairment by any entity other than the Agency r.vithin the meaning
o f this subsection.
K. REMEDIES. Any Holder of Bonds issued under the provisions of this Resolution
may either at lar,v or in eqr-rity, by suit, action, mandamus or other proceedings in any court of
competent jurisdiction, protect and entbrce any and all rights under the laws of the State or
granted and contained in this Resolution, and may enfbrce and compel the performance of all
dr"rties required by this Resolution or by any applicable statr-rtes, including the Act, to be
performed by the Agency or by any ofllcer thereot-. Nothing herein, however, shall be construed
to grant any Holder of such Bonds any lien on any property of the Agency, except as provided
herein. No Holder of Bonds, holvever, shall have any right in any manner r,vhatever to affect
adversely, or prejr.rdice the security of this Resolution or to express any right hereunder except in
the manner herein provided. and all proceedings at law or in equity shall be instituted and
maintained for the benefit of all Holders ol Bonds.
L. ENFORCEMENT OF COLLECTIONS. The Agency will diligently enforce and
collect the Trust Fr.rnd Revenues and will take all steps, actions and proceedings for the
enforcement and collection of such Trust Furnd Revenues to the full extent permitted or
authorized by applicable laws, including the Act. All Trust Fund Revenues shall as collected be
held in trust to be applied as herein provided and not otherwise.
M. DISCHARGE AND SATISFACTION OF BONDS. The covenants, liens and
pledges entered into, created or imposed pursuant to this Resolution may be fully discharged and
satisfied with respect to all or a portion of the Bonds in any one or more of the following ways:
(1) by paying the principal of and interest on such Bonds when the same shall
become due and payable; or
(2) by depositing in the Interest Account, the Principal Account and the Bond
Redemption Account and/or in such other accounts which are irrevocably pledged to the
payment of Bonds as the Agency may hereafter create and establish, cefiain moneys
r,vhich together with other moneys lawfully available therefor, if any, shall be sufficient at
the time of such deposit to pay when due the principal, redemption premium, if any, and
interest due and to become due on said Bonds on or prior to the redemption date or
maturity date thereof; or
(3) by depositing in the Interest Account, the Principal Account and the Bond
Redemption Account and/or such other accounts r,vhich are irrevocably pledged to the
payment of Bonds as the Agency may hereafter create and establish, moneys which
together with other moneys lawtully available therefor when invested in such Defeasance
Obligations rvhich shall not be sr"rbject to redemption prior to their maturity other than at
003-4430-456 1/4/AlvlERlCAS
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436
the option of the Holder thereof, will provide moneys which shall be sr"rffrcient to pay
'uvhen due the principal, redemption premium, if any, and interest due and to become due
on said Bonds on or prior to the redernption date or maturity date thereof.
Upon such payment or deposit in the amount and manner provided in this Section
304(M), Bonds shall be deemed to be paid and shall no longer be deemed to be
Outstanding for the purposes of this Resolr,rtion and all liability of the Agency with
respect to said Bonds shall cease, terminate and be completely discharged and
extinguished, and the Holders thereof shali be entitled to payment solely out of the
moneys or securities so deposited; provided that (i) in connection with any discharge and
satisfaction pllrsLrant to subsection (2) or (3) above, the Agency shall concurrently with
such deposit deliver (A) an opinion of nationally recognized bond counsel to the effect
that interest on the Bonds being discharged will not, by reason of such discharge, become
inclr.rdable in gross income tbr federal income tax purposes and that such Bonds have
been discharged in accordance r,vith the provisior-rs of this Section, and (B) an
accountant's veriflcation report showing the sr.rfficiency of such moneys and/or
Defeasance Obligations to provide tbr the payment of said Bonds, and (ii) in the event
said Bonds do not mature and are not to be redeemed within the next succeeding sixty
(60) days, the Agency shall have given the Registrar irrevocable instructions to give, as
soon as practicable, a notice to the Holders of said Bonds by first-class mail, postage
prepaid, stating that the deposit of said moneys or Defeasance Obligations has been made
with an appropriate fidr.rciary institution acting as escrow agent solely for the Holders of
said Bond and other Bonds being defeased, and that said Bonds are deemed to have been
paid in accordance with this Section and stating such maturity or redemption date upon
r.vhich moneys are to be available fbr the payment of the principal of and premium, if any,
and interest on said Bonds.
(4) Notwithstanding the foregoing, all references to the discharge and
satisfaction of Bonds shall include the discharge and satisfaction of any issue of Bonds,
any portion of an issue of Bonds, any maturity or maturities of an issue of Bonds, any
portion of a maturity of an issue of Bonds or any combination thereof.
(5) If any portion of the moneys deposited fbr the payment of the principal of
and redemption premium, if any, and interest on any portion of Bonds is not required for
such purpose, the Agency may use the amount of such excess free and clear of any trust,
lien, security interest, pledge or assignment securing said Bonds or otherwise existing
under this Resolution.
In the event that the principal and redemption price, if applicable, and interest due
on the Bonds shall be paid by the issuer of a Credit Facility pursuant to the terms thereof,
the assignment and pledge created hereunder and all covenants, agreements and other
obligations of the Agency to the Bondholders shall continue to exist and the issuer of
such Credit Facility shall be subrogated to the rights of such Bondholders.
N. CONCERNING THE RESERVE ACCOL]NT INSURANCE POLICY, THE
RESERVE ACCOUNT LETTER OF CREDIT AND/OR CREDIT FACILITY. As long as the
Agency shall have a Reserve Account lnsurance Policy and/or a Reserl'e Account Letter of
00 3-4430-4 56 1/4/AM ERI CAS
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437
Credit on deposit in the Debt Service Reserve Account, the Agency covenants that it wili comply
with the provisions of the Reserve Account Insurance Policy and/or Reserve Account Letter of
Credit and any reimbtusement or similar agreement with respect to any such Reserve Account
Insurance Policy and/or Reserve Account Letter of Credit.
As long as any Series of Bonds of the Agency are secured by a Credit Facility, (i) the
Agency covenants to comply ',vith the requirements and conditions imposed on the Agency by
the issuer of the Credit Facility and (ii) all rights hereunder gtanted to the Flolders of Bonds so
secured shall be exercisable by the issuer of such Credit Facility in lier.r of the Holders of such
Bonds.
Notwithstanding anything in this Resolution to the contrary, the rights of any issuer of a
Credit Facility created under this Resolution shall remain in full force and effect only so long as
the applicable Credit Facility shall remain in efI'ect and the issuer of such Credit Facility shall not
be in default in its payment obligations to the Holders of Bonds secured by such facility.
IEND OF ARTICLE III]
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ARTICLE IV
CONCITI{NING 1'l-lE FIDUCIARIES
SECTION 401. ADDITIONAL PAYING AGENTS; APPOINTMENT AND
ACCEPTANCE OF DUTIES. The Agency may at any time or from time to time appoint one or
more other Paying Agents having the qualifications set tbrth in this Article IV for a successor
Paying Agent; provided that nothing herein sl-rall prevent the Agency from appointing itself as
the Paying Agent hereunder. Each Paying Agent shall signify its acceptance of the duties and
obligations imposed upon it by this Resolution by executing and delivering to the Agency a
written acceptance thereof.
SECTION 402. RESPONSIBILITIES OF FIDUCIARIES. The recitals of facts herein
and in the Bonds contained shall be taken as the statements of the Agency and no Fiduciary
assumes any responsibility for the correctness of the same. No Fiduciary makes any
representation as to the validity or suft-rciency of this Resolution or of any Bonds issued
thereunder or as to the security afforded by this Resolution, and no Fiduciary shall incur any
liability in respect thereof. The Registrar shall, hor,vever, be responsible for its representation
contained in its certit-rcate of authentication of the Bonds. No Fiduciary shall be under any
responsibility or duty' with respect to the application of any moneys paid by such Fiduciary in
accordance with the provisions of this Resolution to or upon the order of the Agency or any other
Fidr.rciary. No Fiduciary shall be under any obligation or duty to perform any act which would
involve it in expense or liability or to institute or defend any suit in respect thereof, or to advance
any of its own moneys, tmless properly indemnif-ied. No Fiduciary shall be liable in connection
with the performance of its duties hereunder except for its o,uvn negligence, misconduct or
default.
SECTION 403. EVIDENCE ON WHICH FIDUCIARIES MAY ACT.
(a) Each Fiduciary, upon receipt of any notice, resolution, request, consent, order,
certificate, report, opinion, bond, or other paper or document furnished to it pursuant to any
provision of this Resolution, shall examine such instrument to determine whether it conforms to
the requirements of this Resoh-rtion and shall be protected in acting Llpon any such instrument
believed by it to be genuine and to have been signed or presented by the proper party or parties.
Each Fiduciary may reasonably consult with counsel, who may or may not be of counsel to the
Agency, and the opinion of such counsel shall be full and complete authorization and protection
in respect of any action taken or sr.rffered by it under this Resolution in good faith and in
accordance therewith.
(b) Whenever any Fiduciary shall deem it necessary or desirable that a matter be
proved or established prior to taking or sr-rff'ering any action under this Resolution, such matter
(unless other er,'idence in respect thereof be therein specifically prescribed) may be deemed to be
conclusively proved and established by a certificate of the Chairperson, Executive Director or his
designee, and such certihcate shall be full wanant for any action taken or suf-fered in good faith
under the provisions of this Resolr.rtion upon the faith thereof; but in its discretion the Fiduciary
may in lieu thereof accept other evidence of such fact or matter or may require such further or
additional evidence as it mav deem reasonable.
30
003-4430-4s6 1/4/AM E RrCAS
439
(c) Except as otherwise expressly provided in this ResolLrtion, any reqLlest, order,
notice or other direction required or permitted to be furnished pursuant to any provision thereof
by the Agency to any F'idr-rciary shall be sufflciently executed in the name of the Agency by the
Chairperson, Executive Director or designee of either of them.
SECTION 404. COMPENSATION. 'Ihe Agency may agree with any Fiduciary to pay
to such FidLrciary fiom time to time reasonable compensation for all services rendered r"rnder this
Resolution, and also all reasonable expenses, charges, counsel lees and other disbursements,
including those of its attorneys, agents and employees, incurred in and about the performance of
their powers and duties under this Resolution. The Agency may also agree with any Fidr.rciary to
indemnify any Fiduciary for any and all of its reasonable fees, costs and expenses resulting from
any claim, liability or the like incurred in and about the performance of its powers and duties
under this Resolution.
SECTION 405. CERTAIN PERMITTED ACTS. Any Fiduciary, individually or
otherwise, may become the owner of any Bonds, with the same rights it would have if it were not
a Fiduciary. To the extent permitted by law, any Fiduciary may act as depositary for, and permit
any of its olficers or directors to act as a member of, or in any other capacity with respect to, any
committee fbrmed to protect the rights of Bondholders or to eff'ect or aid in any reorganization
growing out of the enforcement of the Bonds or this Resolution, whether or not any such
committee shall represent Holders of a majority in principal amount of the Bonds then
Outstanding.
SECTION 406. MERGER OR CONSOLIDATION. Any entity into which any
Fiduciary may be merged or converled or with which it may be consolidated or any entity
resulting from any merger, conversion or consolidation to r,vhich it shall be a party or any entity
to which any Fidr"rciary may sell or transfer all or substantially all of its corporate trust business
shall be a successor Fiduciary hereunder provided such entity shall be a bank or trust company
organized under the laws of any state of the United States or a national banking association or
shall be a successor entity to the Agency, if the Agency is acting as Fiduciary hereunder, shall be
authorized by law to perform all duties imposed upon it by this Resolution, and shall be such
sllccessor ',vithout the execution or filing of any paper or the performance of any further act.
SECTION 407. ADOPTION OF AUTHENTICATION. In case any of the Bonds
contemplated to be issued under this Resolution shall have been authenticated but not delivered,
any sllccessor Registrar may adopt the certifrcate of authentication of any predecessor Registrar
so authenticating such Bonds and deliver such Bonds so authenticated; and in case any of the
said Bonds shall not have been authenticated, any successor Registrar may authenticate such
Bonds in the name of the predecessor Registrar, or in the name of the successor Registrar, and in
all such cases such certificate shall be fully effective.
SECTION 408. RESIGNATION OR REMOVAL OF FIDUCIARY AND
APPOINTMENT OF SUCCESSOR. Any Fidr.rciary may at any time resign and be discharged
of the dr"rties and obligations created by this Resolution by giving at least 60 days' written notice
to the issuer of a Credit Facility, the Agency', and the other Fiduciaries. Any Fiduciary may be
removed at any time by an instrument fiied with such Fiduciary and the issuer of each Credit
Facility and signed by the Chairperson, Executive Director or his designee. Any successor
00r-4430-456 1/4i ArvlER rCAS
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440
Fidr:ciary shall be appointed by the Agency and shall be, if other than the Agency or its
sllccessor entity, a bank or trust company organized under the laws of any state of the United
States or a national banking association, r,villing and able to accept the ofllce on reasonable and
customary terms and authorized by law to perform all the duties imposed upon it by this
Resolution. The Agency shail notify the issuer of each Credit Facility of the appointment of any
successor Fiduciary. In the event of the resignation or removal of any Fidr.rciary, such Fiduciary
shall pay over, assign and deliver any moneys held by it as Fiduciary to its successor.
SECTION 409. VACANCY. If at any time hereafter any Fiduciary shall resign, be
removed, be dissolved, or otherlvise become incapable of acting, or if the bank or trust company
acting as any Fiduciary shall be taken over by any governmental off-rcial, agency, department or
board, the position of Fiduciary shall thereupon become vacant. If the position of such Fiduciary
shall become vacant for any of the foregoing reasons or for any other reasons, the Agency shall
appoint a successor Fiduciary.
If no appointment of a successor Fiduciary shall be made pursuant to the foregoing
provisions of this Section, the Holder of any Bond Outstanding hereunder or any retiring
Fiduciary may apply to any court of competent jurisdiction to appoint a successor Fiduciary.
Such court may thereupon, after such notice, if any, as such court may deem proper and
prescribe, appoint a sllccessor Fiduciary.
Any Fiduciary hereafter appointed, if not the Agency or its successor entity, shall be a
bank or trust company authorized by law to exercise corporate trust powers and subject to
examination by federal or state authority of good standing and having at the time of its
appointment a combined capital and surplus aggregate not less than Fifty Million Dollars
($5o,ooo,ooo).
IEND OF ARTICLE IV]
003,4430-4561/4i AM E RICAS
32
441
ARTICLE V
EXECU'IION OF INSI'RUMENTS BY BONDHOLDERS
AND PROOF OI-- OWNERSHIP OF BONDS
SECTION 501. PROOF OF EXECUTION OF DOCUMENTS AND OWNERSHIP.
(a) Any request, direction, consent or other instrument in writing required by this
Resolr.rtion to be signed or executed by Bondholders may be in any number of concurrent
instmments of similar tenor and may be signed or executed by such Bondholders in person or by
their attorneys or le-eal representatives appointed by an instrument in writing. Proof of the
execution of any sr"rch instrument and of the ownership of Bonds shall be suff,rcient for any
purpose of this Resolution and shall be conclusive in favor of the Fiduciary with regard to any
action taken by it under such instrument if made in the following manner:
(l) The fact and date of the execution by any person of any such instrument
may be proved by the verification of any officer in any jurisdiction who, by the laws
thereof, has power to take affidavits within such jurisdiction, to the effect that such
instrument was subscribed and sworn to before him, or by an affidavit of a r,vitness to
such execution. Where such execution is in behalf of a person other than an individual,
such verif-rcation shall also constitute sufficient approval of the authority of the signor
thereof.
(2) The ownership of Bonds shall be proved by the registration books required
to be maintained pursuant to the provisions of this Resolution.
Nothing contained in this Article shall be construed as limiting the Fiduciary to such
proof-, it being intended that the Fiduciary may accept any other evidence of the matters herein
stated which it may deem stifficient.
(b) If the Agency shall solicit from the Holders any request, direction, consent or
other instrument in writing required or permitted by this Resolution to be signed or executed by
the Holders, the Agency may, at its option, fix in advance a record date tbr determination of
Holders entitled to give each request, direction, consent or other instrument, but the Authority
shall have no obligation to do so. If such a record date is fixed, such request, direction, consent
or other instrument may be given before or after such record date, but only the Holders of record
at the close of business on such record date shall be deemed to be Holders fbr the purposes of
determining whether Holders of the requisite proportion of Bonds have authorized or agreed or
consented to such request, direction, consent or other instrument, and for that purpose the Bonds
shall be computed as of such record date.
(c) Any request or consent of the Holder of any Bond shall bind every fr"rture Holder
of the same Bond in respect of anything done by the Agency or any Fiduciary in pursuance of
such request or consent.
IEND OF ARTICLE V]
oo3-4430-456 ri 4i AM E RICAS
JJ
442
ARTICLE VI
MISCELLANEOUS PROVISIONS
SECTION601. MODII'ICATION OR AMENDMENT. Except as otherwise provided
in the second paragraph hereof, no adverse material modiflcation or amendment of this
Resolution, or of any resolution amendatory hereof or supplemental hereto, may be made
without the consent in writing of (i) the Holders of more than fifty per centum (50%) in
aggregate principal amount of the Bonds then Outstanding or (ii) in case less than all of the
several Series of Bonds then Outstanding are aff'ected by the modification or amendment, the
Holders of more than fifty per centum (50%) in aggregate principal amount of the Bonds of each
Series so affected and Outstanding at the time such consent is given; provided, however, that no
modification or amendment shall permit a change in the maturity of such Bonds or a reduction in
the rate of interest thereon, or affecting the promise of the Agency to pay the principal of and
interest on the Bonds, as the same mature or become due, from the Pledged Funds, or reduce the
percentage of Holders of Bonds recl"rired above for such modification or amendment, withor-rt the
consent of the Holders of allthe Bonds.
For the pllrposes of this Section 601, to the extent any Series of Bonds is secured by a
Credit Facility, then the consent of the issuer of the Credit Facility shall constitute the consent of
the Holders of such Series.
This Resolution may be amended, changed, modified and altered r,vithout the consent of
the Holders of Bonds or any Credit Facility:
(a) to cure any ambiguity or formal det-ect or omission in this Resolution or in
any supplemental resolutions or to correct or supplement any provision contained herein
which may be defective or inconsistent with any other provisions contained herein; or
(b) to grant to or confer Lrpon the Bondholders any additional rights, remedies,
powers, authority or security that may lawfully be granted to or conferred upon the
Bondholders; or
(c) to add to the conditions, limitations and restrictions on the issuance of
Bonds under the provisions of this Resolution, other conditions, limitations and
restrictions thereafter to be observed; or
(d) to add to the covenants and agreements of the Agency in this Resolution
other covenants and agreements thereafter to be observed by the Agency or to sttrrender
any right or power herein reserved to or conferred upon the Agency; or
(e) to qualify the Bonds or any of the Bonds for registration r.rnder the
Securities Act of 1933. as amended, or the Securities Exchange Act of 1934, as amended;
or
(D to qualify this Resolution as an "indenture" under the Trust Indentr.rre Act
of 1939. as amended; or
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443
(g) to make such changes as n'ray be necessary to comply with the provisions
of the Code relating to the exclusion of interest on Tax-Exempt Bonds from gross income
thereunder: or
(h) to make such changes as may evidence the interest herein of an issuer of a
Credit Facility that secures any Series of Bonds.
The Agency shall caLrse a notice of a proposed supplemental resolr"rtion requiring the
consent of Bondholders to be mailed, postage prepaid, to all Holders of Bonds then Outstanding
at their addresses as they appear on the registration books. Such notice shall briefly set forth the
nature of the proposed supplemental resolr-rtion and shall state that a copy thereof is on file at the
office of the Agency for inspection by all Bondholders. The Agency shall not, however, be
subject to any liability to any Bondholder by reason of its failure to mail the notice recluired by
this Section, and any such failure shall not affect the validity of such supplemental resolution
when consented to or approved as provided in this Section.
Whenever, at any time after the date of the maiiing of such notice, the Agency shall
deliver to the Executive Director an instrument or instruments purporting to be executed by the
Holders of at least a majority in aggregate principal amount of the Bonds then Outstanding,
which instrument or instruments shall ref'er to the proposed supplemental resolutions described in
such notice and shall specifically consent to and approve the adoption thereof, the Agency may
adopt such supplemental resolutions in substantially such form without liability or responsibility
to any Holder of any Bond, whether or not such Holder shall have consented thereto. It shall not
be necessary for the consent of the Holders to approve the particular form of any proposed
supplemental resolution, but it shall be suff-rcient if such consent shall approve the substance
thereof .
If the Holders of more than fifty per centum (50%) in aggregate principal amount of the
Bonds of all Series afTected and Outstanding at the time of the adoption of such supplemental
resolution shall have consented to and approved the adoption thereof as herein provided, no
Holder shall have any right to object to the adoption of such supplemental resolution, or to object
to any of the terms and provisions therein contained, or the operation thereof, or in any manner
to cluestion the propriety of the adoption thereof, or to enjoin or restrain the Agency from
adopting the same or from taking any action pursuant to the provisions thereof.
The consent of the Holders of any additional Series of Bonds to be issued hereunder shall
be deerned given if the undenvriters or initial Underwriters for resale consent in w'riting 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 Series of Bonds is otl'ered and sold to the public.
SECTION 602. SEVERABILITY OF INVALID PROVISIONS. If any one or more of
the covenants, agreements or provisions of this Resolution should be held contrary to any
express provision of lar.v or contrary to the policy of express law, though not expressly
prohibited, or against public policy, or shall for any reason r,vhatsoever be held invalid, then such
covenants, agreements or provisions shall be null and void and shall be deemed separate from the
003-4430-4561/4/AMERtCAS
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444
remaining covenants, agreements or provisions, and shall in no way aft'ect the validity of any of
the other provisions of this Resolr"rtion or of the Bonds issued hereunder.
SECTION 603. LNCLAIMED MONEY. Notwithstanding any provisions of this
Resolution, any money held by any Fidr.rciary for the payment of the principal or redemption
price of, or interest on, any Bonds and remaining unclaimed for five (5) years after the principal
of all of the Bonds has become due and payable (whether at maturity or upon call for
redemption), if such money were so held at such date, or five (5) years after the date of deposit
of sr.rch money if deposited after such date when all of the Bonds became due and payable, shall
be repaid to the Agency free from the provisions of this Resolution, and all liability of the
Fiduciary with respect to such money shall thereupon cease.
SECTION 604. PAYMENTS DUE ON SATURDAYS, SLTNDAYS AND HOLiDAYS.
In any case r,vhere the date of maturity of interest on or principal of the Bonds or the date fixed
for redemption of any Bonds shall be a Saturday, Sunday or a day on which any Paying Agent is
required, or authorized or not prohibited, by lar,v (including executive orders) to close and is
closed, then payn-rent of such interest or principal and any redemption premium need not be paid
by the Paying Agent on such date but may be paid on the next succeeding business day on which
the Paying Agent is open for business with the same force and effect as if paid on the date of
maturity or the date fixed for redemption, and no interest shall accrue for the period after such
date of maturity or redemption.
SECTION 605. CONTROLLING LAW; MEMBERS OF GOVERNING BODY OF
AGENCY NOT LIABLE. The provisions of this Resolution shall be governed by, and
interpreted in accordance with, the lar,vs of the State, All covenants, stipulations, obligations and
agreements of the Agency contained in this Resolution shall be deemed to be covenants,
stipulations, obligations and agreements of the Agency to the full extent authorized by the Act
and provided by the Constitution and laws of the State. No covenant, stipulation, obligation or
agreement contained herein shall be deemed to be a covenant, stipulation, obligation or
agreement of any present or future member, agent or employee of the Commission or the Agency
in his individual capacity, and neither the members of the Commission nor any official executing
the Bonds shall be liable personally on the Bonds or this Resolution or shall be subject to any
personal liability or accountability by reason of the issuance or the execution by the Commission
or such members thereof-.
SECTION 606. FURTHER AUTHORIZATIONS. The Chairperson, the Executive
Director and such other officers, employees and stafT members of the Agency as may be
designated by the Chairperson and the Executive Director or either of them are each designated
as agents of the Agency in connection with the issuance and delivery of the Bonds and are
authorized and emporvered, collectively or individually, to take all action and steps and to
execlite all instruments, documents and contracts on behalf of the Agency. that are necessarv or
desirable in connection with the execution and delivery of the Bonds, and which are not
inconsistent vl'ith the terms and provisions of this Resolution.
SECTION 607. HEADINGS FOR CONVENIENCE ONLY. Any headings preceding
the texts of the several articles and sections hereof shall be solely for convenience of reference
003-4430-456 i/4/ArvlE Rr CA5
36
445
and shall not constitute a part of this Resolution, nor shall they affect its meaning, construction or
eft'ect.
SECTION 608. TIME OF TAKING EFFECT. This Resolr-rtion shall take effect
immediately upon its adoption.
PASSED AND ADOPTED this _ day ,2015.
Chairperson
Attest:
Secretary
APPROVED AS TO
FORM & LANGUAGE
(__\ .& FBR EXECUTTON
@1bz[5
Recjevelopment Aoreeiier.,i 6oi,ny.in", AAf Dote
003-4430-456 1/4/AM ERr CAS
1n)t
446
EXHIBIT A
SERIES 2015 REDEVELOPMENT PROJECT
L Renovation and expansion of the Miami Beach Convention Center to modernize and
r-rpgrade the Convention Center facility and areas in the vicinity of the Convention
Center. including but not limited to creation of a ner,v public park and related facilities,
restoration of the Carl Fisher Clubhouse and Collins Canal seawall, and streetscape.
landscape and other infrastructr-rre improvements.
2. Renovation of the Bass Museum to increase programmable space at the facility.
3. Improvements to 17tl' Street, Drexel Avenue, Pennsylvania Avenue and Meridian Avenue
to enhance the pedestrian experience betr,veen the Miami Beach Convention Center and
Lincoln Road.
4. Improvements to Lincoln Road from Washington Avenue to Lenox Avenue.
003-443D-4s6rl 4 IAMERTCAS
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EXHIBIT B
BOND FORM
No. R-
LINITED STATES OF AMERICA
STATE OF FLORIDA
MIAMI BEACH REDEVELOPMENT AGENCY
TAX INCREME,NT REVENUE BOND.
SERIES
(CITY CENTEzuFIISTORIC CONVENTION VILLAGE)
Date of
Interest Rate Maturity Date Oriqinal Issuance CUSIP
REGISTERED OWNER:
PRINCIPAL AMOT.TNT:DOLLARS
KNOW ALL MEN BY THESE PRESENTS that the Miami Beach Redevelopment
Agency (the "Agency"), for value received, hereby promises to pay to the registered owner
specified above, or registered assigns, on the date specitied above, but solely from the solrrces
hereinafter mentioned, upon presentation and surrender hereof at the designated corporate trust
office of _ , as paying agent (said
bank and/or any bank or trust company to become slrccessor paying agent being herein called the
"Paying Agent"), the principal sum specified above i,vith interest thereon at the rate per annum
specified above, payable on the first day of and of each year,
commencing on Principal of this Bond is payable at the office of the Paying
Agent in lawtul money of the United States of America. Interest on this Bond is payable by
check or draft of the Paying Agent made payable to the registered owner as its name and address
shall appear on the registry books of
Registrar (said bank and any sLiccessor Registrar being herein called the "Registrar") at the close
of business on the fifteenth day of the calendar month preceding each interest payment date (the
"Regular Record Date"); provided, hor,vever, that (i) if or,vnership of the Bonds is maintained in a
book-entry only s,vstem by' a securities depository, such payment may be made by automatic
firnds transfer (wire) to such securities depository of its nominee or (ii) if such Bonds are not
maintained in a book-entry only system by a securities depository, upon r,vritten request of the
Holder of $1,000,000 or more in principal amount of Bonds, such payments may be made by
r,vire transfer to the bank and bank account specified in r,vriting by such Holder (sr.rch bank being
a bank r,vithin the continental United States), if such Holder has advanced to the Paying Agent
the amount necessary to pay the cost of such r.vire transfer or authorized the Paying Agent to
deduct the cost of such wire transfer from the payment due such Holder. Any interest not
00 3-4430-4 56 1/4/AMER rCAS
B-l
448
pllnctLrally paid on an interest payment date shall forthrvith cease to be payable to the registered
owner on the Regular Record Date ancl may be paid to the registerecl owner as of the close of
business on a special record date tbr the payment of such defaulted interest to be fixed by the
Paying Agent, notice'uvhereof shall be given not less than 10 days prior to such special record
date to the registered owners. Sr"rch interest shall be payable from the most recent interest
payment date next preceding the date of authentication to lvhich interest has been paid, unless the
date of authentication is an lor 1 to ,,vhich interest has been paid, in
which case from the date of authentication, or unless the date of authentication is prior to
,20- in which case from ,20 , or unless the date of authentication
is between a Regular Record Date and the next succeeding interest payment date, in which case
tiom such interest payment date.
This Bond is one of an authorized issue of Bonds of the
Increment Revenue Bonds, Series _ (City Center/Historic
Agency designated as its "Tax
Convention Village)" (herein
Dollarscalled the "Bonds"), in the aggregate principal amount of
($ ) of like date, tenor, and effect, except as to number, date of maturity and interest
rate, issued lor the purpose of
under the authority of and in full compliance r,vith the Constitution and Statutes of the State of
Florida, including particr-rlarly Chapter 163, Part III, Florida Statutes, as amended from time to
time, and other applicable provisions ol lar,v, and a resolution duly adopted by the Agency on
,2015 thereinafter referred to as the "Resolution") and is subject to all the terms
and conditions of the Resoh.rtion.
This Bond is payable solely from and secured by a first lien on and pledge of the Trust
Fund Revenues (as defined in the Resolution) collected by the Agency pllrsLrant to Section
163.387, Florida Statutes, as amended, and all moneys held in certain funds and accounts
established under the Resolution (collectively, the "Pledged Funds"), all in the manner provided
in the Resolution. Neither the Agency, the City, Miami-Dade County, Florida (the "County"),
the State of Florida (the "State") nor any of its political subdivisions is obligated to pay this
Bond or the interest hereon except from the Pledged Funds pledged thereto and neither the faith
and credit nor the taxing power of the City, the County, the State or any of its political
subdivisions is pledged to the payment of the principal of, or the interest on, this Bond. This
Bond does not constitute an indebtedness of the Agency, the City, the County, the State or any
political subdivision thereof within the meaning of any constitutional, statutory or other
provision or limitation and it is expressly agreed by the Holder of this Bond that such Holder
shall never have the right to require or compel the exercise of the ad valorem taxing power of the
City, the County, the State or any political subdivision thereof or taxation in any form on any
real or personal property therein, fbr the payment of the principal of and interest on this Bond
and other payments provided for in the Resolurtion.
It is fr-rrther agreed betrveen the Agency and the Holder of this Bond that this Bond and
the obligation evidenced thereby shall not constitute a lien Llpon property owned by or situated
r,vithin the corporate territory of the Agency or the City, but shall constitute a lien only on the
Pledged Funds, all in the manner provided in the Resolution.
Under the provisions of Section 163.387, Florida Statutes, as amended, the City and the
County have established the City Center/Historic Convention Village Redevelopment and
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003-4430 4561/4/AMERTCAS
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Revitalization Trust Fund into which the Cor.inty and the City have agreed to deposit on an
annual basis their respective portior-rs of the Trust Fund Revenues (as defined in the Resolution)
for so long as the Bonds are or.rtstanding. The Agency in the Resolution has established the
Miami Beach Redevelopment Agency Sinking Fund (City Center/Historic Convention Village)
and certain accounts therein and covenanted to deposit into said Sinking Fr"rnd and accounts
therein solely from the Pledged Funds moneys to provide for the timely payment of principal of
and interest on the Bonds and to create a reserve therefor, all to the extent and in the manner
provided in the Resolution. Reference is hereby made to the Resolution for the specific
provisions governing the Bonds.
[nsert Redemption Provisions]
Additional parity bonds may be issued by the Agency frorn time to time upon the
conditions and within the limitations and in the manner provided in the Resolution.
The original registered owner, and each successive registered owner of this Bond shall be
conclusively deemed to have agreed and consented to the tbllorving terms and conditions:
l. The Registrar shall keep books for the registration of Bonds and for the
registration of transfers of Bonds as provided in the Resolution. The Bonds shall be transferable
by the registered owner thereof in person or by his attorney duly authorized in writing only upon
the books of the Agency kept by the Registrar and only upon surrender hereof together with a
written instrument of transfer satisfactory to the Registrar duly executed by the registered or,vner
or his duly authorized attorney. Upon the transfer of any such Bond, the Agency shall issue in
the name of the transferee a new Bond or Bonds.
2. The Agency, the Registrar and the Paying Agent may deem and treat the person in
whose name any Bond shall be registered upon the books kept by the Registrar as the absolute
owner of such Bond, whether such Bond shall be overdue or not, for the pLlrpose of receiving
payment of, or on account of, the principal of and interest on such Bond as the same becomes
due, and for all other purposes. All such payments so made to any such registered owner or upon
his order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the
extent of the sum or sums so paid, and neither the Agency, the Paying Agent, nor the Registrar
shall be affected by any notice to the contrary.
3. At the option of the registered owner thereof and upon surrender hereof at the
designated corporate trust office of the Registrar r,vith a written instrument of transfer satisfactory
to the Registrar duly executed by the registered owner or his dr"rly authorized attorney and upon
payment by such registered o\,vner of an,'- charges which the Registrar or the Agency may make
as provided in the Resolr-rtion, the Bonds may be exchanged for Bonds of the same series and
rnaturity of any other authorized denominations.
4. In all cases in which the privilege of exchanging Bonds or transferring Bonds is
exercised, the Agency shall execute and the Registrar shall authenticate and deliver Bonds in
accordance with the provisions of the Resolution. There shall be no charge for any such
exchange or transfer of Bonds, but the Agency or the Registrar may require payment of a sum
sufficient to pay any tax, fee or other governmental charge required to be paid with respect to
B-3
003-4430-4561/4/AM E R rCAS
450
sLrch exchange or transf-er. Neither the Agency nor the Registrar shall be reqr"rired (a) to transfer
or exchange Bonds fbr a period of 15 days next preceding an interest payment date on such
Bonds or next preceding any selection of Bonds to be redeemed or thereafter until afier the
mailing of any notice of reclemption; or (b) to transfer or exchange any Bonds called for
redemption.
It is hereby certified and recited that all acts, conditions and things required to exist, to
happen, and to be performed, precedent to and in the issuance of this Bond exist, have happened
and have been performed in regular and due form and time as required by the laws and
Constitution of the State of Florida applicable thereto, and that the issuance of this Bond, and of
the issue of Bonds of rvhich this Bond is one, is in full compliance r,vith all constitutional,
statutory or charter limitations or provisions.
IN WITNESS WHEREOF, the Miami Beach Redevelopment Agency has caused this
Bond to be signed by its Chairperson, either manually or with his facsirnile signature, and the
seal of the Miami Beach Redevelopment Agency or a f-acsimile thereof to be affixed hereto or
imprinted or reproduced hereon, and attested by its Secretary, either manually or r,vith his
facsimile signature.
MIAMI BEACH REDEVELOPMENT AGENCY
(sEAL)
Attest:
Chairperson
Secretary
By:
003-4430-4 56r./4/AMERICAS
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451
CER-IIF'ICATE OF AUTHENTI CATION
This Bond is one of the Bonds clelivered plrrsllant to the within mentioned Resolution.
Date o1' Ar.rthentication :
as Registrar
Authorized Signatory
By:
003-4430-45 61/4/AMERICAS
B-5
452
ABBREVIAl-IONS
The following abbreviations, when used in the inscription on the face of the within Bond,
shall be construed as though they were r,vritten out in full according to applicable laws, or
regulations.
TEN COM as tenants in common
TEN ENT as tenants by the entireties
iT TEN as joint tenants lvith the right of survivorship and not as tenants in common
TINIFORM GIFT MIN ACT Custodian tbr
(C,"t) (,\4*"r)
under Uniform Gifts to Minors
(State)
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the within Bond, and all rights thereunder, and hereby irrevocably
constitutes and appoints attornev to transfer the said Bond on the
bond register, with full power of substitution in the premises.
Dated:
Please insert Social Security or other
identifying number of transferee:
Signature guaranteed:
NOTICE: The transferor's signature to this Assignment must correspond r,vith the name as it
appears on the face of the within Bond in every particular without alteration or any
change whatever.
B-6
003-4430 4561/4/AMERICAS 453
SEB DRAFT - O9l2Il15
PRELIMINARY OFFICIAL STATEMENT DATED NOVEMBER
-,
2OI5
NEW ISSUE - Book-Entry-Only Ratings: See "RATINGS" herein
In the opinion of Squire Patton Boggs (US) LLP, Bond Connsel, tmder existing law, the Series
2015A Bonds and the income thereon are exemptfrom taxation under the laws of theitate of Florida,
except estate taxes imposed by Chapter 198, Florida Statutes, as amended, and net income andfranchise
taxes imposed by Chapter 220, Florida Statutes, as amended. NO ATTEM?T HAS BEEN MADE TO
PROVIDE THAT INTEREST ON THE ^SERIE,S 20]54 BONDS IS EXCLUDED FROM GROSS INCOME
OF THE HOLDERS THEfuEOF FOR FEDERAL INCOME TAX PURPOSES. For a more complete
discttssion of the tax aspects relating to the Series 2015A Bonds, see the discussion under the heiding
"TAX MATTERS" herein.
In the opinion of Squire Patton Boggs (US) LLP, Boncl Counsel, under existing law (i) assuming
contirudng compliance with certain covenants and the accuracy of certain representations, interest on the
Series 20158 Bonds is excludedfrom gross incomeforfederal income taxpurposes and is not an item of
tax preference for purposes of the federal alternative minimttm tax imposed on individnals and
corporations and (ii) the Series 20158 Bonds and the income thereon are exemptfrom taxation tmder the
laws of the State of Florida, except estate taxes imposed by Chapter 198, Ftorida Statntes, as amended,
and net income andfranchise taxes imposed by Chapter 220, Florida Statutes, as amended. Interest on
the Series 20158 Bonds may be subject to certainfederal taxes imposed only on certuin corporations,
including the corporate alternative minimum tax on a portion of that interest. For a more complete
discttssion of the tax aspects relating to the Series 20158 Bonds, see the discttssion ttnder the heidtng
"TAX MATTERS" herein.
s360,000,000*
MIAMI BEACII REDEVELOPMENT AGENCYs--*
Tax Increment Revenue and Revenue
Refunding Bonds, Taxable Series 20lSA
(City Center/Historic Convention Village)
Dated: Date of Delivery
The Miami Beach Redevelopment Agency Tax Increment Revenue and Revenue Refunding Bonds,
Taxable Series 2015,A (City Center,tlistoric Convention Village) (the "series 20154 Bonds,') and the
Miami Beach Redevelopment Agency Tax Increment Revenue and Revenue Refunding Bonds, Series
20158 (Cify Center/Historic Convention Village) (the "series 20158 Bonds" and, collectively with the
Series 20154 Bonds, the "series 2015 Bonds") are being issued by the Miami Beach Redevelopment
Agency (the "Agency") as fully registered bonds, without coupons, in denominations of $5,000 o. uny
integral multiple thereof. When issued, the Series 2015 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 2015 Bonds. Purchasers will not receive certificates representing their
ownership interests in the Series 2015 Bonds purchased. See "DESCRIPTION OF THE SERIES 2015
BONDS - Book-Entry Only System" herein. Interest on the Series 2015 Bonds will accrue from their date
Tax Increment Revenue and Revenue
Refunding Bonds, Series 20158
(City Center/Historic Convention Village)
Due: March 1, as shown on inside cover page
454
of delivery and will be payable on March 1, 2016 and semiannually on each September I and March l
thereafter. U.S. Bank National Association, Jacksonville, Florida, will serve as the initial bond registrar
and paying agent (the "Paying Agent") for the Series 2015 Bonds. While the Series 2015 Bonds are
registered through the DTC book-entry only system, principal of and interest on the Series 2015 Bondswill be payable by the Paying Agent to DTC.
The proceeds of the Series 2015A Bonds will be used, together with certain other legally available
moneys of the Agency, to (i) provide for the advance refunding of all of the Agency's Tax Increment
Revenue Bonds, Taxable Series 1998A (City CenterA{istoric Convention Village), cunently outstanding
in the aggregate principal amount of $10,000,000 (the "Outstanding Series 19984 Bonds,,j; (ii) provide
for the current refunding of all of the Agency's Tax Increment Revenue Refunding Bonds, Taxable Series
2005A (City Center,rHistoric Convention Village), currently outstanding in the aggregate principal amount
of $27,815,000 (the "outstanding Series 20054 Bonds"); (iii) make a deposit to tle beUiservice Reserve
Account (including the cost of any Reserve Account Insurance Policy or Reserve Account Letter of Credit
determined by the Agency to be advisable) to satisfy the Reserve Account Requirement relating to the
Series 2015A Bonds (as such terms are hereinafter defined); (iv) finance certain costs of acquiring and
constructing renovations to the Convention Center and related improvements which constitute a portion
of the Series 2015 Redevelopment Project (as such terms are hereinafter defined); and (v) pay costs of
issuance of the Series 20154 Bonds and refunding the Outstanding Series 19984 Bonds and the
Outstanding Series 20054 Bonds, including the portion of the premium allocable to the Series 2015A
Bonds for any municipal bond insurance policy that may be obtained in connection with the issuance of
the Series 2015 Bonds. See "INTRODUCTION,,herein.
The proceeds of the Series 20158 Bonds will be used, together with cefiain orher legally available
moneys of the Agency, to (i) provide for the current refunding of all of the Agency's Tax Increment
Revenue Refunding Bonds, Series 2005B (City Center,/Historic Convention Village), cuirently outstanding
in the aggregate principal amount of $17,175,000 (the "Outstanding Series 200JB Bonds,'j; (ii) make a
deposit to the Debt Service Reserve Account (including the cost of any Reserve Account Insurance policy
or Reserve Account Letter of Credit determined by the Agency to be advisable) to satisfli the ReservL
Account Requirement relating to the Series 20158 Bonds; (iii) finance certain costs of acquiring and
constructing public renovations to the Convention Center and related public improvements which constitute
a portion of the Series 2015 Redevelopment Project; and (iv) pay costs of issuance of the Series 20158
Bonds and refunding the Outstanding Series 20058 Bonds, including the portion of the premium allocable
to the Series 20158 Bonds for any municipal bond insurance policy that may be obtained in connection
with the issuance of the Series 2015 Bonds. See "NTRoDUCTION,,herein.
The Series 2015 Bonds are solely payable from and secured by a ptedge ofand first lien on the
Pledged Funds derived by the Agency from (i) Trust Fund Revenues; and (ii) ull -or"yr, securities and
instruments held in the funds and accounts created under the Bond Resolution, except the Rebate Fund
(as such terms are hereinafter defined), on a parity with any additional Bonds that may be issued under
the Bond Resolution. See "SECURITY AND souRCES oF PAYMENT,,herein.
The Series 2015 Bonds are subject to optional and mandatory sinking fund redemption prior to
maturity as described herein.
THE SERIES 2OI5 BONDS SHALL NOT BE AND SHALL NOT BE DEEMED TO
CONSTITUTE A DEBT, LIABILITY OR OBLIGATION OF THE AGENCY, THE CITY OF MIAMI
BEACH, FLORIDA (THE "CITY"), MIAMI-DADE COLINTY, FLORIDA ("THE COLINTY"), THE
STATE OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OFANY CONSTITUTIONAL, STATUTORY OR CHARTER PROVISIONS OR LIMITATIONS. OR A
455
PLEDGE OF THE FAITH AND CREDIT OF THE AGENCY, THE CITY, THE COUNTY, THE STATE
OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF BUT SHALL BE PAYABLE SOLELY
FROM THE PLEDGED FLINDS, AS PROVIDED IN THE BOND RESOLUTION. THE SERIES 2015
BONDS AND THE OBLIGATIONS EVIDENCED THEREBY SHALL NOT CONSTITUTE A LIEN
UPON ANY PROPERTY OWNED BY OR SITUATED WITHIN THE CORPORATE TERzuTORY OF
THE AGENCY OR THE CITY, BUT SHALL CONSTITUTE A LIEN ONLY ON THE PLEDGED
FUNDS, ALL IN THE MANNER PROVIDED IN THE BOND RESOLUTION.
The Agency may elect to purchase a municipal bond insurance policy to be delivered by a
municipal bond insurance provider concurrently with the delivery of the Series 2015 Bonds to
guarantee timely payment of the principal of and interest on the Series 2015 Bonds, or one or more
maturities of the Series 2015 Bonds, and may elect to satisfy the Reserve Account Requirement, or
any portion thereof, upon issuance of the Series 2015 Bonds with a Reserve Account Insurance
Policy or Reserve Account Letter of Credit.
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 to obtain information essential to
the making of an informed investment decision.
The Series 2015 Bonds are offered when, as and if issued by the Agency, stbject to the opinion
on certain legal matters relating to their issuance of Squire Patton Boggs (US) LLP, Miami, Florida, Bond
Cottnsel to the Agency, and certain other conditions. Certain legal matters will be passed upon for the
Agency by Raul J. Agtrila, Esquire, Miami Beach, Florida, General Counsel to the Agency, and certain
legal matters relating to disclosure will be passed upon for the Agency by the Law Offices of Steve E.
Bullock, P.A., Miami, Florida, Disclosure Counsel to the Agency. Greenberg Trattrig, P.A., Miami,
Florida, is serving as Counsel to the Underwriters and kBC Capital Markets, LLC, St. petersburg,
Florida, is serving as Financial Advisor to the Agency in connection with the issttance of the Series 20 t 5
Bonds. It is expected that the Series 20I5 Bonds will be available for delivery through DTC in New york,
New York on or about December , 2015.
Morgan Stanley
Wells Fargo Securities
Raymond James & Associates, Inc.
BofA Merrill Lynch
Loop Capital Markets
Dated: November _,2015
* Preliminary, subject to change.
456
Red herring: This Preliminary OJJicial Statement and the informqtion contuined herein are subject to
amendment and completion w,ithout notice. The Series 201 5 Bonds ma)) not be sold and of/brs to bLty may
not be accepted prior to the time the Offic'ial Stqtement is delivered in final .form. (Jnder no circttmstances
shall this Preliminary O/ficial Statement constitute an r{Jbr to sell or the solicitation of an o/fer to buy,
nor shall there be any sale of the Series 2015 Bonds in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification tmder the securities laws of any strc:h
jurisdiction.
457
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES,
PRICES, YIELDS AND INITIAL CUSIP NUMBERS*t
$
Principal
Amount
lnterest
Rate Price
Series 2015A Serial Bonds
Due
(March l)
2016
2017
201 8
20t9
2020
2021
2022
2023
2024
2025
2026
2027
2028
Yield
o//o
Initial
CUSIP Number
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237
$_ _% Series 20154 Term Bonds Due March 1,20-- price: / yield: %
Initial CUSIP Number: 59323i
458
$
Principal
Amount
s
Interest
Rate Price
Series 20158 Serial Bonds
Due
(March 1)
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
Initial
CUSIP NumberYield
o//oo//o s93237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
s93237 _
593237 _
593237 _
593237 _
s93237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237
% Series 20158 Term Bonds Due March 1,20- -
Initial GUSIP Number: 593231
459
+ Preliminary, subject to change.
t Neither the Ciry nor the Underwtiters is responsible for the use of CUSIP Numbers, nor is any representation
made as to their correctness. The CUSIP Numbers are included solely for the convenience of the readers of this
Official Statement.
460
MIAMI BEACH REDEVELOPMENT AGENCY(I)
CHAIRMAN
PhiliP Levinet2)
VICE CHAIRMAN
Edward L. Tobine)
MEMBERS
Joy Malakoff, Member
Jonah Wolfs or^, MemberQ)
ADMINISTRATION
Michael Grieco, Member
Deede Weithorn, M e mb erQ)
Executive Director
Jimmy L. Morales, Esquire
Interim Chief Financial Ofjicer
John Woodruff
Bond Counsel
Squire Patton Boggs (US) LLP
Miami, Florida
Financial Advisor
RBC Capital Markets, LLC
St. Petersburg, Florida
Micky Steinberg, Member
Bruno A. Barreiro, Member
General Counsel
Raul J. Aguila, Esquire
Secretary
Rafael E. Granado, Esquire
Disclosure Counsel
Law Offices of Steve E. Bullock, P.A,
Miami, Florida
Independent Auditors
Crowe Horwath LLP
Fort Lauderdale, Florida
Assistant Executive Director
Kathie G. Brooks
CONSULTANTS
(1) The Mayor and each of the members of the City Commission of the City serve as the Chairman and members of
the Agency, respectively, with the City Commissioner appointed as Vice Mayor serving as the Vice Chairman
of the Agency. In addition, pursuant to the Third Amendment to the Interlocal Cooperation Agreement dated
January 20,2015 among the Agency, the Cify and the County, the County Commissioner of District 5 on the
Board of County Commissioners of Miami-Dade County, Florida also serves as a member of the Agency.
Commissioner Bruno A. Barreiro currently serves in such capacity.
(2) The Mayor is running against a single opponent in the general election of the City to be held on November 3,
201 5. In addition, a new commissioner will be elected in such general election for the City Commission seat for
Districts IV, V and VI or, if required because a candidate did not receive more than fifty percent (50%) of the
votes cast in the general election, in a run-off election. If required, the run-off election will be held on November
17,2015. The results of the election are expected to be certified by the current Mayor and City Commission in
a meeting to be held sometime after the general election or, if a run-offelection is held, after the run-off election.
The current Mayor and Ciry Commission are expected to serve until newly elected members have been seated.
461
UNSERT MAP OF MIAMIBEACH REDEVELOPMENT AGENCY
SHOWING EACH OF THE AGENCY'S REDEVELOPMENT AREAS]
462
No dealer, broker, salesman or other person has been authorized by the Agency 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 2015 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 Agency
expressly make no representation that such estimates, assumptions and opinions will be realized orfulfilled. 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 Agency 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 responsibilities to investors under the federal securities laws as applied to the facts and
circumstances of this transaction, but the (lnderwriters 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 offerins of the
Series 2015 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 rp..ifi.d
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 Agency 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 20 I 5 BONDS HAVE NOT BEEN REGISTERED LINDER THE SECURITIES ACT
OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAW, NOR HAS THE RESOLUTION BEEN
QUALIFIED LINDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, IN RELIANCE UPON
EXEMPTIONS CONTAINED IN SUCH ACTS. THE EXEMPTION OF THE SERIES 2OI5 BONDS
463
FROM REGISTRATION OR QUALIFICATION IN CERTAIN STATES CANNOT BE REGARDED ASA RECOMMENDATION THEREOF. IN MAKING AN INVESTMENT DECISION, INVESTORS
MUST RELY ON THEIR OWN EXAMINATION OF THE AGENCY 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 WIL HAVE PASSED UPON THE ACCURACY OR ADEQUACY OF THIS OFFICIAL
STATEMENT OR APPROVED OR RECOMMENDED THE SERIES 2015 BONDS FOR SALE. ANY
REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE.
IN CONNECTION WITH THIS OFFERING, THE LINDERWRITERS MAY OVERALLOT OR
EFFECT TRANSACTIONS WHICH STABiLZE OR MAINTAIN THE MARKET PRICE OF THE
SERIES 2015 BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE
OPEN MARKET, AND SUCH STABILTZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY
TIME. THE LINDERWRITERS MAY OFFER AND SELL THE SERIES 2015 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 PI-IBLIC OFFERING
PRICES MAY BE CHANGED FROM TIME TO TIME BY THE LINDERWRITERS.
THIS OFFICIAL STATEMENT SHALL NOT CONSTITUTE A CONTRACT BETWEEN THE
AGENCY OR THE UNDERWRITERS AND ANY ONE OR MORE HOLDERS OF THE SERIES 2015
BONDS.
THIS OFFICIAL STATEMENT IS BEING PROVIDED TO PROSPECTIVE PURCHASERS
EITHER IN BOLTND PRINTED FORM ("ORIGINAL BOLTND 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 BOTIND FORMAT OR IF IT IS PRINTED IN FULL
DIRECTLY FROM SUCH V/EBSITE.
THIS PRELIMINARY OFFICIAL STATEMENT IS IN A FORM DEEMED FINAL BY THE
AGENCY FOR PURPOSES OF RULE 15c2-12 UNDER THE SECIIRITIES EXCI{ANGE ACT OF 1934,
AS AMENDED, EXCEPT FOR CERTAIN FINANCIAL INFORMATION PERMITTED TO BE
OMITTED PURSUANT TO RULE 1sc2-12(b)(t).
464
TABLE OF CONTENTS
Page
INTRODUCTION. I
PURPOSE OF THE ISSUE. 3
General. ....... 3
Plan of Refunding. 3
Series 2015 Redevelopment Project. 4
ESTIMATED SOURCES AND USES OF FL]NDS. 7
THE SERIES 2015 BONDS. 7
General. ....... 7
Redemption Provisions. 8
Book-Entry-Only System i0
SECURITY AND SOURCES OF PAYMENT. 12
PtedgedFunds. . .. ... . 12
Flowof Funds. ... .... 15
Debt Service Reserve Account. 17
Additional Bonds. 18
OtherObligations SecuredbyPledgedFunds. ....... 19
Limitedliability. .....20
Modifications or SupplementstoBondResolution... ....... 20
MUNICIPALBONDINSURANCE..... ......21
DEBT SERVICE SCHEDULE ... 22
THE AGENCY. .. .. ... . 22
General. .......22
Creation of Agency and Redevelopment Areas.. . . . . . 23
RDAlnterlocalAgreement.... ......24
Powers. .......26
EminentDomainlegislation. ........2'7
Personnel. .....28
TRUSTFLINDREVENUES .....31
HistoricalTrustFundRevenues. .....31
HistoricalDebtServiceCoverage. ....39
RISKFACTORS.. ......39
LimitedObligationofAgency. .......40
TaxlncrementFinancing ......40
PENSION AND OTHERPOST EMPLOYMENT BENEFITS. . . . ... . 42
DefinedBenefitPlans.. ....." 42
OtherPostEmploymentBenefits.. ....42
LEGALMATTERS. .."".43
LITIGATION..... ......44
ENFORCEABILITYOFREMEDIES... ...."".44
TAXMATTERS.. ....".45
Series20l5ABonds.. ........45
Series20l5BBonds. .." 45
CONTINUINGDISCLOSURE.. .......48
FINANCIALSTATEMENTS.... ......49
RATINGS. ......49
FINANCIALADVISOR. .....".50
t1l
465
LINDERWRITING..
VERIFICATION OF MATHEMATICAL COMPUTATIONS.
CONTINGENT FEES.
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS.
AUTHORTZATION CONCERNING OFFICIAL STATEMENT. . . .
CONCLUDING STATEMENT.
50
5l
51
52
52
52
APPENDICES
APPENDIX A
APPENDX B
APPENDIX C
APPENDIX D
APPENDIX E
APPENDX F
APPENDX G
[APPENDIX H
General Information and Economic Data Regarding the
CityofMiami Beach, FloridaandMiami-Dade County, Florida. . . . . . . . A-1
Excerpts frorn Comprehensive Annual Financial Report of the City of
Miami Beach, Florida for the Fiscal Year Ended September 30,2014. . . B-1
Financial Report of the Miami Beach Redevelopment Agency
(A ComponentUnit of the City of Miami Beach, Florida)
for the Fiscal Year Ended September 30,2014.. . . C-lTheBondResolution.. .... D-l
Proposed Form of Opinion of Bond Counsel. . . . . E-l
ProposedFormofOpinionofDisclosure Counsel.... .... F-l
Form of Disclosure Dissemination Agent Agreement. . . . G-l
Specimen Municipal Bond Insurance Policy. . . . . H-11
1V
466
OFFICIAL STATEMENT
relating to
$360,000,000*
MIAMI BEACH REDEVELOPMENT AGENCY
Tax Increment Revenue and Revenue
Refunding Bonds, Taxable Series 2015A
(City Center/Historic Convention Village)
Tax Increment Revenue and Revenue
Refunding Bonds, Series 20158
(City Center/Historic Convention Village)
INTRODUCTION
The purpose of this Official Statement, including the cover page and all appendices, is to set forth
certain information relating to the Miami Beach Redevelopment Agency (the "Agency") and the issuance
by the Agency of its $_* in aggregate principal amount of Tax Increment Revenue and Revenue
Refunding Bonds, Taxable Series 2015,A. (City Center/Historic Convention Village) (the "series 2015A
Bonds") and its $_* in aggregate principal amount of Tax Increment Revenue and Revenue
Refunding Bonds, Series 20158 (City Center/Flistoric Convention Village) (the "series 20158 Bonds" and,
collectivelywith the Series 2015A Bonds, the "Series 2015 Bonds"). The Series 2015 Bonds are being
issued pursuant to and under the authority of the Constitution and laws of the State of Florida (the
"State"), including particularly the Community Redevelopment Act of 1.969, as amended, being Chapter
163, Part III, Florida Statutes, as amended, and other applicable provisions of law (the "Act") and
Resolution No. _-2015 adopted by the Chairman and members of the Agency (collectively, the
"Commission") on October _, 2015 (the "Bond Resolution"). See "APPENDIX D - The Bond
Resolution."
Issuance of the Series 2015 Bonds has been approved by the Mayor and City Commission of the
City of Miami Beach, Florida (collectively, the "City Commission") by Resolution No. 2015--
adopted by the City Commission on October _,2015. Issuance of the Series 2015 Bonds was further
approved by the Agency pursuant to Resolution No. 607-2014 adopted by the Commission on November
19, 2014, by the City of Miami Beach, Florida (the "City") pursuant to Resolution No. 2014-28835
adopted by the City Commission on November 19, 2014 and by Miami-Dade County, Florida (the
"County") pursuant to Resolution No. R-l 1 10-14 adopted by the Board of County Commissioners of the
County on December 16, 2014, each authorizing the execution and delivery of the Third Amendment to
the Interlocal Cooperation Agreement dated January 20,2015 among the Agency, the City and the County.
See "THE AGENCY - RDA Interlocal Agreement" herein.
The Series 2015 Bonds will be issued in book-entry only form and purchasers of the Series 2015
Bonds will not receive certificates representing their interest in the Series 2015 Bonds purchased. The
Series 2015 Bonds will contain such other terms and provisions, including provisions regarding
redemption, as described in "DESCRIPTION OF THE SERIES 2015 BONDS" herein.
To finance and refinance projects in the Redevelopment Area in accordance with the
Redevelopment PIan (as such terms are hereinafter defined), the Agency has heretofore issued multiple
series of Bonds pursuant to Resolution No. 150-94, adopted by the Commission on January 5, 1994, as
* Preliminary, subject to change.
467
supplemented (the "Prior Bond Resolution"). Frorn its prior issuances, the Agency has outstanding (i)
the $29, 105,000 Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Taxable Series
1998A (City Center/Historic Convention Village), which are currently outsranding in the aggregate
principal amount of $10,000,000 (the "Outstanding Series 1998A Bonds"); (ii) the $51,440,000 Miami
Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds, Taxable Series 20054 (City
CenterAlistoric Convention Village), which are currently outstanding in the aggregate principal amount
of $27,815,000 (the "Outstanding Series 20054 Bonds"); and (iii) the $29,930,000 Miami Beach
Redevelopment Agency Tax Increment Revenue Refunding Bonds, Series 20058 (City Center/Historic
Convention Village), which are currently outstanding in the aggregate principal amount of $17,175,000
(the "Outstanding Series 2005B Bonds" and, together with the Outstanding Series 1998A Bonds and the
Outstanding Series 20054 Bonds, the "Outstanding Prior Bonds").
Proceeds of the Series 2015 Bonds will be used, together with certain other legally available
moneys of the Agency, to (i) refund all of the Outstanding Prior Bonds; (ii) make a deposit to the Debt
Service Reserve Account, including the cost of any Reserve Account Insurance Policy or Reserve Account
Letter of Credit determined by the Agency to be advisable, to satisfy the Reserve Account Requirement
relating to the Series 2015 Bonds (as such terms are defined in the Bond Resolution); (iii) finance certain
costs of acquiring and constructing renovations to the Convention Center and related improvements which
constitute a portion of the Series 2015 Redevelopment Project (as such terms are hereinafter defined); and
(iv) pay costs of issuance of the Series 2015 Bonds and refunding the Outstanding Prior Bonds, including
the premium for any municipal bond insurance policy that may be obtained in connection with the issuance
of the Series 2015 Bonds. See "PURPOSE OF THE ISSUE" herein.
The Series 2015 Bonds are solely payable from and secured by a pledge ofand first lien on the
Pledged Funds derived by the Agency from (i) Trust Fund Revenues (as described herein); and (ii) except
for moneys, securities and instruments in the Rebate Fund, all moneys, securities and instruments held in
the funds and accounts established under the Bond Resolution. Additional Bonds may be issued, on a
parity with the Series 2015 Bonds, upon satisfaction of the conditions described in the Bond Resolution.
See "SECURITY AND SOURCES OF PAYMENT Additional Bonds" herein. The Series 2015 Bonds
and any additional Bonds hereafter issued are collectively referred to herein as the "Bonds."
The Series 2015 Bonds shall not be and shall not be deemed to constitute a debt, liability or
obligation of the Agency, the City the County, the State or any political subdivision thereof within the
meaning of any constitutional, statutory or charter provisions or limitations, or a pledge of the faith and
credit of the Agency, the City, the County, the State or any political subdivision thereof but shall be
payable solely from the Pledged Funds, and the obligations evidenced thereby shall not constitute a lien
upon any properfy owned by or situated within the corporate territory of the Agency or the City, but shall
constitute a lien only on the Pledged Funds, all in the manner provided in the Bond Resolution. See
"SECURITY AND SOURCES OF PAYMENT - Limited Liability,,herein.
The Agency may elect to purchase a municipal bond insurance policy (the 'oBond fnsurance
Policy") to be delivered by a municipal bond insurance provider (the 'oBond Insurer") concurrently
with the delivery of the Series 2015 Bonds to guarantee timely payment of the principal of and
interest on the Series 2015 Bonds, or one or more maturities of the Series 2015 Bonds, and may elect
to satisfy the Reserve Account Requirement, or any portion thereof, upon issuance of the Series 2015
Bonds with a Reserve Account Insurance Policy or Reserve Account Letter of Credit.
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
468
this entire Official Statement, as well as the documents and reports summarized or described herein. The
description of the Series 2015 Bonds, the documents authorizing and securing the same, including, without
limitation, the Bond Resolution, and the information from various reports contained herein are not
comprehensive or de{initive. 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 Agency by contacting the Agency's Interim Chief Financial Officer, 1700 Convention
Center Drive, Miami Beach, Florida 33139, Telephone number: (305) 673-1466.
Capitalized terms used but not defined in this Official Statement shall have the meanings ascribed
to such terms in the Bond Resolution. See "APPENDIX D - The Bond Resolution."
PURPOSE OF THE ISSUE
General
The Series 2015A Bonds are being issued by the Agency for the purpose of providing funds that
will be used, together with certain other legally available moneys of the Agency, to (i) provide for the
advance refunding of ail of the Outstanding Series 1998A Bonds; (ii) provide for the current refunding
of all of the Outstanding Series 2005A Bonds; (iii) make a deposit to the Debt Service Reserve Account
(including the cost of any Reserve Account Insurance Policy or Reserve Account Letter of Credit
determined by the Agency to be advisable) to satis$r the Reserve Account Requirement reiating to the
Series 20154 Bonds; (iv) finance certain costs of acquiring and constructing renovations to the Miami
Beach Convention Center (the "Convention Center") and related improvements, as more particularly
described below in "PURPOSE OF THE ISSUE - Series 2015 Redevelopment Project" (collectively, the
"Series 2015 Redevelopment Project"); and (v) pay costs of issuance of the Series 2015A Bonds and
refunding the Outstanding Series 1998A Bonds and the Outstanding Series 2005A Bonds, including the
portion of the premium allocable to the Series 2015A Bonds for any municipal bond insurance policy that
may be obtained in connection with the issuance of the Series 2015 Bonds.
The proceeds of the Series 2015B Bonds will be used, together with certain other legally available
moneys of the Agency, to (i) provide for the current refunding of all of the Outstanding Series 20058
Bonds; (ii) make a deposit to the Debt Service Reserve Account (including the cost of any Reserve
Account lnsurance Policy or Reserve Account Letter of Credit determined by the Agency to be advisable)
to satisf,i the Reserve Account Requirement relating to the Series 20158 Bonds; (iii) finance certain costs
of acquiring and constructing public renovations to the Convention Center and related public improvements
which constitute aportion of the Series 2015 Redevelopment Project; and (iv) pay costs of issuance of
the Series 20158 Bonds and refunding the Outstanding Series 20058 Bonds, including the portion of the
premium allocable to the Series 20158 Bonds for any municipal bond insurance policy that may be
obtained in comection with the issuance of the Series 2015 Bonds.
Plan of Refunding
A portion of the proceeds of the Series 201 5.A. Bonds, together with certain other legally available
moneys of the Agency, will be used to provide for the advance refunding of the Outstanding Series 19984.
Bonds and for the current refunding of the Outstanding Series 20054 Bonds. A portion of the proceeds
of the Series 20158 Bonds, together with certain other legally available moneys of the Agency, will be
used to provide for the current refunding of the Outstanding Series 20058 Bonds. The Agency will call
all of the Outstanding Series 20054 Bonds and all of the Outstanding Series 20058 Bonds for redemption
on January _, 2016 at a redemption price equal to 100% of the outstanding principal amount of such
469
Bonds, without premium. The Outstanding Series 1998A Bonds are not subject to optional redemption.
Such Bonds shall be defeased upon issuance ofthe Series 2015A Bonds, as described herein.
To effect the advance refunding of the Outstanding Series 1 998A Bonds and the current refunding
of the Outstanding Series 20054 Bonds, the Agency will enter into an Escrow Deposit Agreement (the
"Taxable Bonds Escrow Agreement") on or prior to the delivery of the Series 2015A Bonds with U.S.
Bank National Association, Jacksonville, Florida (the "Escrow Agent"). Pursuant to the terms of the
Taxable Bonds Escrow Agreement, the Agency will deposit a portion of the proceeds of the Series 2015A
Bonds, together with other legally available moneys of the Agency, into an escrow deposit trust fund to
be maintained by the Escrow Agent (the "Taxable Bonds Escrow Deposit Trust Fund"). A portion of such
proceeds and moneys will be applied on the date of delivery of the Series 2015A Bonds to the purchase
of Government Obligations (as defined in the Taxable Bonds Escrow Agreement) maturing at such times
and in such amounts so that the maturing principal, together with the interest income thereon and cash held
uninvested in the Taxable Bonds Escrow Deposit Trust Fund, will be sufficient to pay the principal of and
interest due on (i) the Outstanding Series 19984 Bonds on their scheduled dates ioi payment, until final
maturity on December 1,2020, and (ii) the Outstanding Series 20054 Bonds to and including January
_,2076, on which date the outstanding Series 2005A Bonds will be redeemed.
To effect the current refunding of the Outstanding Series 20058 Bonds, the Agency will enter into
an Escrow Deposit Agreement (the "Tax-Exempt Bonds Escrow Agreement") on or prior to the delivery
of the Series 20158 Bonds with the Escrow Agent. Pursuant to the terms of the Tax-Exempt Bonds
Escrow Agreement, the Agency will deposit a portion of the proceeds of the Series 20 l58 Bonds, together
with other legally available moneys of the Agency, into an escrow deposit trust fund to be maintainea Uy
the Escrow Agent (the "Tax-Exempt Bonds Escrow Deposit Trust Fund"). A portion of such proceeds
and moneys will be applied on the date of delivery of the Series 20158 Bonds to the purchase of
Government Obligations (as defined in the Tax-Exempt Bonds Escrow Agreement) maturing at such times
and in such amounts so that the maturing principal, together with the interest income thereon and cash held
uninvested in the Tax-Exempt Bonds Escrow Deposit Trust Fund, will be sufficient to pay the principal
of and interest due on the Outstanding Series 20058 Bonds to and including January _ , 2016, on which
date the Outstanding Series 20058 Bonds will be redeemed.
Subsequent to the deposit of moneys into the Taxable Bonds Escrow Deposit Trust Fund and the
Tax-Exempt Bonds Escrow Deposit Trust Fund and the investment of such moneys as described in the
preceding paragraphs, all of the Outstanding Prior Bonds, in the opinion of Bond Counsel, rendered in
reliance upon schedules verified as to accuracy by Integrity Public Finance Consulting LLC, Jacksonville,
Florida (the "Verification Agent"), will no longer be Outstanding under the provisions of the prior Bond
Resolution. See "vERIFICATION oF MATHEMATICAL CoMpuTATIoNS,, herein.
The maturing principal of and interest on the Govemment Obligations and cash held uninvested
in the Taxable Bonds Escrow Deposit Trust Fund and the Tax-Exempt Bonds Escrow Deposit Trust Fund
will not be available to pay principal of and interest on the Series 2015 Bonds.
Series 2015 Redevelopment Project
Spanning four (4) city blocks and located in the heart of the South Beach area of the City, the
Convention Center currently accommodates meetings, conventions, trade shows and consumer shows. The
facility originally opened in 1957 and received a major expansion and renovation in 1989, doubling its
original size. Currently the Convention Center encompasses over 1,000,000 square feet of flexible space,
470
including; over 500,000 square feet ofexhibit space and over 100,000 square feet ofversatile, pre-function
area space. It currently has seventy (70) meeting rooms comprised of 127,000 square feet.
The Series 2015 Redevelopment Project includes a major renovation and expansion of the
Convention Center to transform the building to "Class A" standards, including Silver LEED certification
upgrades and enhanced technology. The design modifications will include reorientation of the exhibit
halls, facade upgrades, site improvements along the canal and roadways adjacent to the development, the
addition of a grand ballroom, junior ballrooms and meeting rooms. The newly renovated Convention
Center will be a L4 million square foot, state-of-the-art event facility, with new ballrooms, meeting rooms,
versatile indoor/outdoor public spaces and a new 5.8 acre public park containing a flexible lawn area, a
food pavilion and a public plazato honor the City's veterans. Such renovations and improvements related
to the Convention Center upgrade are currently scheduled to be completed during Fiscal Year 2018 at a
total cost of approximately $596 million, including the portion of $uch renovations and improvements
which constitute the Series 2015 Redevelopment Project.
The Series 2015 Redevelopment Project wiil consist of the Convention Center interior renovations,
which will include the redistributed division of the four (4) main exhibition hall spaces and the additional
programming of more flexible arrangements of private meeting rooms and additional indoor/outdoor
versatile exhibition spaces. Currently, the four (4) main exhibit halls are divided into quadrants, two (2)
accessible solely from Washington Avenue and the other two (2) accessible solely from Convention Center
Drive. The new Convention Center will reorient the halls in an East/West direction, with the primary
access from Convention Center Drive leading into a new grand, fully open, double story entry lobby.
Washington Avenue will serve as a secondary means of pedestrian entry.
The Series 2015 Redevelopment Project includes substantial improvements to the north of the
Convention Center. Above a new enclosed ground floor parking area that will be separately financed will
be a 60,000 square foot grand ballroom, offering vistas of the upgraded 21$ Street Park located along
Collins Canal, featuring the to-be-restored, historic Carl Fisher Clubhouse, the oldest public structure in
the City. ln addition, Convention Center Drive will become the main access point for vehicular access.
Modifications will include a new median along Convention Center Drive and 19ft Street, increasing the
attractiveness of the streetscape and creating a more sophisticated boulevard experience. The Canal
walkway will undergo a significant upgrade to create a more attractive northern portion of the Convention
Center properry.
The Series 2015 Redevelopment Project also includes the demolition of the existing recreation
center along Washington Avenue and replacement of an existing 800 vehicle surface parking lot with the
new, 5.8 acre urban park, dining pavilion and VeteransPlaza.
In addition to the renovations to the Convention Center and related improvements on the
Convention Center property described above, certain ancillary projects related to the Convention Center
improvements are also included in the Series 2015 Redevelopment Project. Set forth below is a brief
description of such ancillary projects and the estimated cost of each project.
$20,000,000 Lincoln Road improvements from Washington Avenue to Lenox Avenue
The project will consist of refurbishment of Lincoln Road pedestrian mall,
including new lighting, refurbishingpedestrian surfaces, street furnishings, healthy
tree fertilization systems, milling and resurfacing pavement surfaces and cross
walk enhancements.
471
$12,000,000 Improvements to lTth Street and connectors to Lincoln Roqd
The Project will consist of enhancement of pedestrian experience from the
Convention Center to Lincoln Road along Drexel Avenue, Pennsylvania Avenue
and Meridian Avenue, including new lighting, sidewalk and road reconstruction,
street furnishings, landscaping, healthy tree fertilization systems, irrigation and
cross walk enhancements.
$ 3,750,000 Bass Museum Interior Expansion Project
The project will consist of improvements to increase programmable space by
forty-seven percent (47 %).
The Commission may determine by resolution to undertake other capttal improvements to the
Convention Center property or related ancillary projects in addition to and/or in lieu of the improvements
or any portion of the improvements described above; provided, however, that such other capital
improvements are authorized under the Third Amendment to the Interlocal Cooperation Agreement dated
January 20,2015 among the Agency, the City and the County. See "THE AGENCY - RDA Interlocal
Agreement" herein.
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472
ESTIMATED SOURCES AND USES OF FTNDS
The following table sets forth the estimated sources and uses of funds in connection with the
issuance ofthe Series 2015 Bonds:
Sources of Funds
Series 2015,A. Series 20158
Bonds Bonds Total
Par Amount of Series 2015 Bonds
Net Original Issue Discount/Premium
Other Legally Available Money5(r)
Total Estimated Sources of Funds
Uses of Funds
Deposit to Taxable Bonds Escrow
Deposit Trust Fund(2)
Deposit to Tax-Exempt Bonds Escrow
Deposit Trust Fund(2)
Deposit to Series 2015 Construction Account(3)
Deposit to Debt Service Reserve Account
Cost of Issuance Deposit(a)
Underwriters' Discount
Total Estimated Uses of Funds
(l) Constitutes amount held in the funds and accounts under the Prior Bond Resolution for the benefit of the Outstanding Prior
Bonds.
(2) See "PURPOSE OF THE ISSUE - Plan of Retunding" herein.
(3) See "PURPOSE OF THE ISSUE - Series 2015 Redevelopment Project" herein.
(4) To pay certain costs of issuance of the Series 2015 Bonds, including, without limitation, printing costs, bond counsel fees,
disclosure counsel fees, fees ofthe financial advisor and any premium paid to the Bond Insurer for issuance ofthe Bond
Insurance Policy and the Reserve Account Insurance Policy or Reserve Account Letter of Credit.
DESCRIPTION OF THE SERIES 2015 BONDS
General
The Series 2015 Bonds will be dated the date of their delivery, will be issued in denominations
of $5,000 or integral multiples thereof and will bear interest at the rates and mature on the dates and in
the amounts set forth on the inside cover page of this Official Statement. lnterest on the Series 2015
Bonds is payable on March 1,2016 and semiannually thereafter on each September 1 and March I until
maturity or earlier redemption. Such interest shall be calculated on the basis of a 360 day year consisting
of twelve 30-day months. The Agency has appointed U.S. Bank National Association, Jacksonville,
Florida, as the Paying Agent for the Series 2015 Bonds (the "Paying Agent") and as the registrar for the
Series 2015 Bonds (the "Registrar").
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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 2015 Bonds, or the date fixed for redemption of any Series 2015 Bonds shall be a Saturday,
Sunday or a day on which any Paying Agent is required, or authorized or not prohibited, by law (including
executive orders) to close and is closed, then payment of such interest or principal need not be paid by
the Paying Agent on such date but may be paid on the next succeeding business day on which the Paying
Agent is open for business with the same force and effect as if paid on the date of maturity or date fixed
for redemption, and no interest shall accrue for the penod after such date of maturity or date fixed for
redemption.
The Series 2015 Bonds 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 2015 Bonds will be made in book-entry-only form, without certificates. Unless a
securities depository other than DTC is selected by the Agency, so long as the Series 2015 Bonds shall
be in book-entry-only form, the principal of and interest on the Series 20i5 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 2015 BONDS - Book-Entry only System" herein.
Redemption Provisions
Optional Redemption
The Series 2015 Bonds maturing on or before March 1,20_are not subject to redemption prior
to maturity. The Series 2015 Bonds maturing on or after March 1,20_are subject to redemption prior
to maturity, at the option of the Agency, on or after 1,20- in whole or in part at any
time, in any order of maturity selected by the Agency and by lot or by such other manner as the Registrar
shall deem appropriate within a maturity, at a redemption price equal to one hundred percent (100%) of
the principal amount of the Series 20i5 Bonds to be redeemed, together with accrued interest to the date
fixed for redemption.
Mandatory Sinking Fund Redemption
The Series 2015 Bonds maturing on March 1,20- are subject to mandatory sinking fund
redemption in part prior to maturity, by lot or by such other manner as the Registrar shall deem
appropriate, through the application of Amortization Requirements, at a redemptionprice equal to one
hundred percent (100%) of the principal amount thereof, plus accrued interest to the redemption date, on
March 1 of each year in the following amounts and in the years specified:
Due
(March l)
*
Amortization
Requirement
$
x Final maturify.
Moneys in the Bond Redemption Account shall be used solely for the purchase, redemption or
payment at maturity of the Term Bonds payable therefrom at such times as the same are subject to
474
mandatory redemption or payment. However, the Agency may at any time use money held in the Bond
Redemption Account for the payment of Amortization Requirements to purchase any Series 2015 Bonds
that are Term Bonds at prices not greater than the then redemption price of said Term Bonds. If the Term
Bonds are not then redeemable, the Agency may purchase said Term Bonds at prices not greater than the
redemption price of such Term Bonds on the next ensuing redemption date. If, by the application of
moneys in the Bond Redemption Account, the Agency shall purchase or call for redemption in any year
Term Bonds in excess of the Amortization Requirements for such year, such excess of Term Bonds so
purchased or redeemed shall be credited in such manner and at such times as the Executive Director shall
determine over the remaining payment dates.
Notice of Redemption
Mailing of Notice of Redemption. Notice of redemption shall be given by deposit in the U.S.
mails of a copy of a redemption notice, postage prepaid, at least thirty (30) and not more than sixty (60)
days before the redemption date to all registered owners of the Series 20 I 5 Bonds or portions of the Series
2015 Bonds to be redeemed at their addresses as they appear on the registration books to be maintained
in accordance with the provisions of the Bond Resolution. Failure to mail any such notice to a registered
owner of a Series 2015 Bond, or any defect therein, shall not affect the validity of the proceedings for
redemption of any Series 201 5 Bond or portion thereof with respect to which no failure or defect occurred.
Such notice shall set forth the date fixed for redemption, the rate ofinterest borne by each Series
2015 Bond being redeemed, the date of publication, if any, of a notice of redemption, the name and
address of the Registrar and the Paying Agent, the redemption price to be paid and, if less than all of the
Series 2015 Bonds then Outstanding shall be called for redemption, the distinctive numbers and letters,
including CUSIP numbers, if any, of such Series 2015 Bonds to be redeemed and, in the case of Series
2015 Bonds to be redeemed in part only, the portion of the principal amount thereof to be redeemed. If
any Series 201 5 Bond is to be redeemed in part only, the notice of redemption which relates to such Series
201 5 Bond shall also state that on or after the redemption date, upon surrender of such Series 2015 Bond,
a new Series 2015 Bond or Series 2015 Bonds in a principal amount equal to the unredeemed portion of
such Series 2015 Bond will be issued. Any notice of redemption that is mailed in accordance with the
provisions of the Bond Resolution shall be conclusively presumed to have been duly given, whether or
not the owner of the Series 2015 Bond called for redemption receives such notice.
ln the case of an optional redemption of Series 2015 Bonds, the redemption notice may state that
(a) it is conditioned upon the deposit of moneys with the Paying Agent 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 Agency 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 Agency delivers a written direction to the Registrar directing the
Registrar to rescind the redemption notice. The Registrar shall give prompt notice of such rescission to
the affected Bondholders. Any Bonds subject to Conditional Redemption where redemption has been
rescinded shall remain Outstanding, and neither the rescission nor the failure by the Agency to make such
moneys available shall constitute a default under the Bond Resolution.
Effect of Redemptian. Notice having been given in the manner and under the conditions described
above, and with respect to a Conditional Redemption, the Conditional Redemption not having been
475
rescinded, the Series 2015 Bonds or portions of Series 2015 Bonds so called for redemption shall, on the
redemption date designated in such notice, become and be due and payable at the redemption price
provided for redemption of such Series 2015 Bonds or portions of Series 2015 Bonds on such date. On
the date so designated for redemption, moneys for payment of the redemption price being held in separate
accounts by the Paying Agent in trust for the registered owners of the Series 2015 Bonds or portions
thereof to be redeemed, all as provided in the Bond Resolution, interest on the Series 2015 Bonds or
portions of Series 201 5 Bonds so called for redemption shall cease to accrue, such Series 20 I 5 Bonds and
portions of Series 2015 Bonds shall cease to be entitled to any lien, benefit or security under the Bond
Resolution and shall be deemed paid thereunder, and the registered owners of such Series 2015 Bonds or
portions of Series 2015 Bonds shall have no right in respect thereof except to receive payment of the
redemption price thereof and to receive Series 20 1 5 Bonds for any unredeemed portions of the Series 20 1 5
Bonds.
Book-Entry-0nly System
DTC will act as securities depository for the Series 2015 Bonds. The Series 2015 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 fulIy-registered
Series 2015 Bond certificate will be issued for each maturity of the Series 2015 Bonds, as set forth on the
inside cover page of this Official Statement, each in the aggregate principal amount of such maturity, 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, ffust
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 lncome 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 Standard & Poor's 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,d1cq.cq14 and www.dtc.org.
Purchases of Series 2015 Bonds under the DTC system must be made by or through Direct
Participants, which will receive a credit for the Series 2015 Bonds on DTC's records. The ownership
interest of each actual purchaser of each Series 2015 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
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476
the transaction, as weil as periodic statements of their hoidings, from the DTC Participant through which
the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Series 2015
Bonds are to be accomplished by entries made on the books of DTC Participants acting on behalf of
Beneficiai Owners. Beneficial Owners will not receive certificates representing their ownership interests
in Series 2015 Bonds, except in the event that use of the book-entry system for the Series 2015 Bonds is
discontinued.
To facilitate subsequent transfers, all Series 2015 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 2015 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 2015 Bonds. DTC has no knowledge of the actual Beneficial Owners
of the Series 2015 Bonds; DTC's records reflect only the identity of the Direct Participants to whose
accounts such Series 2015 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 lndirect 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 the Series 2015 Bonds may wish to take certain steps to augment the
transmission to them of notices of significant events with respect to the Series 2015 Bonds, such as
redemptions, defaults and proposed amendments to the documents securing the Series 2015 Bonds. For
example, Beneficial Owners of the Series 2015 Bonds may wish to ascertain that the nominee holding the
Series 2015 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 Registrar and
request that copies of notices are provided directly to them.
Redemption notices shall be sent by the Registrar to DTC. If less than all of the Series 2015
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 2015 Bonds unless authorized by a Direct Participant in accordance with DTC's Procedures. Under
its usual procedures, DTC mails an Omnibus Proxy to the Agency as soon as possible after the record
date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants
to whose accounts the Series 2015 Bonds are credited on the record date (identified in a listing attached
to the Omnibus Proxy).
Principal and interest payments on the Series 2015 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
Agency or the Paying Agent on the payable date in accordance with their respective holdings shown on
DTC's records. Payments by DTC Parlicipants 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, its nominee, the Paying Agent or the Agency, 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 Agency
or the Paying Agent, disbursement of such payments to Direct Participants shall be the responsibility of
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477
DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of DTC
Participants.
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
behaif of such Beneficial Owners for such purposes. When notices are given, they shall be sent by the
Agency only to DTC.
DTC may discontinue providing its services as securities depository with respect to the Series 201 5
Bonds at any time by giving reasonable notice to the Agency or the Paying Agent. Under such
circumstances, in the event that a successor securities depository is not obtained, bond certificates
representing the Series 2015 Bonds are required to be printed and delivered. The Agency may decide to
discontinue use ofthe system ofbook-entry transfers through DTC (or a successor securities depository).
ln that event, bond certificates representing the Series 2015 Bonds will be printed and delivered.
Thereafter, Series 2015 Bond certificates may be transferred and exchanged as described in the Bond
Resolution. See "APPENDIX D - The Bond Resolution."
SO LONG AS CEDE & CO., AS NOMINEE FOR DTC, IS THE SOLE REGISTERED
OWNER OF TIIE SERIES 2015 BONDS, THE AGENCY, THE REGISTRARAND THE PAYING
AGENT SHALL TREAT CEDE & CO. AS THE ONLY OWNER OF THE SERIES 2015 BONDS
FOR ALL PURPOSES UNDER THE BOND RESOLUTION, INCLUDING RECEIPT OF ALL
PRINCIPAL OF AND INTEREST ON THE SERIES 2015 BONDS, RECEIPT OF NOTICES,
VOTING AND REQUESTING OR DIRECTING TIIE AGENCY, THE REGISTRAR AND TITE
PAYING AGENT TO TAKE OR NOT TO TAKE, OR CONSENTING TO, CERTAIN ACTIONS
IINDER THE BOND RESOLUTION. THE AGENCY, TIIE REGISTRAR AND THE PAYING
AGENT HAVE NO RESPONSIBILITY OR OBLIGATION TO THE DTC PARTICIPANTS OR
THE BENEFICIAL OWNERS WITH RESPECT TO (A) THE ACCURACY OF ANY RECORDS
MAINTAINED BY DTC OR ANY DTC PARTICIPANT; (B) THE PAYMENT BY ANY DTC
PARTICIPANT OF ANY AMOTINT DUE TO ANY BENEFICIAL OWNER IN RESPECT OF TIIE
PRINCIPAL OF AND INTEREST ON THE SERIES 2015 BONDS; (C) TIIE DELIVERY OR
TIMELINESS OF DELIVERY BY ANY DTC PARTICIPANT OF ANY NOTICE TO ANY
BENEFICIAL OWNERWHICIIIS REQUIRED ORPERMITTED UNDERTHE TERMS OF TIIE
BOND RESOLUTION TO BE GMN TO BONDHOLDERS; OR (D) OTHER ACTION TAKEN
BY DTC OR CEDE & CO., AS THE REGISTERED OWNER OF THE SERIES 2015 BONDS.
The information in this section concerning DTC and DTC's book-entry system has been obtained
from sources that the Agency believes to be reliable, but the Agency and the Underwriters take no
responsibility for the accuracy of such information.
SECURITY AND SOURCES OF PAYMENT
Pledged Funds
The payment of the principal of, redemption premium, if any, and interest on all Bonds are secured
equally and ratably by a first lien on and pledge of the Pledged Funds, which consist of (i) the Trust Fund
Revenues and (ii) except for moneys, securities and instruments in the Rebate Fund, all moneys, securities
and instruments held in the funds and accounts established under the Bond Resolution. "Trust Fund
Revenues" means the revenues derived from the Redevelopment Area and received by the Agency for
deposit into the Trust Fund pursuant to Section 163.387, Florida Statutes, as amended, and Ordinances of
12
478
the City and the County establishing the Trust Fund and providing for the deposit therein of tax increment
revenues from each "taxing authority," in accordance with the provisions of the Act. Pursuant to such
provisions of the Act and Ordinances of the City and the County, as of the issuance of the Series 2015
Bonds, "taxing authority" shall mean the City and the County. See "THE AGENCY - Creation of Agency
and Redevelopment Areas" herein.
"Redevelopment Area" means the "City Center/Ilistoric Convention Village Redevelopment and
Revitalization Area" located within the City and found by the City to be a "blighted area" within the
meaning of the Act and as described in the Redevelopment Plan, as the geographic boundaries of such area
may be changed from time to time, as permitted under the Act. See "THE AGENCY - Creation of Agency
and Redevelopment Areas" herein.
Trust Fand. In accordance with Section 163.387 of the Act, annual funding of the Trust Fund
must be in an amount not less than that increment in the income, proceeds, revenues and funds of each
taxing authority derived from or held in connection with the undertaking or carrying out of the
Redevelopment Plan. The increment is an amount equal to ninety-five percent (95%) of the difference
between:
(i) The amount of ad valorem taxes levied each year by each taxing authority,
exclusive of any amount from any debt service millage, on taxable real property contained within
the geographic boundaries of the Redevelopment Area; and
(ii) The amount of ad valorem taxes which would have been produced by the rate
upon which the tax is levied each year by or for each taxing authority, exclusive of any debt
service millage, upon the total of the assessed value of the taxable real property in the
Redevelopment Area, as shown on the most recent assessment roll used in connection with the
taxation of such properfy by each taxing authority prior to the effective date of the ordinance
establishing the Trust Fund (the "Base Year"). The Base Year for the Redevelopment Area is
1992.
Each taxing authority must, by January I of each year, appropriate to the Trust Fund for so long
as any Bonds are Outstanding a sum which is no less than the increment defined in the Act accruing to
such taxing authority. Any taxing authority that does not pay the increment to the Trust Fund by January
I must pay an amount equal to five percent (5%) of the amount of the increment and must pay interest
on the amount of the increment equal to one percent (1%) for each month the increment is outstanding;
provided, however, that the Agency may waive such penalty payments in whole or in part.
The increment is used to measure the amount of the contribution which must be appropriated and
contributed by each taxing authority that is required to make payments. The taxing authorities are not
required and cannot be compelled to levy ad valorem taxes to generate any such increment to make such
payments. The statutory obligation of a taxing authority to make the required payments to a community
redevelopment trust fund continues for so long as a community redevelopment agency has indebtedness
outstanding pledging tax increment revenues to the payment thereof, but not to exceed thirty (30) fiscal
years from the date tax increment revenues were first deposited into the redevelopment trust fund or the
fiscal year in which the redevelopment plan is subsequently amended and in no event later than sixty (60)
years after the fiscal year in which the redevelopment plan was initially approved or adopted.
Additionally, the obligation of the governing body which established a community redevelopment agency
to fund the community redevelopment trust fund annually continues until all loans, advances and
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479
indebtedness, if any, and interest thereon, of a community redevelopment agency incurred as a result of
redevelopment in a community redevelopment area have been paid.
The original Redevelopment Plan was adopted by the Agency and approved by the City on
February 12,1993 and by the County on March 30, 1993. The Redevelopment Plan has been amended
by the Agency since its original adoption. The Redevelopment Plan was most recently amended on
November 19, 2014 to, among other things, extend the time period for the existence of the Agency from
the Fiscal Year ending September 30, 2023 to the earlier of (i) the date no indebtedness pledging tax
increment revenues of the Agency remains outstanding or (ii) March 30, 2044. Such amendment was
approved by the Agency and the City on November 19,2014 and by the County on December 14,2074.
See "THE AGENCY - Creation of Agency and Redevelopment Areas and - RDA Interlocal Agreement"
herein-
Exemptions from Trust Fund. Notwithstanding the foregoing description of the requirements
imposed on each taxing authority to deposit tax increment revenues into the Trust Fund, Section
163.387(2)(c) of the Act exempts frompayment of the tax increment described above the following:
(i) A special district that levies ad valorem taxes on taxable real property in more
than one county;
(ii) A special district for which, at the time the ordinance providing for the funding
of the redevelopment trust fund is adopted, the sole available source of revenue such district has
the authority to levy is ad valorem taxes; or any revenues or aid of such special district that may
be dispensed or appropriated to a mosquito control district at the discretion of an entity other than
such district;
(iii) A library district, unless the community redevelopment agency had validated bonds
as of April 30,1984;
(iv) A neighborhood improvement district created by the laws of the State under the
Safe Neighborhoods Act;
(") A metropolitan transportation authority; or
(vi) A water management district created under Section373.069, Florida Statutes.
None of the taxing authorities of the Agency are exempt from the payment of tax increment
pursuant to Section 163.387(2)(c) of the Act.
In addition to the exemptions provided in Section 163.387(2)(c) of the Act, Section 163.387(2Xd)
of the Act provides that the City may exempt from payment of the tax increment described above special
districts that levy ad valorem taxes within the community redevelopment area of the Agency, either in the
City's sole discretion or in response to a request from a special district. The Agency has entered into
several lnterlocal Agreements relating to the use of Trust Fund Revenues. The most recent of such
agreements is the Third Amendment to the Interlocal Cooperation Agreement dated January 20, 2015 (the
"Third Amendment") among the Agency, the City and the County. The three (3) taxing authorities in the
Redevelopment Area are the City, the County and The Children's Trust. However, pursuant to the terms
of the Third Amendment, upon the refunding of all of the Outstanding Prior Bonds, The Children's Trust
shall become exempt from the requirement to deposit tax increment revenues into the Trust Fund. As a
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480
result of the Third Amendment, upon issuance of the Series 20i5 Bonds, The Children's Trust shall
constitute a taxing authority that shall be exempt pursuant to Section 163.387(2Xd) of the Act.
Each of the other provisions under the Third Amendment which have an impact on Trust Fund
Revenues are obligations that are subordinate to the requirement to make deposits into the funds and
accounts under the Bond Resolution to satisfy the Debt Service Requirement and the Reserve Account
Requirement. See "SECURITY AND SOURCES OF PAYMENT - Flow of Funds" herein.
Flow of Funds
Creation of Funds and Accounls. Pursuant to the Act, the City and the County created the Trust
Fund and established the Redevelopment Area. See "THE AGENCY - Creation of Agency and
Redevelopment Areas" herein. The Bond Resolution created the "Miami Beach Redevelopment Agency
Sinking Fund (City CenterAlistoric Convention Village)" (the "sinking Fund") and established four (4)
separate accounts therein for the benefit of the Holders of all Outstanding Bonds. The accounts created
in the Sinking Fund are the "Interest Account," the "Principal Account," the "Bond Redemption Account"
and the "Debt Service Reserve Account."
The Bond Resolution also created the "Miami Beach Redevelopment Agency Rebate Fund (City
Center/flistoric Convention Village)" (the "Rebate Fund"), which fund shall be maintained by the Agency
separate and apart from all other funds and accounts of the Agency and which fund shall not be subject
to the lien of the Bond Resolution in favor of Holders of the Bonds. The Agency shall deposit pledged
Funds into the Rebate Fund in the amounts required to be paid to the United States of America to satisfy
the arbitrage rebate covenants made by the Agency in connection with the issuance of Tax-Exempt Bonds.
In addition, the Bond Resolution created the "Miami Beach Redevelopment Agency Construction
Fund (Ciry Center,rllistoric Convention Village)" (the "Construction Fund"). Separate accounts within the
Construction Fund shall be created for the deposit of proceeds of each Series of Bonds and other available
moneys to fund Redevelopment Projects being funded from proceeds of such Series of Bonds and other
available moneys. Proceeds and other moneys on deposit in the Construction Fund shall be disbursed by
the Agency to pay costs of the Redevelopment Project for which the applicable Series of Bonds was
issued. If for any reason moneys in the Construction Fund, or any part thereol including any investment
earnings on deposit therein, are not necessary for, or are not applied to the purposes provided for the
applicable Series ofBonds, then such unappliedproceeds, upon certification ofa duly authorized official
of the Agency that such surplus proceeds are not needed for such pu{poses, shall be applied to the
redemption or purchase or payment of principal of Outstanding Bonds.
Each of the funds and accounts created in the Bond Resolution shall be held and administered by
the Agency. Such funds and accounts shall constitute trust funds (except for the Rebate Fund) held solely
for the purposes provided in the Bond Resolution.
Deposit and Use of Trust Fund Revenaes. As soon as the same are received by the Agency, all
Trust Fund Revenues shall be deposited into the Trust Fund. The Trust Fund shall constitute a trust fund
for the purposes provided in the Bond Resolution, shall be held by the Agency and shall be maintained
separate and distinct from all other funds of the Agency and used only for the purposes and in the manner
provided in the Bond Resolution and the Act.
In each Fiscal Year, all Trust Fund Revenues deposited in the Trust Fund during such Fiscal Year
shall be disposed of by the Agency only in the following manner:
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481
(1) Trust Fund Revenues shall first be used, to the fuil extent required, for deposit
into the lnterest Account in the Sinking Fund, immediately upon receipt of such Trust Fund
Revenues, of such sums as shall be sufficient to pay the interest becoming due on the Bonds
during the current calendar year (or if such Trust Fund Revenues are deposited in the Trust Fund
during the first quarter of such Fiscal Year, to pay the interest becoming due on the Bonds through
the end of the next succeeding calendar year); provided, however, that such deposit for interest
shall not be required to be made into the Interest Account to the extent that money on deposit
therein is sufficient for such purpose.
The Agency shall, on the business day prior to each Interest Payment Date,
transfer to the Paying Agent moneys in an amount equal to the interest due on such lnterest
Payment Date or shall advise the Paying Agent of the amount of any deficiency in the amount on
deposit in the Interest Account so that the Paying Agent may give appropriate notice required to
provide for the payment of such deficiency from any Reserve Account Insurance Policy or Reserve
Account Letter of Credit on deposit in the Debt Service Reserve Account.
(2) (a) Trust Fund Revenues shall next be used, to the full extent required, for
deposit into the Principal Account in the Sinking Fund, immediately upon receipt of such Trust
Fund Revenues, of such sums as shall be sufficient to pay the principal amount of Serial Bonds
which will mature during the current calendar year (or if such Trust Fund Revenues are deposited
in the Trust Fund during the first quarter of such Fiscal Year, to pay the principal amount of Seria1
Bonds which will mature through the end of the next succeeding calendar year); provided,
however, that such deposit for principal shall not be required to be made into the Principal
Account to the extent that money on deposit therein is sufficient for such purpose.
The Agency shall, on the business day prior to each principal payment date,
transfer to the Paying Agent moneys in an amount equal to the principal due on such principal
payment date or shall advise the Paying Agent of the amount of any deficiency in the amount on
deposit in the Principal Account so that the Paying Agent may give appropriate notice required
to provide for the payment of such deficiency from any Reserve Account lnsurance Policy or
Reserve Account Letter of Credit on deposit in the Debt Service Reserve Account.
(b) Trust Fund Revenues shall next be used, to the full extent required, for
deposit into the Bond Redemption Account in the Sinking Fund, immediately upon receipt of such
Trust Fund Revenues, of such Amortization Requirements as may be required for the payment of
the Term Bonds payable from the Bond Redemption Account during the current calendar year (or
if such Trust Fund Revenues are deposited in the Trust Fund during the first quarter of such Fiscal
Year, for the payment of the Term Bonds payable from the Bond Redemption Account through
the end ofthe next succeeding calendar year).
(3) Trust Fund Revenues shall next be used, to the fuIl extent required, for deposit
into the Debt Service Reserve Account, immediately upon receipt of such Trust Fund Revenues,
of the difference between the amount on deposit in the Debt Service Reserve Account (including
any Reserve Account Insurance Policy or Reserve Account Letter of Credit) and the Reserve
Account Requirement for the Bonds Outstanding, and, provided further, that no payments shall
be required to be made into the Debt Service Reserve Account whenever and as long as the
amount deposited therein (including any Reserve Account Insurance Policy or Reserve Account
Letter of Credit) shall be equal to the Reserve Account Requirement for the Bonds Outstanding.
t6
482
(4) Trust Fund Revenues shall next be used for the payment of any subordinated
obligations issued by the Agency under the Bond Resolution, which subordinate obligations shall
have such lien on the Trust Fund Revenues as the Agency shall determine in the proceedings
authorizing the issuance of such subordinated obligations.
(5) Thereafter, the balance of any Trust Fund Revenues remaining in the Trust Fund
shall, subject to the requirement to deposit moneys into the Rebate Fund, be used by the Agency
for any lawful purposes, including payment ofany fees and expenses ofthe Fiduciaries; provided,
however, that none of such Trust Fund Revenues shall ever be used for the purposes provided in
this paragraph (5) unless all payments required in paragraphs (1) through (4) above, including any
deficiencies for prior payments and any amounts due to the issuer of any Reserve Account
Insurance Policy or Reserve Account Letter of Credit, have been made in full to the date of such
use.
Notwithstanding anything in the preceding paragraphs (1) and (2) to the contrary, failure to make
the scheduled payments specified therein shall not constitute a breach of the Agency's obligations under
the Bond Resolution so long as, on the date that any interest or principal payment is due on the Bonds,
monies sufficient to make such payment are on deposit in the lnterest Account, Principal Account or the
Bond Redemption Account, as the case may be. ln addition, if any amount applied to the payment of
principal of, premium, if any, and interest on the Bonds that would have been paid from an account in the
Sinking Fund, is paid instead under a Credit Facility, amounts deposited in such relevant account may be
paid, to the extent required, to the issuer of the Credit Facility having therefore made said corresponding
payment.
Debt Service Reserve Account
The Bond Resolution established the Debt Service Reserve Account for the benefit of the Bonds
and requires that the amount held therein equal the Reserve Account Requirement. "Reserve Account
Requirement" means the least of (i) the Maximum Annual Debt Service on all Bonds Outstanding, (ii)
125% of the Average Annual Debt Service on all Bonds Outstanding, or (iii) 10% of the proceeds of the
Bonds within the meaning of the Code.
Moneys in the Debt Service Reserve Account shall be used only for the purpose of making
payments of principal of and interest on the Bonds when the moneys in the Funds and Accounts held
pursuant to the Bond Resolution and available for such purpose are insufficient therefor. Any moneys in
ih. p"bt Service Reserve Account in excess of the Reserve Account Requirement for the Bonds
Outstanding may, in the discretion of the Agency, be transferred to and deposited in the Interest Account,
the Principal Account or the Bond Redemption Account as the Agency at its option may determine'
Notwithstanding the foregoing provisions, in lieu of or in substitute for the required deposits
(including existing deposits therein) into the Debt Service Reserve Account, the Agency may cause to be
deposited into the Debt Service Reserve Account a Reserve Account lnsurance Policy or a Reserve
Account Letter of Credit for the benefit of the Holders of the Bonds Outstanding, which Reserve Account
Insurance Policy or Reserve Account Letter of Credit shall be payable or available to be drawn upon, as
the case may be (upon the giving of notice as required thereunder), on any Interest Payment Date on which
a deficiency exists which cannot be cured by moneys in any other Fund or Account held pursuant to the
Bond Resolution and available for such purpose.
t1
483
If any such Reserve Account Insurance Policy or Reserve Account Letter of Credit is substituted
for moneys on deposit in the Debt Service Reserve Account, the excess moneys in the Debt Service
Reserve Account shall be transferred to and deposited in the Interest Account, the Principal Account or
the Bond Redemption Account as the Agency at its option may determine. If a disbursement is made
under the Reserve Account Insurance Policy or the Reserve Account Letter of Credit, the Agency shall
be obligated to either reinstate the maximum limits of such Reserve Account Insurance Policy or Reserye
Account Letter of Credit following such disbursement or to deposit into the Debt Service Reserve Account
from the Trust Fund Revenues funds in the amount of the disbursements made under such Reserve
Account Insurance Policy or Reserve Account Letter of Credit, or a combination of such alternatives as
shall equal the Reserve Account Requirement for the Bonds Outstanding.
In the event that upon the occurrence of any deficiency in the lnterest Account, the Principal
Account or the Bond Redemption Account, the Debt Service Reserve Account is then funded with one or
more Reserve Account Insurance Policies and,lor Reserve Account Letters of Credit, the Agency or the
Paying Agent, as applicable, shall, on an interest or principal payment date or mandatory redemption date
to which such deficiency relates, draw upon or cause to be paid under such facilities, on a pro-rata basis
thereunder, an amount sufficient to remedy such deficiency, in accordance with the terms and provisions
of such facilities and any corresponding reimbursement or other agreement governing such facilities;
provided however, that if at the time of such deficiency the Debt Service Reserve Account is only partially
funded with one or more Reserve Account Insurance Policies and/or Reserve Account Letters of Credit,
prior to drawing on such facilities or causing payments to be made thereunder, the Agency shall first apply
any cash and securities on deposit in the Debt Service Reserve Account to remedy the deficiency and, if
after such application a deficiency still exists, the Agency or the Paying Agent, as applicable, shall make
up the balance of the deficiency by drawing on such facilities or causing payments to be made thereunder.
Amounts drawn or paid under a Reserve Account lnsurance Policy or Reserve Account Letter of
Credit shall be applied only for the purpose of making payments of principal of and interest on the Bonds
when the moneys in the Funds and Accounts held pursuant to the Bond Resolution and available for such
purpose are insufficient therefor. Any amounts drawn or paid under a Reserve Account lnsurance Policy
or Reserve Account Letter of Credit shall be reimbursed to the issuer thereof in accordance with the terms
and provisions of the reimbursement or other agreement governing such facility.
[The Agency will, on the date of issuance of the Series 2015 Bonds, deposit into the Reserve
Account from proceeds of the Series 2015 Bonds an amount equal to the Reserve Account Requirement
for the Series 2015 Bonds or, in lieu of such a deposit or any portion thereof, wili deposit a Reserve
Account Insurance Policy and/or Reserve Account Letter of Credit.l
Additional Bonds
Pursuant to the Bond Resolution, no additional Bonds, payable out of the Pledged Funds,
including, without limitation, Trust Fund Revenues, on a parity with the Series 2015 Bonds shall be issued
unless certain conditions set forth in the Bond Resolution are met, including:
(i) The Agency must be current in all deposits and payments required under the Bond
Resolution and the Agency must be currently in compliance with the covenants and provisions of
the Bond Resolution and any supplemental resolution hereafter adopted for the issuance of
additional parity Bonds, unless upon the issuance of such additional parity Bonds the Agency will
be in compliance with all such covenants and provisions,
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484
(iD The aggregate of the Trust Fund Revenues (not including any portion thereof
which may be attributable to investment earnings) received by the Agency during the immediateiy
preceding Fiscal Year were at least equal to one hundred fifty percent (150%) of the Maximum
Annual Debt Service on (a) the Bonds originally issued pursuant to the Bond Resolution and then
Outstanding, (b) any additional parity Bonds theretofore issued and then Outstanding, and (c) the
additional parity Bonds then proposed to be issued.
The Agency need not comply with the requirement described in subparagraph (ii) above in the
issuance of additional parity Bonds if and to the extent the Bonds to be issued are refunding Bonds
delivered in lieu of or in substitution for Bonds originally issued under the Bond Resolution or previously
issued additional parity Bonds, if the Agency shall cause to be delivered a certificate of the Executive
Director of the Agency setting forth (1) the Maximum Annual Debt Service (a) with respect to the Bonds
of all Series Outstanding immediately prior to the date of authentication and delivery of such refunding
Bonds, and (b) with respect to the Bonds of all Series to be Outstanding immediately thereafter, and (2)
that the Maximum Annual Debt Service set forth pursuant to (b) above is no greater than that set forth
pursuant to (a) above.
The term "additional parity Bonds" shall be deemed to mean additional obligations evidenced by
Bonds issued under the provisions and within the limitations set forth in the Bond Resolution, as generally
described herein, to finance Redevelopment Projects payable from the Pledged Funds on a parity with
Bonds originally authorized and issued pursuant to the Bond Resolution. Such Bonds shall be deemed
to have been issued pursuant to the Bond Resolution the same as the Bonds originally authorized and
issued pursuant to the Bond Resolution and all of the covenants and other provisions of the Bond
Resolution (except as to details of such Bonds evidencing such additional parity obligations inconsistent
therewith) shall be for the equal benefit, protection and security of the Holders of any Bonds originally
authorized and issued pursuant to the Bond Resolution and the Holders of any Bonds evidencing additional
obligations subsequently issued within the limitations of and in compliance with the provisions herein
describing the issuance of additional parity Bonds. All of such Bonds, regardless of the time or times of
their issuance, shall rank equally with respect to their lien on the Pledged Funds and their sources and
security for payment therefrom, without preference of any Bonds over any other Bonds.
The term "additional parity Bonds" shall not be deemed to include bonds, notes, certificates or
other obligations subsequently issued in accordance with the Bond Resolution, the lien of which on the
Pledged Funds is subject to the prior and superior lien on the Pledged Funds of the Bonds. The Agency
has covenanted in the Bond Resolution that it shall not issue any obligations whatsoever payable from the
Pledged Funds which rank prior to or equally as to lien and source and security for their payment from
the Pledged Funds with the Bonds, except in the manner and under the conditions provided in the Bond
Resolution for the issuance of additional parity Bonds or pursuant to the provisions of the Bond Resolution
relating to the issuance of other obligations thereunder.
Also, see "THE AGENCY - RDA Interlocal Agreement" for a description of certain additional
restrictions relating to the issuance of additional parity Bonds.
Other Obligations Secured by Pledged Funds
Except upon the conditions and in the manner provided in the Bond Resolution, the Agency has
covenanted that it will not issue any other obligations payable from the Pledged Funds, nor voluntarily
create or cause to be created any debt, lien, pledge, assignment, encumbrance or any other charge having
priority to or being on a parity with the lien of the Bonds on the Pledged Funds; provided, however, that
19
485
the Agency may (i) enter into agreements with issuers of Credit Facilities which involve liens on the
Pledged Funds on a parity with that of the Series of Bonds or portion thereof which is supported by such
Credit Facilities solely with respect to any reimbursement obligations due such issuers which evidence
amounts equal to the scheduled statedprincipal (including, without limitation, Amortization Requirements)
and interest due on the Series of Bonds or portion thereof which is supported by such Credit Facilities.
Any other obligations, in addition to the Bonds authorized by the Bond Resolution or additional parity
Bonds issued under the terms, restrictions and conditions contained in the Bond Resolution, and
obligations to issuers ofCredit Facilities as described above, shall provide that such obligations arejunior,
inferior and subordinate in all respects to the Bonds issued pursuant to the Bond Resolution as to lien on
and source and security for payment from the Pledged Funds and in all other respects. However, nothing
in the Bond Resolution shall be deemed to prohibit the Agency from entering into currency swaps or other
arrangements for hedging interest rates on any indebtedness.
Also, see "THE AGENCY - RDA Interlocal Agreement" for a description of certain additional
restrictions relating to the issuance of obligations payable from the Pledged Funds.
Limited Liability
The Series 2015 Bonds shall not be and shall not be deemed to constitute a debt, Iiability or
obligation of the Agency, the City, the County, the State or any political subdivision thereof within the
meaning of any constitutional, statutory or charter provisions or limitations, or a pledge of the faith and
credit of the Agency, the City, the County, the State or any political subdivision thereof, but shall be
payable solely from the Pledged Funds. No Holder or Holders of any Series 2015 Bonds shall ever have
the right to compel the exercise of the ad valorem taxing power of the City, the County, the State or any
political subdivision thereof, or taxation in any form of any real or personal property therein, or the
application of any funds of the Agency, the City, the County, the State or any political subdivision thereof
to pay the Series 2015 Bonds or the interest thereon or the making of any sinking fund or reserve
payments provided for in the Bond Resolution, other than the Pledged Funds. The Series 2015 Bonds and
the obligations evidenced thereby shall not constitute a lien upon any property owned by or siluated within
the corporate territory of the Agency or the City, but shall constitute a lien only on the Pledged Funds,
to the extent, in the manner, and with the priority of application provided in the Bond Resolution. See
"APPENDIX D - The Bond Resolution."
Modifications or Supplements to Bond Resolution
No adverse material modification or amendment may be made to the Bond Resolution without the
consent in writing of (a) the Holders of more than fifty percent (50%) in aggregate principal amount of
the Bonds then Outstanding or (b) in case less than all of the several Series of Bonds then Outstanding
are affected by the modification or amendment, the Holders of more than fifty percent (50%) in aggregate
principal amount of the Bonds of each Series so affected and Outstanding at the time such consent is
given. However, no modification or amendment shall permit (i) a change in the maturity of any of the
Bonds or a reduction in the rate of interest thereon, (ii) a change in the promise of the Agency to pay the
principal of and interest on any Bonds, as the same mature or become due, from the Pledged Funds, or
(iii) a reduction in the required percentage of Holders of the Bonds, as described above, for modifications
or amendments, without the consent of all of the Holders of the Bonds outstanding.
For the purpose of Bondholders' voting rights or consents authorized by the Bond Resolution, the
consent of the Holders of any additional Series of Bonds shall be deemed given if the underwriters or
initial purchasers for resale consent in writing to such supplemental resolution and the nature of the
20
486
amendment effected by such supplemental resolution is disclosed in the official statement or other offering
document pursuant to which such additional Series of Bonds is 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 modi$zing or amending any term or provision of the Bond Resolution, to
the extent any Series of Bonds is secured by a Credit Facility, the consent of the issuer the Credit Facility
for such Series of Bonds shall constitute the consent of the Holders of such Bonds.
Notwithstanding the foregoing, the Agency may, from time to time, without the consent of the
Holders of any Series of Bonds, amend, change, modiSr or alter the Bond Resolution for any of the
specifically authorized reasons set forth in Sections 601(a) through (h) of the Bond Resolution. See
"APPENDX D - The Bond Resolution."
MT]NICIPAL BOND INSURANCE
TO COME, IF NEEDED
IREMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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487
DEBT SERVICE SCHEDULE
The following table sets forth the Debt Service Requirement
2015 Bonds.
for each Fiscal Year for the Series
Total
Outstanding
Bonds
Series 20 I 5A Bonds Series 20158 BondsFiscal
Year
2016
2017
201 8
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
204t
2042
2043
2044
Total
Principal Interest
$$
Principal Interest
$$$
Total
$
Total
$: $: $- $:
THE AGENCY
s_$_
General
The Agency is a public body corporate and politic, and a public instrumentality, created by the
City in 1976 pursuant to the Act in order to pursue a program of community redevelopment within
designated portions of the City, as permitted by the Act. The primary objective of the Agency is to
formulate and implement a workable program for utilizing appropriate private and public resources to
eliminate and prevent the development and spread of blighted conditions in the designated redevelopment
areas.
22
488
The funding required to accomplish the objectives of the Agency may involve a variety of sources,
but emphasis for such funding is placed primarily on tax increment revenue financings. Tax increment
revenue financing provides a mechanism for tax revenues generated by properties within sium and blighted
areas to effectively pay for redevelopment in the area, without reducing the amount of tax revenues
received by taxing authorities in the area when the redevelopment trust fund is created. See "SECURITY
AND SOURCES OF PAYMENT - Pledged Funds" herein.
Creation of Agency and Redevelopment Areas
On January 26, 1993, the Board of County Commissioners of Miami-Dade County, Florida (the
"County Commission") adopted Resolution No. R-14-93, which among other things (i) found the area in
the City bounded on the East by the Atlantic Ocean, on the North by 24th Street, on the West by West
Avenue and on the South by 14th Lane (the "Redevelopment Area") to be a "blighted area," within the
meaning of Section 163.340(8) of the Act, (ii) determined that the Redevelopment Area was in need of
rehabilitation, conservation, redevelopment, or a combination of such activities and (iii) delegated to the
City, pursuant to Section 163.410 of the Act, the power to (a) make findings and determine the
Redevelopment Area to be a slum and/or blighted area, (b) make findings of necessity as to the
rehabilitation, conservation, and/or redevelopment of the Redevelopment Area, (c) create a community
redevelopment agency and delegate powers to the agency, or declare itself as the agency with the power
to exercise such powers assigned to the agency, and (d) initiate, prepare and adopt a plan of redevelopment
and any amendments thereto, subject to the review and approval of the County Commission.
In response to the findings in Resolution No. R-14-93, on February 3, 1993 the City Commission
adopted Resolution No. 93-20709, which among other things (i) declared the Redevelopment Area, known
as the "City Center/llistoric Convention Village Redevelopment and Revitalization Area," to be a "blighted
area," (ii) determined that the Redevelopment Area was in need of rehabilitation, conservation,
redevelopment, or a combination of such activities, (iii) declared that the City's existing community
redevelopment agency would serve as the community redevelopment agency for the Redevelopment Area,
with all of the powers permitted a community redevelopment agency under the Act, and with the City
Commission serving as the members of the Agency, and (iv) directed the initiation, preparation and
adoption of a redevelopment plan for the Redevelopment Area. On February 3, 1993, the Agency adopted
Resolution No. 126-93 accepting the findings and delegations of the City in Resolution No. 93-20709.
As directed, the Agency caused the Redevelopment Plan to be prepared. The Redevelopment Plan
provided for initiatives and objectives to revitalize the area surrounding the Convention Center and Lincoln
Road and foster the development of a convention hotel and necessary linkages to the Convention Center.
Pursuant to Resolution No. 93-2072 adopted by the City Commission on February 12, 1993, the City
approved the Redeveiopment Plan and directed its implementation. The Redevelopment Plan and the
Interlocal Cooperation Agreement between the City and the County, dated and executed on November 16,
1993 (the "RDA lnterlocal Agreement") providing for certain responsibilities related to operations in the
Redevelopment Area, were approved by the County pursuant to Resolution No. R-317-93 adopted by the
County Commission on March 30, 1993.
ln accordance with Section 163.387 of the Act, on February 24,1993 the City Commission enacted
Ordinance No. 93-2836 to create the Trust Fund. On April 27, 1993 the County Commission enacted
Ordinance No. 93-28 approving the creation of the Trust Fund. Ordinance No. 93-2836 was amended by
the City Commission's enactment of Ordinance No. 2014-3901 on November 8,2074 and Ordinance No.
93-28 was amended by the County Commission's enactment of Ordinance No. l4-133 on December 16,
20i4 Such amending Ordinances approved on behalf of the City and the County, respectively, amendments
z-)
489
to the Trust Fund to provide for (i) extension of the Trust Fund to the earlier of March 31,2044 or the
date the Agency lndebtedness is no longer outstanding and (ii) exemption of The Children's Trust from
the obligation to deposit tax increment into the Trust Fund upon the earlier of March 31,2023 or the date
the Outstanding Prior Bonds are no longer outstanding.
The Redevelopment Area is located partly within and partly adjacent to the City's Art Deco
District, and covers approximately fifty (50) city blocks, containing approximately three hundred thirty-t'wo
(332) acres of land, [of which approximately twenty-nine percent (29%) is currently occupied by public
space and approximately seventy-one percent (71%) by private use.l The Redevelopment Area includes
the Lincoln Road Mall, the Convention Center, the Fillmore Miami Beach at the Jackie Gleason Theater,
the Loews Miami Beach Hotel, the Royal Palm Crowne Plaza Resort Hotel and the Collins Park Cultural
Center.
The Redevelopment Area is the second area within the City to be designated for redevelopment
by the Agency. The first of such areas included the redevelopment of South Shore, which is the area of
the City South of Sixth Street. Such redevelopment area is known as the South Pointe Redevelopment
District. As of September 30, 2005, the South Pointe Redevelopment District ceased to be a
redevelopment area of the Agency.
RDA Interlocal Agreement
To provide for responsibilities and operations of the Agency and certain uses of Trust Fund
Revenues, the City and the County have entered into various agreements, including amendments to the
RDA Interlocal Agreement. The most recent of such agreements is the Third Amendment entered into
by the Agency, the City and the County, which became effective on January 20,2015. Among other
things, the Third Amendment provided for the following:
(l) approval for the issuance of tax increment revenue bonds bythe Agency in one
or more series in an aggregate principal amount not to exceed $430 million, maturing not later
than March 37, 2044, for the purpose of:
(a) refunding all of the Outstanding Prior Bonds (see "PIIRPOSE OF THE
ISSUE - PIan of Refunding" herein);
(b) providing approximately $275 million of proceeds to fund a portion of the
estimated $582 million of the cost of the design, development and construction of
renovations to the Convention Center (see "PURPOSE OF THE ISSUE - Series 2015
Redevelopment Proj ect" herein) ;
(c) providing approximately $36 million of proceeds to fund the estimated
cost of the design, development and construction of certain ancillary projects related to
the renovations to be provided to the Convention Center (see "PURPOSE OF THE ISSUE
- Series 2015 Redevelopment Project" herein); and
(d) paying all costs of issuance and debt service reserves associated with the
Series 2015 Bonds (see "ESTIMATED SOURCES AND USES OF FLINDS" herein);
(2) extension of the period of time taxing authorities are required to deposit tax
increment revenues into the Trust Fund pursuant to the Act to the earlier of March 31,2044 or
,,1
^
490
the date when all indebtedness secured by Trust Fund Revenues (hereinafter referred to as
"Agency lndebtedness") is no longer outstanding;
(3) after issuance of the Series 2015 Bonds, no additional Agency Indebtedness will
be issued unless and until such issuance has been authorized by the County Commission;
(4) upon the earlier of March 31,2023 or payment or defeasance of all of the
Outstanding Prior Bonds, The Children's Trust shall become exempt from the requirement to
deposit tax increment revenues into the Trust Fund (see "SECURITY AND SOURCES OF
PAYMENT - Pledged Funds - Exemptions from Trust Fund" herein);
(5) after the Outstanding Prior Bonds have been refunded or are no longer outstanding
(see "PI-IRPOSE OF THE ISSUE - Plan of Refunding" herein), Trust Fund Revenues shall be
distributed annually only as provided in the Third Amendment and in the following order of
priority:
(a) to pay debt service, reserve deposits and other costs and obligations
associated with the 2015 Bonds and any other Agency lndebtedness; (see "SECURITY
AND SOURCES OF PAYMENT - Flow of Funds" herein);
(b) to remit to the City an operation and maintenance subsidy, to be used
solely to fund operating and maintenance costs of the Convention Center, in an amount
which shall equal $l million, beginning in the Fiscal Year ending September 30, 2018,
increasing by $750,000 annually to equal $4 million in the Fiscal Year ending September
30,2022 through the Fiscal Year ending September 30,2025, and thereafter (until the
earlier of the termination or expiration of the obligation to deposit Trust Fund Revenues
or the date that the Convention Center is no longer in operation as a publicly owned
convention center), the prior year's annual subsidy for such purpose, adjusted by the lesser
of the consumer price index for the Miami urban area or four percent (4%r),which amount
may be reduced in any year by the amount of convention development tax revenue
received by the Agency or the City from the County for the purpose of funding operating
and maintenance costs of the Convention Center;
(c) to grant to the County by March 31 of each year (beginning in the Fiscal
Year ending September 30,2024 and ending on the earlier of March 31,2044 or the date
when all Agency Indebtedness is no longer outstanding), an amount equal to the County's
proportionate share (based on the Trust Fund Revenues paid by the County divided by the
total amount of Trust Fund Revenues deposited) of the total payments expended by the
Agency in the prior fiscal year for Administration, Community Policing, and Capital
Project Maintenance (as defined in the Third Amendment);
(d) to pay expenses of the Agency for Administration, Community Policing,
and Capital Project Maintenance up to $11.721 million for the Fiscal Year ended
September 30,2015 and thereafter, up to an amount which shall not exceed the prior
Fiscal Year's distribution for such expenses, adjusted by the lesser of the consumer price
index for the Miami urban area or three percent (3%), plus an annual administrative fee
(i) to the City of one and on-half percent (1 .5%) of Trust Fund Revenues paid by the City
for such Fiscal Year and (ii) to the County of one and on-half percent (1.5%) of Trust
Fund Revenues paid by the County for such Fiscal Year;
25
491
(e) to reimburse the City for the Bass Museum and Lincoln Road prior project
costs of $1,286,464.26 for the Fiscal Year ending September 30,2016; and
(0 within ninety (90) days of the end of each Fiscal Year, ending on the
earlier of March 31,2023 or the termination or expiration of the obligation of taxing
authorities to deposit tax increment revenues into the Trust Fund, deposit any
unencumbered money held in the Trust Fund and all available revenues remaining after
distribution of Trust Fund Revenues in the order, priority and amounts set forth in the
immediately preceding subparagraphs (a) through (e), into a fund to be used to finance
any shortfalls associated with the payment of the expenses described in subparagraph (d)
of this Section (provided, however, that the deposit into the fund described in this
subparagraph (f) shall only be made if it will not negatively affect the exclusion from
gross income, for federal income tax purposes of interest on any tax-exempt Agency
Indebtedness), with any amount remaining after payment of the expenses described in
subparagraph (d) of this Section being used (beginning in the Fiscal Year ending
September 30,2024) to extinguish Agency lndebtedness prior to maturity, to the extent
such Agency lndebtedness is subject to prepayment or redemption prior to maturily at
such time or, if such Agency Indebtedness is not then subject to prepayment or
redemption prior to maturity, to establish an escrow for the prepayment or redemption
prior to maturity of such Agency Indebtedness at such time as the Agency Indebtedness
is subject to prepayment or redemption prior to maturity (provided, however, that such
escrow shall only be established if it will not negatively affect the exclusion from gross
income, for federal tax purposes, of interest on any tax-exempt Agency lndebtedness; and,
provided further that, if the Agency lndebtedness is not subject to repayment or
redemption prior to maturity, and an escrow cannot be established, then the Agency shall
distribute annually any revenues remaining on deposit in the Trust Fund after the
distributions descnbed in the immediately preceding subparagraphs (a) through (e), to the
taxing authorities in the proportionate amount that the Trust Fund Revenues for such
Fiscal Year were deposited into the Trust Fund; and
(6) the County Commission shall appoint, in its sole and absolute discretion, the
member of the County Commission that represents District 5 to serve as one of the members of
the Agency.
On November 19,2014, the Commission adopted Resolution No. 607-2014 approving execution
and delivery by the Agency of the Third Amendment and the City Commission adopted Resolution No.
2014-28835 approving execution and delivery by the City of the Third Amendment. On December 16,
2014 the County Commission adopted Resolution No. R-11 10-14 approving execution and delivery by the
County of the Third Amendment. Such Resolutions also approved amendments to the Redevelopment Plan
on behalf of the Agency, the City and the County, respectively, to extend the Redevelopment Plan until
the earlier of March 31,2044 or the date the Agency lndebtedness is no longer outstanding.
Powers
Pursuant to the Act, the Agency possesses certain powers that are necessary or convenient to carry
out and effectuate redevelopment within its redevelopment areas, including, without limitation, the power:
26
492
(i) to acquire, dispose of, mortgage, pledge or otherwise encumber real property,
subject to the iimitation that the acquisition of such property must be by purchase, lease, option,
gift, grant, bequest, devise or other voluntary method of acquisition;
(ii) to demolish or remove buildings or improvements or to carry out plans for the
voluntary or compulsory repair or rehabilitation of buildings or improvements;
(iii) to install, construct or reconstruct streets, utilities, parks, playgrounds or other
improvements necessary for carrying out the community redevelopment objectives of the Agency;
(iv) to provide, arrange or contract for the furnishing of services, privileges, works,
streets, roads, public utilities or other facilities in connection with community redevelopment;
(v) to borrow or invest money or to accept advances, loans, grants, contributions or
other forms of financial assistance and to give such security as may be required therewith; and
(ui) to prepare plans for and assist in the relocation of persons or entities displaced
from the community redevelopment area and to make relocation payments to such persons or
entities.
Eminent Domain Legislation
During the 2006 legislative session, the State legislature enacted Chapter 2006-11, Laws of
Florida, among other things, which places certain limitations on the eminent domain power of
governmental entities and agencies in the State. Specifically, Chapter 2006-11:
(i) revised the Act to prohibit deiegation of the power of eminent domain from
counties and municipalities to community redevelopment agencies;
(ii) revised the Act to establish that the prevention or elimination of a slum or blighted
area, as defined in the Act, and the preservation or enhancement of the tax base are not public
uses or purposes for which private property may be taken by eminent domain;
(iii) created Section 73.013, Florida Statutes, to provide that the power of eminent
domain may not be exercised in the State to convey ownership or control of such property to any
nafural person or private entity unless such property (a) will be limited to certain specifically
enumerated purely public uses, such as providing: (l) common carrier services or systems, (2) road
or other right-of-way access to the public for transportation, (3) public or private utility services
or systems like electricity, natural gas, water and sewer or telephone, or (4) public infrastructure
or an incidental part of a properry or facility that provides goods or services to the public, or (b)
is the subject of a competitive bidding process, after notice to the public and certain rights have
been granted to the person or entity owning the property prior to the institution of the eminent
domain proceedings; and
(i") created Section 73.014, Florida Statutes, to provide that the power of eminent
domain may not be exercised to take private property for purpose of abating or eliminating a
public nuisance or any slum or blight condition.
27
493
Personnel
Originally created in 1976, the Agency was reorganized in 1983. Since its reorganization, the
members of the City Commission have constituted the members of the Agency. Pursuant to the Third
Amendment, the District 5 member of the County Commission also serves as a member of the Agency.
In addition, the Mayor serves as the Chairman of the Agency, with the Vice Mayor serving as the Vice
Chairman, the City Manager serves as the Executive Director of the Agency, with the Assistant City
Manager in charge of Housing and Community Development serving as the Assistant Executive Director,
the City's Chief Financial Officer serves as the Chief Financial Officer of the Agency, the City Attorney
serves as the General Counsel of the Agency and the Clerk of the City serves as the Secretary of the
Agency.
Set forth below is a list which contains the current members of the Agency and the expiration of
their respective terms of office:
Miami Beach Redevelopment Agency
Aqency Members
Philip Levine, Chairman
Edward L. Tobin, Vice Chairman
Michael Grieco
Joy Malakoff
Micky Steinberg
Deede Weithorn
Jonah Wolfson
Bruno A. Barreirox
Date Term Ends
November 2015
November 2015
November 2017
November 2017
November 2017
November 2015
November 2015
November 2016
* Serves as the District 5 member of the County Commission. Pursuant to the terms of the Third
Amendment, such member of the Counly Commission also serves as a member of the Agency.
The next general election of the City will be held on November 3, 2015. The Mayor is running
against a single opponent in the upcoming election, as are two (2) of the three (3) City Commissioners.
No City Commissioner whose term is expiring in November 2015 is running for reelection. In addition,
if noone running for the seat that has more than two (2) candidates on the ballot receives more than fifty
percent (50%) of the votes cast in the general election, a run-off election will be held to determine the
winner of that race. If required, the run-off election will be held on November 17,2075. The results of
the election are expected to be certified by the current Mayor and City Commission in a meeting to be
held sometime after the general election or, if a run-off election is held, after the run-off election. The
current Mayor and City Commission are expected to serve until newly eiected members have been seated.
The Executive Director serves as the chief operating officer of the Agency, responsible for, among
other things, the day-to-day administrative activities of the Agency, effectuation of its policies and
programs and all other activities of the Agency. [Pursuant to an Interlocal Agreement entered into on
by and between the City and the Agency, the City has agreed to make staff members
available to provide to the Agency, as needed, general administrative and coordination services,
28
494
engineering services, financing services and pianning services, and the Agency has agreed to pay the City
for the services provided by City employees.l
On September 10, 2015 the Chief Financial Officer of the Agency and the Assistant Finance
Director for the City resigned from their respective positions. The Chief Financial Officer had served in
her position for eighteen (18) years and the Assistant Finance Director had been an employee of the City
for seventeen (17) years. No explanations were provided by either employee in connection with the
submittal of their resignations. However, the City Manager has stated that his decision to accept their
resignations had nothing to do with the performance of the City's Finance Department nor the financial
status of the City. Each position has been filled by the City Manager's appointment of experienced City
employees who will serve in the position of Interim Chief Financial Officer and Interim Assistant Finance
Director, respectively, until permanent replacements are selected.
Set forth below is a description of certain management officials of the City who are responsible
for the day-to-day operation of the Agency:
Jimmy L. Morales, Esq., Executive Director. Mr. Morales became the Executive Director of
the Agency when he was appointed City Manager for the City of Miami Beach, Florida in April 2013.
Prior to accepting his position as City Manager, Mr. Morales was a shareholder and member of the Board
of Directors of the law firm, Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. from 2000-2013.
Mr Morales also served as City Attorney for the City of Doral, Florida from 2009-2013 and as City
Attorney for the City of Marathon, Florida from 2005-2009. In addition, Mr. Morales served as a member
of the Board of County Commissioners of Miami-Dade County, Florida from1996-2004. He has received
numerous professional awards, honors and recognitions, including the Greater Miami Chamber of
Commerce Bill Colson Leadership Award for Outstanding Leadership and Superior Ability in 2000, the
SAVE Dade Champion of Equality award in2006, and induction into the Miami Beach High School Hall
of Fame in2004. He was selected as one of the Top Lawyers in South Florida by the Sottth Florida Legal
Guide in2008-2009 and2011 and as one of the Florida Super Lawyers in 2006-2010. Mr. Morales
received his Bachelor of Arts, Magna Cum Laude, from Harvard University and his Juris Doctorate,
Magna Cum Laude, from Harvard Law School.
John Woodruff, Interim Chief Financial Officer. Mr. Woodruff became the lnterim Chief
Financial Officer of the Agency when he was appointed lnterim Chief Financial Officer for the City of
Miami Beach, Florida in September 2015. Prior to accepting his position as lnterim Chief Financial
Officer, Mr. Woodruff served as Director of the Office of Budget and Performance Improvement for the
City from June 2013 to September 2015. 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 April2002
to April 2007 . Pior 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 intemed with the
U.S. Department of Commerce, the Intemational Affairs Department for the City of San Antonio and the
Mayor's Office for the City of San Antonio. Mr. Woodruff received a Masters in 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.
29
495
Kathie G. Brooks, Assistant Executive Director. Ms. Brooks became the Assistant Executive
Director of the Agency when he was appointed the Assistant City Manager in charge of the department
responsible for community development within the City. Ms. Brooks was appointed Assistant City
Manager of the City of Miami Beach, Florida in April 2013. She also served the City as its interim City
Manager from July 2012 to April 2013 . Prior to accepting her position in the office of the City Manager,
Ms. Brooks served as the City's Budget and Performance Improvement Director from 2004-2012. Pior
to joining the City, Ms. Brooks served in various capacities and senior level positions for Miami-Dade
County, Florida for two decades, including in the Miami-Dade County Budget Department from 2003-
2004, the Miami-Dade County Manager's Office of Performance lmprovement from 2001-2003, the
Miami-Dade County Solid Waste Department from 1989-2001 and in the Miami-Dade County Transit
Department from 1984-1989. Prior to her service in government, Ms. Brooks was a transportation planner
for the firm of Schimpeler Corradino and Associates from 1980-1983. Ms. Brooks received her Bachelor
and Master of Arts in Geography from the University of Miami.
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30
496
TRUST FUND REVENUES
[THIS SECTION WILL BE UPDATED UPON RECEIPT OF ADDITIONAL INFORMATION]
Ilistorical Trust Fund Revenues
Upon issuance of the Series 2015 Bonds, the City and the County are the only two (2) taxing
authorities that shall be required to make payments of tax increment into the Trust Fund. The Children's
Trust is the other taxing authority that would be required under the Act to make payments of tax increment
into the Trust Fund. However, The Children's Trust shall be exempt from such requirement upon issuance
of the Series 2015 Bonds. See "THE AGENCY - Creation of Agency and Redevelopment Areas and -
RDA Interlocal Agreement" herein.
Set forth below is a table that shows the Trust Fund Revenues collected from the City and the
County for the past ten (10) years. For more detailed information relating to the City and the County, see
"APPENDIX A - General lnformation and Economic Data Regarding the City of Miami Beach, Florida
and Miami-Dade County, Florida."
Historical Trust Fund Revenues
Tax Roll Fiscal
Year Year
As of Ended City of
January 1 September 30 Miami Beach
200s 2006 $
2006 2007
2007 2008
2008 2009
2009 2010
2010 20tt
20tt 2012
2012 2013
2013 2014
2014 2015
Source: City of Miami Beach Finance Department.
Miami-Dade
County
$
Percentage
Increase or
Decrease
Over
Prior Year
o//o
Dollar
Increase or
Decrease
Over
Prior Year
$
Total
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3l
497
Set forth below is a table that shows the assessed value of the taxable real property in
Redevelopment Area that provided the basis for the amount of Trust Fund Revenues collected from
City and the County for the past ten (10) years.
Historical City Center/Historic Convention Village
Real Property Assessed Values
the
the
Tax Roll
Year
As of
January 1
2005
2006
2007
2008
2009
2010
2011
2012
20r3
2014
Fiscal
Year
Ended
September 30
2006
2007
2008
2009
2010
20tt
2012
2013
20t4
2015
A
Final
Gross
Taxable
Value
Percentage
Increase or
Decrease
Over
Prior Year
B
Base
Year
Taxable
Value(r)
$292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
292,572,2',71
292,572,271
=A-B
Incremental
Value (2)
Percentage
lncrease or
Decrease
Over
Prior Year
Dollar
Increase or
Decrease
Over
Prior Year
$o/oo//o
Source: City of Miami Beach Finance Department.
( I ) Represents taxable value of real property in the Redevelopment Area for the tax roll year as of January I, 7992, Fiscal Year
ended September 30, 1993. See "SECURITY AND SOIIRCES OF PAYMENT - Pledged Funds - Trust Fund" herein.(2) Incremental Value equals the Final Gross Taxable Value minus the Base Year Taxable Value.
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32
498
Set forth below is a table that shows the taxable value of all new construction in the
Redevelopment Area for the past five (5) years. The taxable value set forth in the table below was
included in the final gross taxable value used in each year to determine the amount of Trust Fund
Revenues collected from the city and the county for deposit into the Trust Fund.
Ilistorical City Center/Historic Convention Village
New Construction Taxable Values
Tax Roll Fiscal New Construction
Year Year lncrease or
As of Ended (Decrease) in
January 1 September 30 Taxable Value
2010 201r
2011 2012
2012 2013
2013 2014
2014 20ls
Source: Ciry of Miami Beach Finance Department.
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33
499
Set forth below is a table that shows the top ten (10) principal taxpayers in the Redevelopment
Area for Fiscal Year 2014, the taxable vaiue attributable to such taxpayers, the percentage of such value
to the gross taxable value of all taxable properly in the Redevelopment Area and the type of property use
attributed to each taxpayer.
City Center/Historic Convention Village
Principal Taxpayers
Name of Taxpaver Use of Property
Taxable
Value
$
Percentage of
Fiscal Year
2014 Gross
Taxable Value
o//tl
TOTAL
Source: City of Miami Beach Finance Department and the Miami-Dade County Property Appraiser's Offrce.
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o/-/o:
34
500
Set forth below is a table that shows the top ten
Redevelopment Area for Fiscal Year 2074, based on the
the percentage of the taxable value of such property or
taxable property in the Redevelopment Area and the
development.
(10) properties or developments located in the
taxable value of such property or development,
deveiopment to the gross taxable value of all
fype of use attributed to each properfy or
Name of Development
City Center/Historic Convention Village
Principal Developments
Use of Property
Taxable
Value (r)
$
Percentage of
Fiscal Year
2014 Gross
Taxable Value
%
TOTAL 7o
Source: Cify of Miami Beach Finance Department and the Miami-Dade County Property Appraiser's Office.
(l) Taxable value represents the value for the entire development and not the taxable value attributable to any
individual taxpayer (e.g., taxable value for condominiums is for entire complex, not any individual
condominium owner or group of owners).
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501
Set forth below is a table that shows the operating millage rates levied during the past ten (10)
years by the City and the County in the Redevelopment Area.
Historical Millage Rates
Tax Roll
Year as of
January I
2005
2006
2001
2008
2009
201 0
2011
2012
2013
2014
Fiscal
Year Ended
September 30
2006
2007
2008
2009
20r0
2011
2012
2013
2014
20t5
City of
Miami Beach
7.4810
7.3740
5.6555
5.6555
5.6555
6.2155
6.1 655
6.0909
5.8634
Miami-Dade
Countv
5.8350
4.5615
4.5796
4.8379
4.8379
5.4275
4.8050
4.703s
4.7035
Source: City of Miami Beach Finance Department.
Set forth on the following page is a table that
expenditures for the Redevelopment Area, the amount
such amounts for the past five (5) Fiscal Years.
reflects the historical statement of revenues and
held in the Trust Fund and the annual changes in
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36
502
City Center/Historic Convention Village
Statement of Revenues, Expenditures and Changes in Fund Balances
Revenues
Tax Increment
City of Miami Beach
Miami-Dade County
Total Tax Increment
Miscellaneous
Resort Tax(r)
Rents and Leases
Interest
Other Miscellaneous Revenues
Total Miscellaneous
Total Revenues
Expenditures
Debt Service(2)
Debt Service Coverage
Operations
General Government
Public Safety
Economic Environment
Transportation
Culrural and Recreation
Capital Outlay
Total Operations
Total Expenditures
Sale of Capital Assets
Transfers In
Transfers Out
Net Change in Fund Balances
Fund Balances - Beginning
Fund Balances Ending
For the Fiscal Year Ended September 30,
2010 2011 20t2 2013 2014
$$$$$
$_s_$$
Source: City of Miami Beach Finance Department.
)t
503
Footnotes below provided for table on immediately preceding page.
(1) Footnote to be added.
(2) Represents the Debt Service Requirement on the Outstanding Prior Bonds. See "INTRODUCTION,'and
"PLAN OF REFLINDING" herein.
Set forth below is a table that shows the rate of growth of taxable values and tax increment in City
CenterAlistoric Convention Village for the past five (5) Fiscal years.
City Center/Historic Convention Village
Tax Increment Revenues and Growth
For lhe Fiscal Year Ended September 30.
2010 2011 2rl2 2013 2014
Increase (Decrease) in Existing Value % % % % %
Existing Value
New Construction
Final Gross Taxable Value
Base Year Taxable Value
lncremental Taxable Value
(292.s7 2.27 1) (292.s7 2.27 t\ (292.57 2.27 1) (292,57 2.27 1\ (292,57 2 "27 t)
$_$$_$$
City of Miami Beach*
Millage Rate (City) 5,6555 6.2155 6.1655 6.0909 6.8634
GrosslncrementalRevenue $ $ $ $ $
Statutory Reduction (5.0%) (5.0%) (5.0%) (5.0%\ (5.0%\
City Tax Incremental Revenue
Miami-Dade County*
Millage Rate (county) 4.8379 5.4275 4.8050 4.7035 4.7035
Gross Incremental Revenue
Statutory Reduction (5.0%) (5.0%) (S.O%\ (5.0%) (5.0%)
County Tax Incremental Revenue
Total Tax Incremental Revenue $_ $$_$$_
Source: City of Miami Beach Finance Department.
* See "SECURITY AND SOURCES OF PAYMENT - Pledged Funds" for a description of the requirements imposed
on each taxing authority for the determination of tax increment revenues.
38
504
Historical Debt Service Coverage.
Set forth below is a table that shows the Trust Fund Revenues, debt service on the Outstanding
Prior Bonds and the debt service coverage provided by the Trust Fund Revenues generated for the past
five (5) Fiscal Years.
Trust Fund Revenues,
Debt Service on Bonds and Debt Service Coverage
Fiscal
Year
2010
2011
2012
2013
2014
Trust Fund
Revenues
$
Debt Service on
Outstanding
Prior Bonds
$8,393,267
8,393,254
8,393,916
8,397,766
8,403,739
Debt Service
Coverage on
Outstanding
Prior Bonds
x
Maximum
Annual Debt
Service on Series
2015 Bonds(t)
s23,748,2s0
23,748,250
23,749,250
23,748,259
23,748,250
Coverage on
MaximumAnnual
Debt Service
for Series 2015
Bonds(r)
Source: City of Miami Beach Finance Department.
(1) Represents the Maximum Annual Debt Service on the Series 2015 Bonds, assuming an aggregate principal
amount of $358,495,000, a final maturity of March 1,2044, and a true interest cost of 4.319%. The assumed
Maximum Annual Debt Service on the Series 2015 Bonds is included solely for purposes of showing the
amount ofcoverage that would have been available ifthe Series 2015 Bonds had been issued prior to Fiscal
Year 2010. The assumed Maximum Annual Debt Service on the Series 2015 Bonds occurs in Fiscal years
2025 and2028. All amounts are preliminary, subject to change.
RISK FACTORS
The following discussion provides information relating to certain risks that could affect payments
of the principal of, redemption premium, if any, and interest on the Bonds. The order in which the
following information is presented is not intended to reflect the relative importance of the risks discussed.
The following information is not, and is not intended to be, exhaustive and should be read in conjunction
with all of the other sections of this Official Statement, including its appendices. prospective purchasers
of the Series 2015 Bonds should analyze carefully the information contained in this Official Statement,
including its appendices (and including the additional information contained in the form of the complete
documents referenced or summarized herein), for a more complete description of the investment
considerations relevant to purchasing the Series 2015 Bonds. Copies of any documents referenced or
summarized in this Official Statement are available from the Agency or the City. See "INTRODUCTION,'
herein.
39
505
Limited Obligation of Agency
Paymentfrom Pledged Funds Only. The ability of the Agency to make timely payments of the
principal of, redemption premium, if any, and interest on the Bonds depends upon the ability of the
Agency to collect Trust Fund Revenues which, together with earnings thereon and on amounts held in the
funds and accounts created under the Bond Resolution, will be adequate to make such payments. The
Bonds are not general obligations supported by the fulI faith and credit of the City, the Agency, the
County or the State or any political subdivision ofthe foregoing, but are payable solely from the Pledged
Funds. Neither the State, the County or the City, or any other political subdivision of the State has any
obligation or power under the Bond Resolution or under Florida law to levy any taxes in order to pay debt
service on the Bonds or to avail or cure any default in any such payments. The Agency does not have the
power to lelry taxes.
Limited Replenishment Of De/iciencies. Except for the Debt Service Reserve Account, there is
no fund or account under the Bond Resolution which is required to contain amounts to make up for any
deficiencies in the event of one or more defaults by the Agency in making payments of debt service on
the Bonds. There is no source from which the Sinking Fund will be replenished, except the Trust Fund
Revenues and investment income on moneys in the funds and accounts held under the Bond Resolution.
There can be no representation or assurance that the Agency will realize sufficient Trust Fund Revenues
to pay, when due, all required payments of debt service on the Bonds.
Tax Increment Financing
Concentration of Revenues. A significant portion of the Trust Fund Revenues received by the
Agency are from large residential developments and commercial developments in the Redevelopment Area.
See "TRUST FUND REVENUES - Historical Trust Fund Revenues" herein. The occurrence of any event
that has a major negative impact on such developments, including, without limitation, natural disasters
(such as hurricanes and other major tropical storms to which South Florida is generally subject), could
significantly reduce the Trust Fund Revenues that can be collected by the Agency which could, in turn,
have a material adverse impact on the ability of the Agency to pay debt service on the Bonds.
Competition from Comparable Development Projects. The current growth strategy for the
Redevelopment Area is in competition with other communities located outside the Redevelopment Area
whose growth will not generate Trust Fund Revenues. The growth strategy for the Redevelopment Area
is heavily dependent upon the development of commercial projects. In the event that a large number of
commercial projects are constructed in the City outside the Redevelopment Area, the demand for
commercial space within the Redevelopment Area could be reduced, thereby leading to a possible
reduction in future development in the Redevelopment Area and a reduction in the collection of Trust
Fund Revenues.
Millage Rates. The addition of significant numbers of new taxpayers or an increase of property
values outside the Redevelopment Area could result in an environment favorable to the reduction of the
County and/or the City millage rate. The County and/or the City could determine that its millage rates
should be reduced for other reasons as well. Any reduction in millage rates by the County or the City
could reduce the amount of Trust Fund Revenues payable by the County and/or the City which, in turn,
could negatively impact the ability of the Agency to pay debt service on the Bonds.
Decreuses in Property Values. The amount of Trust Fund Revenues collected historically and
expected to be collected in the future to pay debt service on the Bonds is dependent upon the strength of
40
506
the taxable value of real property in the Redevelopment Area. Such value has actually decreased in recent
years as a result of the general downturn in the economy and specifically, in the real estate market
throughout the State. Numerous events could occur that might further reduce or cause an extended
stagnation in the value of real property within the Redevelopment Area, including, without limitation,
natural disasters (such as hurricanes and other major tropical storms to which South Florida is generally
subject), public acquisition of property within the Redevelopment Area by the State or political
subdivisions exercising their respective rights of eminent domain, or social, economic or demographic
factors (or adverse public perceptions related thereto) beyond the control of the Agency, the City or the
taxpayers in the Redevelopment Area. Any or all of such events could materially, adversely affect the
realization and collection of Trust Fund Revenues.
State, Nationul and International Economic and Politicul Factors. Certain economic or political
developments, such as new downturns in the State, national or international economy or an inability to
recover fully from the most recent economic downturn, increased national or international barriers to
tourism or trade or international currency fluctuations, could all materially, adversely affect the continued
development of the Redevelopment Area, its attraction to businesses and investors and, as a result, its
ability to produce sufficient Trust Fund Revenues to pay debt service on the Bonds.
Appeals of Assessmenfs. The amount of Trust Fund Revenues collected annually is dependent
upon the assessed value of taxable property in the Redevelopment Area.. See "SECURITY AND
SOURCES OF PAYMENT - Pledged Funds" herein. State law allows taxpayers to dispute assessment
valuations. Any successful appeals of assessment valuations will result in less Trust Fund Revenues being
collected annually than is currently contemplated. If such appeals resulted in a significant reduction in
the overall assessed value of the taxable propeffy in the Redevelopment Area, they could have a material
adverse impact on the ability of the Agency to pay debt service on the Bonds.
Adverse Legislative, Judicial or Administrative Action. The State legislature, the courts or an
administrative agency with jurisdiction in the matter could enact new laws or regulations or interpret,
amend, alter, change or modify the laws or regulations governing the collection, distribution, definition
or accumulation of ad valorem tax revenues generally, or tax increment revenues specifically, in a fashion
that would materially, adversely affect the ability of the Agency to receive Trust Fund Revenues in an
amount sufficient to pay debt service on the Bonds.
No Feasibility Consultanl. This Official Statement provides historical information to demonstrate
that the Redevelopment Area generates sufficient Trust Fund Revenues to pay debt service on the Series
2015 Bonds. In connection with the issuance of the Series 2015 Bonds, the Agency determined that it
would not engage an independent feasibility consultant to provide an analysis of projected growth in the
Redevelopment Area or to calculate projected Trust Fund Revenues. As a result, while the Agency
reasonably believes Trust Fund Revenues will be sufficient to meet Debt Service Requirements, no
forecasts or projections of Trust Fund Revenues to pay debt service on the Bonds are included in this
Official Statement.
Requirement of Interlocal Agreement to Redeem Bonds. The Third Amendment establishes a
requirement that excess Trust Fund Revenues be (i) held in escrow and (ii) beginning in the Fiscal Year
ending September 30, 2024 or in any later year when such outstanding Agency Indebtedness can be
redeemed, if redemption is not available during Fiscal Year 2024,used for the purpose of prepaying or
redeeming outstanding Agency Indebtedness; provided such use of funds does not negatively affect the
exclusion from gross income for federal income tax purposes of interest on any tax-exempt Agency
lndebtedness. See "THE AGENCY - RDA lnterlocal Agreement" herein. The requirement use excess
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Trust Fund Revenues to redeem Agency Indebtedness prior to maturity may make the optional redemption
of the Series 2015 Bonds on the earliest date when the Series 2015 Bonds can be redeemed more likely
than would be the case if such requirement did not exist.
PENSION AND OTHER POST EMPLOYMENT BENEFITS
Defined Benefit Plans
AII of the employees providing services to the Agency are also employees of the City. The
following is a brief description of the Agency employees' participation in the Miami Beach Employees'
Retirement Plan and the City's Pension Fund for Firefighters and Police (the "Plans"). Pursuant to
Modification 29 of the Florida State Social Security Agreement, effective January 1, 1955, the City does
not participate in the federal Old-Age and Survivors lnsurance System embodied in the U.S. Social
Security Act. Instead, it provides eligible employees a comprehensive defined benefit pension. The City
does participate in the hospital insurance tax, also known as Medicare, and withholds taxes accordingly.
All full-time employees of the City who work more than thirty (30) hours per week and hold
classified or unclassified positions, except for policemen and firemen, are covered by the Miami Beach
Employees' Retirement Plan (the "Employee Plan"). The Employee Plan provides retirement benefits as
well as death and disability benefits at two (2) different tiers of employees, depending on when the
employees entered the Employee Plan. All first tier employees who participate are required to contribute
twelve percent (12%) of their salary to the Employee Plan. All second tier employees are required to
contribute ten percent (10%) of their salary to the Employee Plan. The Employee Plan's funding policy
provides for periodic employer contributions at actuarially determined rates that, expressed as percentages
of annual covered payroll, are sufficient to accumulate sufficient assets to pay benefits when due.
The City's Pension Fund for Police and Firefighters (the "Police and Firefighters' Plan) is a
defined benefit pension plan covering substantially all police officers and firefighters of the City.
Members of the Police and Firefighters'Plan contribute ten percent (10%) of their salary. The City is
required to contribute an actuarially determined amount that, when combined with members' contributions,
will fully provide for all benefits as they become payable.
Based on a percentage of budgeted salary by position per department, the Agency is allocated a
proportionate share of contributions by the City and hence contributes annually to the Plans. Contributions
for 2014 were $946,000. At September 30, 2014 the Agency did not have a net pension obligation or a
net pension asset.
For more detailed information concerning the Plans, see "APPENDIX B - Excerpts from the
Comprehensive Annual Financial Report of the City of Miami Beach, Florida for the Fiscal Year ended
September 30,2014" and, in particular, Note IV of such Financial Report.
Other Post Employment Benefits
ln 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. Such
requirement extends to employees of the City who provide services to the Agency. 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. As with all governmental entities providing similar plans, the City is required
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to comply with the Governmental Accounting Standard's Board Statement No. 45 - Accounting and
Financial Reporting by Employers for Postemployment Benefits Other than Pensions ("GASB 45").
GASB 45 applies accounting methodology similar to that used for pension liabilities to other post
employment benefits ("OPEB") and attempts to more fully reveal the costs of employment by requiring
governmental units to include future OPEB costs in their financial statements. While GASB 45 requires
recognition and disclosure of the unfunded OPEB liability, there is no requirement that the liability of such
plan be funded.
The City has the authority to establish and amend its OPEB funding policy. The annual cost of
the City's OPEB PIan is calculated based on the annual required contribution (the "ARC"), an amount
actuarially determined in accordance with the parameters of GASB 45. The ARC 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.
As of September 30, 2008, the City established an OPEB Trust (the "OPEB Trust") and began
funding its OPEB obligation. The Agency's ARC to the OPEB Trust for the Fiscal Year ended September
30,2014 was based on an actuarially determined amount for the City. The Agency was allocated its
equitable share of the ARC, based on its covered payroll. The Agency contributed $197,318 to the OPEB
Trust. At September 30, 2014, the Agency did not have a net OPEB obligation or a net OPEB asset.
For more detailed information concerning OPEB, see "APPENDIX B - Excerpts from the
Comprehensive Annual Financial Report of the City of Miami Beach, Florida for the Fiscal Year ended
September 30,2014" and, in particular, Note IV(f; of such Financial Report.
LEGAL MATTERS
Certain legal matters incident to the issuance of the Series 2015 Bonds and with regard to the tax-
exempt status of the interest on the Series 2015 Bonds (see "TAX MATTERS" herein) are subject to the
legal opinion of Squire Patton Boggs (US) LLP, Bond Counsel to the Agency. The signed legal opinion
of Bond Counsel, substantially in the form attached hereto as APPENDIX E, dated and premised on law
in effect as of the date of issuance of the Series 2015 Bonds, will be delivered on the date of issuance of
the Series 2015 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 Agency 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 Agency or the Series 2015 Bonds that may be prepared or made available
by the Agency, the Underwriters or others to the Holders of the Series 2015 Bonds or other parties.
Certain legal matters incident to the issuance of the Series 2015 Bonds relating to disclosure will
be passed on for the Agency by the Law Offices of Steve E. Bullock, P.A., Miami, Florida, whose legal
services as Disclosure Counsel have been retained by the Agency. The signed legal opinion, dated and
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premised on law in effect as of the date of original delivery of the Series 2015 Bonds, wiil be delivered
to the Agency by Disclosure Counsel at the time of original delivery of the Series 2015 Bonds.
The proposed text of the form of the legal opinion of Disclosure Counsel is set forth as
APPENDX F 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
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 Agency by Raul J. Aguila, Esquire, Miami Beach,
Florida, General Counsel to the Agency, and for the Underwriters by their counsel, Greenberg Traurig,,
P.A., Miami, Florida.
The legal opinions and other letters of counsel to be delivered concurrently with the delivery of
the Series 2015 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 ofsuch opinion or advice does not become an insurer or guarantor ofthe 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.
LITIGATION
There is no litigation pending that seeks to restrain or enjoin the issuance or delivery of the Series
2015 Bonds or contesting the proceedings or authority under which they are to be issued or the creation,
organization or existence of the Agency or, if determined adversely to the Agency, would have a material
adverse impact on the ability of the Redevelopment Area to generate sufficient Trust Fund Revenues to
pay debt service on the Series 2015 Bonds.
The Agency experiences routine litigation and claims incidental to the conduct of its affairs. In
the opinion of General Counsel to the Agency, there are no lawsuits presently pending or, to the best of
his knowledge, threatened, the adverse outcome of which would impair the Agency's ability to perform
its obligations to the owners of the Series 2015 Bonds.
ENFORCEABILITY OF REMEDIES
The remedies available to the owners of the Series 2015 Bonds upon the occurrence of a default
under the Bond 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 Bond Resolution and the Series 2015 Bonds may not be readily available or may
be limited. The various legal opinions to be delivered concurrently with the delivery of the Series 2015
Bonds (including Bond Counsel's approving opinion) wiil 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).
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TAX MATTERS
Series 2005A Bonds
General. NO ATTEMPT HAS BEEN MADE TO PROVIDE THAT INTEREST ON THE
SERIES 2OI'ABONDS IS EXCLUDED FROM GROSS INCOME OF THE HOLDERS THEREOF FOR
FEDERAL INCOME TAX PURPOSES. NO OPINION IS RENDERED WITH RESPECT TO THE
FEDERAL TAX CONSEQUENCES OF OWNERSHIP OF THE SERIES 20154 BONDS AND EACH
PITRCHASER SHOULD CONSULT ITS OWN TAX ADVISOR TO DETERMINE THE FEDERAL TAX
CONSEQUENCES OF OWNTNG THE SERIES 2015A BONDS.
Payments of principal of and interest on the Series 20154 Bonds may be subject to "backup
withholding tax" under Section 3406 of the Internal Revenue Code of 1986, as amended (the "Code"), at
a rate of twenty-eight percent (28%) if recipients of such payments (other than foreign investors who have
properly provided required certifications) fail to properly provide to the payor certain information,
including their taxpayer identification numbers, or otherwise fail to establish an exemption from such tax.
Any amounts deducted and withheld from a payment to a recipient are allowed as a credit against the
federal income tax of such recipient. Furthermore, certain penalties may be imposed by the lntemal
Revenue Service on a recipient of payments who is required to supply information but does not do so in
the proper manner.
In the opinion of Sanders Patton Boggs (US) LLP, Bond Counsel, under existing law, the Series
2015A 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 Statues as amended. Bond Counsel will express no opinion as to
any other federal or state tax consequences regarding the Series 2015A' Bonds.
Series 20158 Bonds
General. ln the opinion of Squire Patton Boggs (uS) LLP, Bond Counsel, under existing law:
(i) interest on the Series 20158 Bonds is excluded from gross income for federal income tax pu{poses
under Section 103 of the Intemal Revenue Code of 1986, as amended (the "Code"), and is not an item of
tax preference for purposes of the federal alternative minimum tax imposed on individuals and
corporations; and (ii) the Series 20158 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 22),Florida Statutes, as amended. Bond Counsel
expresses no opinion as to any other tax consequences regarding the Series 20158 Bonds.
The opinion on tax matters will be based on and will assume the accuracy of certain
representations and certifications, and continuing compliance with certain covenants, of the Agency
contained in the transcript of proceedings and that are intended to evidence and assure the foregoing,
including that the Series 20158 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 Agency's representations and certifications or the continuing compliance with the
Agency'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 20158 Bonds from gross income for federal income tax purposes but is not a
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guaranty of that conclusion. The opinion is not binding on the lnternal 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 Agency may cause loss of such status and result in the interest on the
Series 20158 Bonds being included in gross income for federal income tax purposes retroactively to the
date of issuance of the Series 20 15B Bonds. The Agency has covenanted to take the actions required of
it for the interest on the Series 20158 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 20158 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 20158 Bonds or the market value of the Series
20158 Bonds.
A portion of the interest on the Series 20 158 Bonds earned by certain corporations may be subject
to a federal corporate alternative minimum tax. In addition, interest on the Series 20158 Bonds *uy b.
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 20158 Bonds. Bond Counsel will express no opinion regarding those
consequences.
Payments of interest on tax-exempt obligations, including the Series 20158 Bonds, are generally
subject to IRS Form 1099-INT information reporting requirements. If a Series 20158 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 20158 Bonds ends with the issuance of the
Series 201 58 Bonds, and, unless separately engaged, Bond Counsel is not obligated to defend the Agency
or the owners of the Series 2015B 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 20158 Bonds, under current IRS procedures, the IRS will treat the Agency as the taxpayer
and the beneficial owners of the Series 20158 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 20 I 58 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 2015Ei Bonds.
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Prospective purchasers of the Series 20158 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 20158 Bonds at other than their original issuance, should consult their own tax advisers
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 Decisiazs. 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 20158 Bonds. There can be no assurance that legislation enacted or
proposed, or actions by a court, after the date of issuance of the Series 2015B Bonds will not have an
adverse effect on the tax status of interest on the Series 20158 Bonds or the market value or marketability
of the Series 20158 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
20158 Bonds from gross income for federal or state income tax purposes for all or certain taxpayers.
For example, recent presidential and legislative proposals would eliminate, reduce or otherwise
alter the tax benefits currently provided to certain owners of state and local government bonds, including
proposals that would result in additional federal income tax on taxpayers that own tax-exempt obligations
if their incomes exceed certain thresholds. Investors in the Series 201 58 Bonds should be aware that any
such future legislative actions (including federal income tax reform) may retroactively change the treatment
of all or a portion of the interest on the Series 20158 Bonds for federal income tax purposes for all or
certain taxpayers. In such event, the market value of the Series 20158 Bonds may be adversely affected
and the ability of holders to sell their Series 20158 Bonds in the secondary market may be reduced. The
Series 20158 Bonds are not subject to special mandatory redemption, and the interest rates on the Series
20158 Bonds are not subject to adjustment in the event of any such change.
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 20158 Bonds
("Discount Bonds") as indicated on the inside cover page of this Official Statement were offered and soid
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 maturify 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
owrer'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 20158 Bonds, and (ii) is added to the
owner's tax basis for purposes of determining gain or loss on the maturity, redemption, prior sale or other
disposition of that Discount Bond. The amount of OID that accrues each year to a corporate owner of a
Discount Bond is taken into account in computing the corporation's liability for federal alternative
minimum tax. A purchaser of a Discount Bond in the initial public offering at the price for that Discount
Bond stated on the inside cover page of this Official Statement who holds that Discount Bond to maturity
will realize no gain or loss upon the retirement of that Discount Bond.
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Certain of the Series 20158 Bonds ("PremiumBonds") as indicated on the inside coverpage of
this Official Statement were offered and sold to the pubiic 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 at the price for that Premium Bond stated on the inside cover page of this Official Statement 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 advisers as to the
determination for federal income tax purposes of the amount of OID or bond premium properly
accruoble or amortizable in any period with respect to the Discount Bonds or Premiam Bonds and as
to other federal tux consequences and the treatment of OID and bond premiam for purposes of state
and local toxes on, or based on, income.
CONTINUING DISCLOSURE
The Agency will covenant for the benefit of the holders of the Series 2015 Bonds to provide
certain financial information and operating data relating to the Agency and the Trust Fund not later than
rwo hundred torty (240) days following the end of each Fiscal Year, commencing with the Fiscal Year
ended September 30, 2015 (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 contained in the Annual Report and the notices of events is contained in "APPENDIX G - Form of
Disclosure Dissemination Agent Agreement." These covenants have been made in order to assist the
Underwriters in complying with Rule 15c2-12 of the Securities and Exchange Commission.
On July 28,2014 Standard & Poor's Ratings Services ("S&P") announced that it had raised its
rating on the City's general obligation debt trvo (2) notches to "AA+" from "AA-." The disclosure
agreements entered into by the City in connection with the issuance of various series of bonds (the
"Disclosure Agreements") require the City to provide, among other things, notice of rating changes
affecting such series of bonds. Notice of the ratings increase announced by S&P on July 28,2014 was
not provided by the City within the time periods established in the Disclosure Agreements. Such notice
was filed by DAC, on behalf of the City, with the MSRB on April 29,2015.
On April 4, 2011 S&P announced that it had raised its rating on the tax increment debt of the
Agency by one (l) notch, to "A*" from "A." The disclosure agreements entered into by the City and the
Agency in connection with the issuance of various series of tax increment bonds by the Agency (the "Tax
lncrement Bonds Disclosure Agreements") require the Agency to provide, among other things, notice of
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rating changes affecting such series of bonds. Notice of the ratings increase announced by S&P on April
4,2011 was not provided by the Agency in the manner set forth in the Tax Increment Bonds Disclosure
Agreements.
Documents required to be filed pursuant to the Disclosure Agreements are currently on file and
availableelectronicallyfromtheMSRBathttp://emma.msrb.org/. InformationregardingtheSeries20l5
Bonds and other bonds previously issued by the Agency or the City may be found at the DAC internet site,"http//www.dacbon ."
FINANCIAL STATEMENTS
Excerpts from the Comprehensive Annual Financial Report of the City of Miami Beach, Florida
for the Fiscal Year ended September 30, 2014 and the report of Crowe Horwath LLP, independent
certified public accountants ("Crowe Horwath"), in connection therewith, dated March 30, 2015, arc
included in APPENDIX B to this Official Statement as part of the public records of the City. In addition,
the Financial Report of the Miami Beach Redevelopment Agency (A Component Unit of the City of
Miami Beach, Florida) for the Fiscal Year ended September 30, 2014 and the report of Crowe Horwath
in connection therewith, dated March 30, 2015, 2015, are included in APPENDD( C to this Official
Statement as part of the public records of the Agency. Such financial statements and reports contain
information relating to the City and the Agency.
The consent of Crowe Horwath was not requested for the reproduction of its audit reports 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 2015 Bonds.
RATINGS
[Moody's Investors Service, Inc. ("Moody's") and S&P are expected to assign ratings of "_,"witha..outIook,',and..,''witha..-outlook,',respectively,totheSeries20l5
Bonds insured by the Bond lnsurance Policy, with the understanding that upon delivery of such Series
2015 Bonds the Bond Insurance Policy insuring the payments, when due, of the principal of and interest
on such Series 2015 Bonds will be issued by the Bond Insurer. See "MLTNICIPAL BOND INSURANCE"
herein. In addition, Moody's has assigned to the Series 2015 Bonds a rating of "_," with a..-out1ook,,,andS&Phasassignedaratingof..-,,,witha..-out1ook,,,each
without regard to the issuance of the Bond Insurance Policy.l Such ratings and outlooks reflect the view
of such organizations. An explanation of the significance of such ratings and outlooks may be obtained
only from Moody's and S&P, respectively. An explanation of the rating and outlook 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, 38h Floor, New York, New York 10041, (212) 438-2124.
There is no assurance that the rating and outlook provided by Moody's and S&P, respectively, 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 such downward revision or
withdrawal of such ratings or outlooks may have an adverse effect on the market price of the Series 2015
Bonds.
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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 2015 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 2015 Bonds.
IINDERWRITING
The Series 2015 Bonds are being purchased by Morgan Stanley & Co.LLC, Wells Fargo Bank,
National Association, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Raymond James & Associates,
Inc. and Loop Capital Markets LLC (collectively, the "Underwriters"), subject to certain terms and
conditions set forth in the purchase contract between the Agency and the Underwriters, including the
delivery of opinions on certain legal matters relating to the issuance of the Series 2015 Bonds by Bond
Counsel and the existence of no material adverse change in the condition of the Agency from that set forth
in the Official Statement.
The Series 2015 Bonds are being purchased at a purchase price of$(which
represents the $principal amount of the Series 2015 Bonds, [plus / minus a net
original issue premium / discount of $,] minus an Underwriters' discount of
$ ). The Series 2015 Bonds are offered for sale to the public at the prices and yields
setforthontheinsidecoverpageofthisOfficialStatement. TheSeries2015Bondsmaybeofferedand
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.
Morgan Stanley, parent company of Morgan Stanley & Co. LLC, the senior managing underwriter
of the Series 2015 Bonds, has entered into a retail distribution arrangement with its affiliate Morgan
Stanley Smith Bamey LLC. As part of the distribution arrangement, Morgan Stanley & Co. LLC may
distribute municipal securities to retail investors through the financial advisor network of Morgan Stanley
Smith Barney LLC. As part of this arrangement, Morgan Stanley & Co. LLC may compensate Morgan
Stanley Smith Barney LLC for its selling efforts with respect to the Series 2015 Bonds.
Wells Fargo Securities is the trade name for certain securities-related capital markets and
investment banking services of Wells Fargo & Company and its subsidiaries, including Wells Fargo Bank,
National Association. Wells Fargo Bank, National Association ("WFBNA"), one of the underwriters of
the Series 2015 Bonds, has entered into an agreement (the "Distribution Agreement") with its affiliate,
Wells Fargo Advisors, LLC ("WFA"), for the distribution of certain municipal securities offerings,
including the Series 2015 Bonds. Pursuant to the Distribution Agreement, WFBNA will share a portion
of its underwriting or remarketing agent compensation, as applicable, with respect to the Series 2015
Bonds with WFA. WFBNA also utilizes the distribution capabilities of its affiliate, Wells Fargo
Securities, LLC ("WFSLLC"), for the distribution of municipal securities offerings, including the Series
2015 Bonds. ln connection with utilizing the distribution capabilities of WFSLLC, WFBNA pays a
portion of WFSLLC's expenses based on its municipal securities transactions. WI'BNA, WFSLLC and
WFA are each wholly-owned subsidiaries of Wells Fargo & Company. Certain subsidiaries of Wells
Fargo & Company (parent company of Wells Fargo Bank, National Association), have provided, from time
to time, investment banking services, commercial banking services or advisory services to the Agency, for
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which they have received customary compensation. Wells Fargo & Company or its subsidiaries may, from
time to time, engage in transactions with and perform services for the Agency in the ordinary course of
their respective businesses.
The Underwriters and their respective affrliates are full service financial institutions engaged in
various activities, which may include sales and trading, commercial and investment banking, advisory,
investment management, investment research, principal investment, hedging, market making, brokerage
and other financial and non-financial activities and services. Il the course of their various business
activities, the Underwriters and their respective affiliates, officers, directors and employees may purchase,
sell or hold a broad array of investments and actively trade securities, derivativ"r, louor, commodities,
currencies, credit default swaps and other financial instruments for their own account and for the accounts
of their customers, and such investment and trading activities may involve or relate to assets, securities
and/or instruments of the Agency (directly, as collateral securing other obligations or otherwise) and/or
persons and entities with relationships with the Agency. The Underwriters and their respective affiliates
may also communicate independent investment recommendations, market color or trading ideas and/or
publish or express independent research views in respect of such assets, securities or instruments and may
at any time hold, or recommend to clients that they should acquire, long and/or short positions in such
assets, securities and instruments.
The Underwriters, respectively, may have entered into agreements with other broker- dealers (that
have not been designated by the City as Underwriters) for the distribution of the Series 2015 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.
VERIFICATION OF MATHEMATICAL COMPUTATIONS
The arithmetical accuracy of certain computations included in the schedules provided by Morgan
Stanley & Co. LLC relating to the computation of forecasted receipts of principal and interest on ih"
Government Obligations and uninvested cash to pay and redeem the Outstanding prior Bonds and
supporting the conclusion of Bond Counsel that the Series 2015 Bonds do not constitute "arbitrage bonds,'
under Section 148 of the Internal Revenue Code of 1986, as amended, was verified by Integritypublic
Finance Consulting LLC, Jacksonville, Florida, as the Verification Agent. Such computations were based
solely upon assumptions and information supplied by Morgan Staniey & co. LLC
The Verification Agent has restricted its procedures to examining the arithmetical accuracy of
certain computations included in the schedules provided by Morgan Stanley & Co.LLC. The Verification
Agent has not made any study or evaluation of the assumptions and information upon which the
computations are based and, accordingly, has not expressed an opinion on the data used, the
reasonableness of the assumptions, or the achievability of the forecasted results.
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 2015 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 20r5 Bonds.
51
517
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS
Section 517.051, Florida Statutes, and Rule 3E400.003, Florida Administrative Code, requires the
Agency to disclose each and every default as to payment of principal and interest after December 3l , 197 5
with respect to obligations issued or guaranteed by the Agency. Rule 3E400.003 further provides,
however, that if the Agency in good faith believes that such disclosure would not be considered material
by reasonable investors, such disclosure may be omitted. The Agency is not in default and has not been
in default since Decemb er 31, l9'75 in the payment of principal or interest with respect to any obligations
issued or guaranteed by the Agency that would be considered material to a reasonable investor.
AUTHORTZATION CONCERNING OFFICIAL STATEMENT
The delivery of this Official Statement has been duly authorizedby the members of the Agency.
At the time of the delivery of the Series 2015 Bonds, the Chairman of the Agency and the Executive
Director of the Agency 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 2015 Bonds, contains an untrue statement of a material fact or 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 Agency's
expense, on a timely basis.
CONCLUDING STATEMENT
All information included in this Official Statement has been provided by the Agency, except where
attributed to other sources. The summaries of and references to all documents, statutes, reports, and other
instruments referred to herein do not purpo( 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 Agency, 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 Chairman and the Executive
Director of the Miami Beach Redevelopment Agency.
MIAMI BEACH REDEVELOPMENT AGENCY
PHILIP LEVINE, Charrman
52
JIMMY L. MORALES, Executive Director
518
APPENDIXA
General Information and Economic Data
Regarding the City of Miami Beach, Florida
and Miami-Dade County, Florida
519
GENERAL INFORMATION REGARDING
THE CITY OF MIAMI BEACH
AND MIAMI.DADE COUNTY, FLORIDA
The following information pertaining to the City of Miami Beach, Florida (the "City") and Miami-
Dade County, Florida (the "County") is set forth for purposes of providing background information only.
The Senes 2015 Bonds are payable only from the Trust Fund Revenues and other amounts constituting
Pledged Funds, as defined in this Official Statement. The Series 2015 Bonds do not constitute a debt,
liability or obligation or a pledge of the faith, credit or taxing power of the City, the County, the State of
Florida, or any political subdivision thereof.
INTRODUCTION
The City
The City is located on a barrier island surrounded by the Atlantic Ocean to the east and Biscayne
Bay to the west. The City comprises seven (7) square miles of land area and ten (10) square miles of
Biscayne Bay. The City is connected to the mainland by four (4) causeways.
The climate of the City is tropical, with an average annual temperature of 75 degrees Fahrenheit,
24 degrees Celsius. The City is the home of the Art Deco Historic District, consisting of one of the
greatest concentrations of Art Deco architecture in the United States. Within the Art Deco Historic
District is the world famous Ocean Drive, which has been called the "Riviera" of Florida. The economy
of the area is based on tourism. For Fiscal Year 2014, hotel, food and beverage sales accounted for an
estimated $2.2 billion in sales within the City. The demographics of the City have drastically changed
over the last thirty-five (35) years. In the 1980 Census, the average age of the City's population was 65.3
years old. That average declined to 43.7 years of age by the 2000 Census and to 40.3 years of age by the
2010 Census. After the significant changes between 1980 and 2010, the City's demographics are
beginning to stabilize with a younger, more affluent population. Based on information provided by the
U.S. Census Bureau for 2013 (the most recent year for which City estimates are currently available from
the U.S. Census Bureau), the median age in the City was estimated to be 39.3 years of age and the median
family income was estimated to be $52,576.
The County
The County is the largest county in the southeastern United States in terms of population and one
of the largest in terms of land area. The County consists of 2,209 square miles of land area. The
population of the County is clustered mainly along the coastal, eastem areas, with the western area of the
County comprising a part of the Florida Everglades. The County was created on January 18, 1836 under
the Territorial Act of the United States. It included the land area now forming Palm Beach and Broward
Counties, together with the land area of the present Miami-Dade County. In 1909, Palm Beach County
was established from the northem portion of what was then Dade County. In 1915, Palm Beach County
and then Dade County contributed nearly equal portions of land to create what is now Broward County.
There have been no significant boundary changes to the County since 1915. There are thirty-five (35)
incorporated municipalities in the County and the County serves as a municipal government for its
unincorporated areas. In addition to the City, the municipalities in the County include the cities of Miami,
Hialeah and Coral Gables.
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520
POPULATION
The U.S. Census Bureau estimated the population of the City and of the County to be 91,026 and
2,641,866, respectively, in 2013. For 2014, the population in the County is estimated to be 2,662,874.
The U.S. Census Bureau population estimates for the City for 2014have not been released. Projections
by the Nielsen Company, a leading provider of demographic and economic data, provide for the City's
population to grow to 96,484 by the year 2020. Set forth below are general population statistics for the
City and the County and age data relating to the City's population growth.
Population, City of Miami Beach
and Miami-Dade County 1980 - 2014
City of Miami-Dade
Calendat Year MTeSLBpASb Percent Change Countv Percent Change
1980
1990
2000
2010
2013*
20t4*
96,298
92,639
87,933
87,779
91,026
N/A
10.6%
(3.8)
(s.3)
(0.1)
0.4
1,625,598
1,937,094
2,260,000
2,496,435
2,641,866
2,662,874
28.2%
t9.2
16.7
10.5
5.8
6.7
Source: U.S. Department of Commerce, Bureau of Census.
* Estimated as of July l, 2013 for City population and as of July 1, 2014 for County population. Population
estimates for the City for 2014 are not yet available.
Population Breakdown
City of Miami Beach, 1990 - 2013
Age Group 1990 2000 2010 2013*
Under 18
18 and over
21 and over
65 and over
Median Age:
14.2%
85.8
83. 1
23.4
44.5
t3/%
86.6
84.1
19.2
39.0
123%
87.2
84.9
16.2
40.3
15.6%
84.4
82.1
16.0
39.3
Source: U.S. Department of Commerce, Bureau of Census.
* 2013 is the most recent vear for which information is available.
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521
GOVERNMENT
The City was incorporated as a municipal corporation on March 26, 1915. The City operates
under a Commission/City Manager form of government. The City Commission consists of the Mayor and
six (6) Commissioners who serve as the policy-making body of the City. Authority is vested in the City
Commission to enact ordinances, hold public hearings, approve contracts, establish the City's budget and
tax assessments, and authorize construction of all public improvements.
The Mayor and City Commission are elected on a citywide, nonpartisan basis. Elections are held
in odd numbered years, with the Mayor elected to serve two-year terms with a limit of three (3)
consecutive terms. Commissioners are elected to serve four-year terms with a limit of two (2) consecutive
terms. City Commission terms are staggered so that not all Commissioners are up for re-election at the
same time. On a rotating basis, the City Commission selects one (1) of its members to serve as Vice
Mayor for a three-month term. The Mayor, who is the presiding officer at City Commission meetings,
may vote on all matters that come before the City Commission, but has no power of veto. The City
Commission appoints the City Manager, the City Attorney and the City Clerk. All other department heads
are appointed by the City Manager, with the consent of the City Commission.
The City Manager is vested with the responsibility to ensure that policies, directives, resolutions,
and ordinances adopted by the City Commission are enforced and implemented. As the City's Chief
Executive Officer, the City Manager is responsible for providing executive level leadership, vision and
guidance to the organization, providing recommendations to the City Commission and implementing policy
directives in an efficient and effective manner. In addition, the City Manager is responsible for the daily
operations of the City, preparing and administering the budget, planning the development of the City,
supervising City employees, interacting with citizen groups and other units of government, and is otherwise
responsible for the health, safety, and welfare of the residents of and visitors to the City. With the
exception of the City Attomey's Office and the City Clerk's Office, the City Manager has the power to
appoint or remove all heads of the various departments of the City.
SCOPE OF SERVICES
The City provides a full range of municipal services, including police and fire protection,
recreational activities, parks, cultural events, sanitation services, water, sewer and storm water services,
neighborhood and community services, and the construction and maintenance of streets and infrastrucfure.
ECONOMIC AND DEMOGRAPHIC DATA
Family Income
The estimated median family income for the City has been consistently higher than the median
family income for the County. During the last five years, the median family income for the City has
ranged from being 9.6%higher than the median family income for the County in 2010 to being 20.7%
higher in 2011.
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522
Calendar Year
City of
Miami Beach
Estimated Median Family Incomes, 2009 - 2013(t)
Miami-Dade
Percent Chanse Countv Percent Chanse
2009
2010
2011
2012
20t3Q)
$54,643
50,758
57,318
56,457
52,576
Miami-Dade
County % of U.S.
State of
Florida % of U.S. United States
2.3%
(7.r)
t2.9
(1.s)
(6.e)
$47,697
46,126
46,577
47,382
46,904
(7.8)%
(3.3 )
1.0
1.7
(1.0)
Source: U.S. Department of Commerce, Bureau of Census.
(1) Amounts are presented in dollars, adjusted for inflation.(2) 2013 is the most recent year for which information is available.
Per Capita Personal Income
Between 2009 and2073,the estimated per capita personal income for the County increased by 12.9
percent, from $35,329 in 2009 to $39,880 in 2013. Such increase is slightly higher than the rate of growth
in the State of Florida, which experienced a per capita personal income growth rate of approximately I 1 . I
percent during the same period, and generally consistent with the rate of growth in the United States,
which experienced aper capitapersonal income growth rate of approximately 13.7 percent during the same
period.
Per Capita Personal Income, 2009 - 2013(t)
Year@)
2009
2010
2011
2012
2013(3)
$35,329
36,592
38,242
39,461
39,880
89.7%
91.2
90.3
89.3
89. I
$37,350
38,478
40,215
44,041
4\,497
94.8%
9s.8
95.0
92.9
92.7
$39,379
40,144
L1 ?7)
44,200
44,7 65
Source: U.S. Department of Commerce, Bureau of Economic AnalysislRegional Economic Information System.
( 1) Information provided as of the last available update, dated Novemb er 20, 2014.
(2) Estimates for 2013 are new estimates. Amounts for 2009 through 2012 are revised from estimates previously
provided for such years.
(3) 2013 is the most recent year for which information is available.
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523
EMPLOYMENT
The following tables provide information relating to the City's labor force and the principal
employers in the County for the fiscal year ended September 30, 2014 and comparative data for the fiscal
year ended September 30,2005.
City of Miami Beach Employment2009 - 2014*
Labor Force 2009 2010 2011 2012 2011 2014
Labor Force Employed
Labor Force Unemployed
Total Labor Force
Unemployment Rate
42,44',1
4,315
46,762
9.2%
44,129
4,099
48,217
8.s%
46,295
1)7'7
49,532
6.5%
46,992
3,042
50,034
6.r%
47,630 49,191
2,477 2,344
50,107 51,535
4.9% 4.5%
Source: U.S. Department of Labor, Bureau of Labor Statistics.
* Data provided for December of each year. Data for years 2010 to 2014 represents provisional data, which is
subject to change.
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524
Miami-Dade County
Ten Largest Public Employers
2014 2005
Emplovers
Miami-Dade County Public Schools
Miami-Dade County
Federal Government
Florida State Government
Jackson Health System
City of Miami
Florida lnternational University
Homestead Air Force Base
Miami VA Medical Center
Miami-Dade College
City of Miami Beach
TOTAL
Percentage
of Total
County
Rank Employment
| 2.74%
2 2.08
3 1.57
4 t.40
5 0.80
6 0.33
7 0.29
8 0.27
9 0.20
10 0.20
Emplovees Rank
54,387 I
32,265 2
20,100 3
18,900 4
1 1,700 5
3,954 8
5,000 7
2,018 9
7,500 6
1,839 10
t57.633
Employees
33,477
25,502
19,200
17,100
9,797
3,997
3,534
3,250
2,500
2,390
t20J_u_9.88%
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014.
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525
Miami-Dade County
Ten Largest Private Employers
2014 2005
Employers
University of Miami
Baptist Health South Florida
American Airlines
Carnival Cruise Lines
Miami Children's Hospital
Mount Sinai Medical Center
Florida Power & Light Co.
Royal Caribbean lnternational
Wells Fargo Bank
Bank of America Menill Lynch
United Parcel Service
Bellsouth
Winn-Dixie Stores
Precision Response Corporation
Publix Super Markets
Burdines-Macy's
TOTAL
Employees
12,818
1 1,353
1 1,031
3,500
3,500
3,321
3,011
2,ggg
2,050
2,000
Percentage
of Total
County
Employment
1.05%
0.93
0.90
0.29
0.29
0.27
0.25
0.24
0.17
0.16
Employees
9,079
10,300
9,000
3,665
5,000
4,900
4,616
4,196
4,000
3,368
53p24
Rank
I
2
J
4
5
6
7
8
9
l0
Rank
2
I
3
9
4
5
6
7
8
l0
fi73 4t5%
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014.
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BUILDING PERMITS
The following is a calculation of the total value of the Building Permits issued by the City during
the past ten (10) years.
City of Miami Beach, Florida
Value of Building Permits Issued
Fiscal Years 2005 - 2014
Fiscal Year
Ended
Septqmber 30, Number of Permits Total Value
2005
2006
2007
2008
2009
2010
2011
20t2
2013
2014
12,837
12,226
12,729
i 1,056
10,277
10,188
I 1,159
12,580
13,898
13,972
$ 1,235,909,151
1,177,266,349
1,165,346,179
1,109,923,131
567,660,721
299,508,079
3',73,852,763
417,811,132
506,646,472
818,831,235
Source: City of Miami Beach Building Department.
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PROPERTY TAXES
The following table summarizes the direct and overlapping tax (millage) rates for the past ten (10)
years. The table reflects the fact that, except during the years when millage rates needed to increase in
response to the significant reduction in assessed values experienced throughout Florida and the United
States during the economic downturn, millage rates in the City have generally decreased during the past
ten (10) years.
City of Miami Beach, Florida
Direct and Overlapping Tax Rates
($1 per $1,000 of Assessed Value)
Fiscal Years 2005 - 2014
City of Miami Beach
Direct Rates Overlappins Rates
Tax Roll
Year as of
Fiscal Year
Ended
Debt
Service
School
District
Total
Direc
Millae
County State
Mil Milla Mil
8.0730 8.4380 7.0348 0.7355 24.28t3
7.6730 8.1050 6.8083 0.7355 233218
5.8970 7.9480 5.6711 0.6585 20.1746
5.8930 7 .7970 5.9263 0.6585 20.2748
5.9123 7.99s0 6.0051 0.6585 20.5709
6.s025 8.2490 6.6s65 0.6s85 22.066s
6.4s39 8.00s0 s.7695 0.4708 20.6992
6.3477 7.9980 5.6610 0.4634 20.4701
6.1163 7.9770 5.7980 0.4455 20.3368
6.0237 7.9740 5.9009 0.4187 20.31't3
Januarv I
200s
2006
2007
2008
2009
2010
2011
20t2
2013
2014
2006
2007
2008
2009
2010
20tt
2012
20t3
2014
2015
7.48t0
7.3740
5.6555
s.6555
5.65s5
6.2155
6.16s5
6.0909
5.8634
5.7942
Mi
0.5920
0.2990
0.2415
0.2375
0.2568
0.2870
0.2884
0.2568
0.2529
0.229s
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014 and
Miami-Dade County Property Appraiser's Millage Tables.
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528
The following table summarizes the tax levies and collections in the City for the past ten (10) years.
Tax Roll
Year as of
Fiscal Year
Ended
Taxes
Levied for
Fiscal Year
Percentage
Collections
in
Subsequent
Years
City of Miami Beach, Florida
Property Tax Levies and Collections
Fiscal Years 2005 - 2014
Collected within
Fiscal Year of Lew Total Collections to Date
Percentage
Januarv I
2004
2005
2006
2007
2008
2009
2010
20tt
2012
2013
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
$110,739,153
135,910,295
165,759,439
1 50,41 9,073
150,599,329
138,703,567
136,549,296
134,753,401
139,133,369
143,266,670
ofLe
$ 97,731,071 99.25% $1,096,1g3
132,487,342 97.49 7,974,064
163,120,494 gg.4t 2,145,935
145,433,239 96.69 4,646,716
144,321,499 95.94 4,633,049
131,355,903 94.70 3,550,990
128,719,932 94.27 290,254
129,572,373 96.16 125,152
134,849,797 95.62 3,403,910
741,551,552 97.53 N/A
ofLe
$ 98,817,254 89.23%
134,301,406 gg.g2
165,266,319 99.70
150,079,954 gg.7g
148,954,548 98.92
134,906,993 97.26
129,010,196 94.49
129,697,525 96.25
138,252,697 99.37
t41,551.552 98.80
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal year ended September 30, 2014 and
Miami-Dade County Properfy Appraiser,s Office.
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529
The following tables summarize the ten (10) largest taxpayers in the City, the type of property
owned by such taxpayers and the assessed value of such property for the Fiscal Year ended September
30,2014 and, for comparison, for the Fiscal Year ended September 30, 2005.
City of Miami Beach
Ten Largest Taxpayers
Fiscal Year 2014
Taxpayer
Fountainbleau Florida Hotel LLC
MB Redevelopment lnc. / Loews Hotel
2201 Collins Fee LLC
Florida Power & Light Company
Di Lido Beach Hotel Corp.
2377 Collins Resort LP
VCP Lincoln Road LLC
Eden Roc LLP
MCZ lCentrum Flamingo II LLC
MCZ lCentrum Flamingo III LLC
TOTAL
Tvpe ofPropefi
Hotel
Hotel
Apartments
Industrial
Hotel
Hotel
Retail
Hotel
Apartments
Apartments
Taxable
Assessed
Value
$ 327,513,062
229,900,000
200,811,436
186,802,731
112,860,000
110,925,385
98,000,000
97,429,200
95,590,000
79,860,000
$lJ3%9].E-14
Percentage of
City's Certified
Taxable
Assessed Value
1.33%
0.93
0.81
0.76
0.46
0.45
0.40
0.40
0.39
0.32
625%
Source: 2013 Miami-Dade County, Florida Ad Valorem Assessment Roll for the City of Miami Beach and City
of Miami Beach, Florida Comprehensive Annual Financial Report for the Fiscal Year Ended September
30,2014.
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530
Taxpaver
Loews Miami Beach Hotel
Morton Towers
Fountainbleau Hotel
Sandy Lane Residential LLC
Di Lido Beach Hotel Corp.
Eden Roc Acquisition LP
Shore Club
Morton Towers Expansion
South Gate Apartments
2201 Collins Fee LLC
City of Miami Beach
Ten Largest Taxpayers
Fiscal Year 2005
Type of Propertv
Hotel
Apartments
Hotel
Hotel
Hotel
Hotel
Hotel
Apartments
Apartments
Apartments
Taxable
Assessed
Value
$ 143,400,000
110,675,000
704,449,118
72,230,700
61,900,000
49,500,000
48,500,000
48,325,000
49,000,000
44,583,667
$23H53-48s
Percentage of
City's Certified
Taxable
Assessed Value
r.02%
0.79
0.74
0.51
0.44
0.35
0.3s
0.34
0.34
0.32
5.20%TOTAL
Source: 2004 Miami-Dade County, Florida Ad Valorem Assessment Roll for the Ciry of Miami Beach and City
of Miami Beach, Florida Comprehensive Annual Financial Report for the Fiscal Year Ended Septembe;
30,2014.
LOCAL ECONOMY
Tourism is the largest sector of the City's economy, with over g2.2 billion in direct tourist
spending on hotel, food and beverage, and constitutes a large portion of the City's $1 bilion retail
marketplace. In Fiscal Year 2013, the City's hotels hosted more than 5 million overnight visitors, and
approximately 7 million tourists visited South Beach and the Art Deco Historic district. Results reported
for Fiscal Year 2014 evidence a continued upward trend.
Hotel room sales in the City for Fiscal Year 2014 increased by 7o/o from Fiscal Year 2013,
following the 9% increase a year earlier, demonstrating the continued strength of the City's lodging market
and its major role in the robust tourist economy of South Florida. The City's hotel room occupancy rates
remained stable in Fiscal Year 2014 at77Yo, as was the case in Fiscal Year 2013, reflecting continued
absorption of an inventory of hotel rooms that has increased significantly in recent years, from 13,506
rooms at the beginning of 2008 to 17,751 in2014. This additional inventory has provided the City with
additional hotel room resources and product that is expected to continue to attract future visitors to and
investment in the City. Evidence of the strength of the local economy is the fact that, with the exception
of a de minimis 1% decline in the first quarter of 2008, hotel room demand has increased every quarter
from the third quarter of 2007 through the fourth quarter of 2014.
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531
The City is also a regional destination, with approximately 7 to 9 million day trips by residents
of the surrounding area, making it one of the most popular destinations in Florida. However, in recent
years, the City has diversified beyond its traditional tourism based economy to become a leading multi-
industry business center, with entertainment, health care, culture, and professional services industries. The
City serves as host for several major television shows, including Burn Notice (USA), Magic City (Starz)
and Ballers (HBO), and has been the host for several recent feature productions, including Iron Man 3,
Step Up Revolution, Pain & Gain and Ride Along 2. In addition, the City hosted the inaugural eMerge
Americas Conference, showcasing the best and brightest technology innovators and entrepreneurs,
including Rokk3rlabs, a tech hub that is based in the City. In December 2014, the world's most
prestigious art fair, Art Basel, based in Switzerland, celebrated the thirteenth anniversary of its Miami
Beach exhibition. Over 250 of the world's leading art galleries participate in Art Basel Miami Beach and
an estimated 73,000 intemational visitors attended the 2014 event. Art Basel Miami Beach has increased
in attendance and sales every year since inception.
Retail tenants continue to open locations and expand in the City, joining established operations,
such as Armani Exchange, Kenneth Cole, Urban Outfitters, Diesel, Nicole Miller, Forever 21, H&M and
Gap, which recently opened its new two story location in the City. New retailers that joined the Miami
Beach market in2014 included Athleta & Intermix, with Lululemon,Zadiqand Voltaire and Kiko Milano
scheduledtojoinin20l5. AsofSeptember302014,ClassAofficespaceinprimelocationscontinues
to generate interest, with a vacancy rate at the low level of approximately 9.9%. Such office space is
anchored by corporate tenants, such as LNR Property Corporation, Terranova, and Benetton.
Although there are factors beyond the City's control that have impacted the production of
entertainment projects, the entertainment industry continues as an important part of the City's economy.
The City remains a key location for the production of movies, fashion campaigns and television series.
Many international talent and model agencies have established and continue operations in the City and the
City continues to grow as an international destination for major events. ln addition to Art Basel Miami
Beach, Design Miami, the South Beach Food and Wine Festival, the Miami Intemational Auto Show, the
South Beach Comedy Festival, the Miami Beach lntemational Boat Show and the Winter Music
Conference continue to provide a strong base for the special events, meeting and trade show segment of
the City's economy.
The City also remains a leader in the real estate industry, as the median price of homes and
condominiums continued to stabilize through 2014. Development in the City continues to grow,
specifically in North Beach, an area historically overlooked for significant projects by developers. GroMh
management initiatives in the late 1990's resulted in more limited supply, somewhat reducing the exposure
of excess new residential inventory that was experienced in some other cities. Since the end of 2008, as
recessionary pressures eased on the economy, the City has experienced quarterly increases ofunits sold,
and a decline in the number of condominium units for sale, from over 4,000 in early 2008, to 1,470 in
December 2013. In 2014 however, due to rising prices and a strengthening dollar, the sales velocity of
the market has eased, with the condo listing inventory increasing to 3,409 in2014 from record lows in
2013.
MIAMI BEACH VISITOR AND CONVENTION ACTIVITY
Miami-Dade County and the Miami Beach Convention Center host a large number of conventions
and the City welcomes a large number of overnight visitors each year. Set forth below is information
relating to convention center attendance and ovemight visitor activity.
A-13
532
City of Miami Beach, Florida
Convention Center Attendance and Overnight Visitors
Fiscal Years 2005 - 2014
Convention Center
Fiscal Year Attendance
Overnight
Visitors
5,300,000
5,143,740
4,894,053
4,863,569
5,383,091
5,558,408
5,539,010
5,841,672
5,697,053
6,967,200
Total Ovemight
Visitor
$ 7,200,000,000
7,889,609,756
7,344,719,992
7,468,633,914
7,524,151,559
8,t04,379,579
8,088,739,494
9,201,340,602
10,614,159,967
10,500,000,000
200s
2006
2007
2008
2009
2010
20r1
2012
2013
2014
N/A
649,671
707,133
889,695
632,700
708,875
661,625
661,327
589,663
737,954
Source: City of Miami Beach Finance Department.
IREMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]
A-14
533
Tourism and Visitor Activity
Domestic and International Overnight Visitors
Miami-Dade County Fiscal Years 2010 - 2014
(in 000)
Fiscal Year Ended September 30.Oriein 2010 20ll 20t2 2013 2014
Domestic Regions
Northeast
Southern
Midwest
Western
Total Domestic Visitors
International Regions
South America
Caribbean
Central America
Europe
Canada
Other Intemational Regions
Total International Visitors
Total Overnight Visitors
Expenditures*
Domestic Overnight Visitors
International Overnight Visitors
Total Expenditures
3,196.0
1,568.5
1,220.6
558.9
6,948.s
2,836.8
688.5
525.1
1,306.5
587.4
115.8
6,060.1
t2.604.1
$ 6,484.7
t2,428.6
$ 18.913.3
3,362.1
1,700.1
1,291"2
595.1
6,948.5
3,182.9
'702.8
537.6
1,324.7
62',/.9
I 19.8
6,495.7
J34442
$ 7,088.7
14,528.6
$L,6r1_3"
?4)7)
1,7 50.6
1,300.9
600.2
1,074.9
3,435.6
718.8
550.1
1,364.4
640.5
120.3
6,833.7
13.908-6
s 7,482.3
15,183.0
$2-565..3.
3,401.4
1,781.0
1,263.6
641.2
7,087.2
3,737.1
719.2
561.5
1,332.4
660.6
120.9
7 ,131.7
14.218.9
$ 7,839.9
15,954.1
$uJgL.g.
3,520.1
1,933.1
1,270.9
679.2
7.303.2
3,659.0
7 55.0
595.3
1,430.2
689.7
130.7
7,260.0
./.J632
$ 8,206.3
16,528.2
$uJ345.
Source: Greater Miami Convention and Visitors Bureau.
* Average Daily Expenditures.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]
A-15
534
Overnight Visitors by Region
Fiscal Years 2010 - 2014*
Fiscal Year Ended September 30.Resion 2010 2011 2012 2013 2014
Miami Beach
Downtown Miami
Airport Area
North Miami-Dade/Sunny Isle
South Miami-Dade
Coral Gables
Key Biscayne
Coconut Grove
Doral
Total
44.1%
18.7
13.8
9.5
5.8
5.4
2.5
1.3
N/A
100%
41.2%
21.7
13.0
9.8
5.8
5.7
2.4
0.8
0.7
r00%
42.0%
17.6
17.2
10.0
5.0
4.9
2.7
0.9
0.7
100%
43.2%
18.1
16.5
10.8
4.7
4.2
1.3
0.5
0.9
100%
41.8%
19.2
12.8
8.8
3.9
3.9
1.5
1.5
J.J
100%
Source: Greater Miami Convention and Visitors Bureau.
* Numbers may not add, due to rounding.
TRANSPORTATION
Surface Transportation
The County has a comprehensive transportation network designed to meet the needs of residents,
travelers and area businesses. The County's intemal transportation system includes (i) Metrorail , a24.8
mile above-ground, electric rail system connecting South Miami-Dade and the City of Hiaieah with the
downtown Miami and civic center areas; (ii) Metromover, a fully automated, 4.4 mile above-ground,
electric rail, double-loop people mover system that carries passengers around downtown Miami's central
business center, south to the Brickell Avenue business and international banking centers and north to the
Andrienne Arsht Performing Arts Center and Omni shopping center areas; and (iii) the County's Metrobus
system, which operates over approximately 29.3 million revenue miles per year and provides over 76.8
million passenger trips annually. The County also provides para-transit services to qualified elderly and
handicapped riders. The County's para-transit services supply over 1.68 million passenger trips annually.
In addition, cargo rail service is available from both Miami International Airport and the Port of Miami,
and Amtrak has a passenger station in the City of Miami. Tri-Rail, a72-mi\e train system, links the City
of West Palm Beach, the Town of Boca Raton, the City of Fort Lauderdale, the City of Hollywood and
Miami International Airport.
Miami International Airport
Miami Intemational Airport is one of the busiest airports in the world for both passenger and cargo
traffic. It ranks twelfth (12ft) in the nation and twenty-fifth (25t) in the world in passenger traffic and has
A-16
535
the second highest intemational passenger traffic in the United States. The airport ranks third (3d) in the
nation and eleventh (1 lh) in the world in tonnage of domestic and internationui
"urgo
movement. During
Fiscal Year 2014 Miami International Airport handled 40,844,964 passengers and2,187,943 tons of air
freight. More than 88 airlines serve Miami International Airport, flying passengers to more than 150
destinations around the globe.
Port of Miami
The Port of Miami, known as the "cruise capital of the world," is an island port that encompasses
649 acres of land. It is the world's largest multi-day cruise port and is operated by the Seaport
Department of Miami-Dade County. Embarkations and debarkations on cruise ships totaled over 4.7
million passengers at the Port of Miami during Fiscal Year 2014. The Port of Miami is currently home
to twenty-eight (28) cruise ships that operate throughout the year. Such ships, owned by eight (8) separate
cruise ship companies, include some of the largest cruise ships in the world.
The Port of Miami is also a hub for Caribbean and Latin American commerce. These countries
accounted for over one-half of the 7.6 million tons of cargo transferred through the Port of Miami during
Fiscal Year 2014. The Port of Miami has also expanded its relationships inthe global community. Ai
a result, trade with the Far East, Asia and the Pacific coast accounted for almost 39% of the total cargo
handled at the Port of Miami during Fiscal Year 2014.
ln August 2014, access to the Port of Miami was increased by the opening of the PortMiami
Tunnel. The PortfuIiarni Tunnel consist of two (2) parallel tunnels (one in each direction) that travel
underneath Biscayne Bay connecting MacArthur Causeway on Watson Island with the port of Miami on
Dodge Island. The PortMiani Tunnel provides direct access from highways I-95 and i-395, creating a
highly desired additional entrance to the Port of Miami and a major improvement in traffic flow in
downtown Miami. ThePorrJ.'Iiani Tunnel is expected to be a significant catalyst for future development
at the Port of Miami and in the downtown Miami area.
RECREATION
There are numerous parks and playgrounds in the City. Each park provides different amenities,
from tennis and bocce courts to swimming pools and tot lots, to Vita courses and barbecue pits. There
are four (4) Vita courses, trvo (2) public swimming pools, and numerous tennis courts, including the Holtz
Tennis Stadium, which hosts championship, professional and amateur tournaments.
Offshore, the Gulf Stream provides a variety of game fish, while the Miami Beach Marina
provides an abundance of space to house boats as well as direct access to the Atlantic Ocean and the Gulf
Stream. The Marina is a private development on City owned, bay front land in the South Pointe area of
the City. Renovation has increased the number of boat slips to 388, making the Marina a first class
facility and the largest marina in the area.
In the north part of the City, the public can enjoy a leisurely sail in the quiet waters of Biscayne
Bay from the Miami Beach Sailport. The facility, though open to all ages, was specially designed to teach
young adults the basic art of sailing on small prams.
The City owns two (2) championship golf courses that are open to the public. The rwo (2)
championship courses, Miami Beach Golf Course and Normandy, offer a clubhouse complete with a
restaurant, lounge and pro shop.
A-17
536
APPENDIX B
Excerpts from Comprehensive Annual Financial Report
of the City of Miami Beach, Florida
for the Fiscal Year Ended September 30r2014
537
APPENDIX C
Financial Report of the
Miami Beach Redevelopment Agency
(A Component Unit of the City of Miami Beach, Florida)
for the Fiscal Year Ended September 30,2014
538
APPENDIX D
The Bond Resolution
539
APPENDIX E
Proposed Form of Opinion of Bond Counsel
540
APPENDIX F
Proposed Form of Opinion of Disclosure Counsel
541
Board of Commissioners
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33139
Tax Increment Revenue and Revenue
Refunding Bonds, Taxable Series 2015A
(City Center/Ilistoric Convention Village)
Ladies and Gentlemen:
Date of Delivery
Tax Increment R"u.^re ,nd Revenue
Refunding Bonds, Series 20158
(City Centerillistoric Convention Village)
MIAMI BEACII REDEVELOPMENT AGENCY
$
We have served as Disclosure Counsel in connection with the issuance by the Miami Beach
Redevelopment Agency (the "Agency") of its $in aggregate principal amount of Tax
Increment Revenue and Revenue Refunding Bonds, Taxable Series 2015A (City Center/flistoric
Convention Village) (the "Series 2015,{ Bonds") and $in aggregate principal amount
of Tax Increment Revenue and Revenue Refunding Bonds, Series 20158 (City Center,lHistoric Convention
Village) (the "Series 20158 Bonds" and, collectively with the Series 2015A Bonds, the "series 2015
Bonds"). The Series 2015 Bonds are being issued with the terms, for the purposes and subject to the
conditions set forth in Resolution No. _-201 5 adopted by the Chairman and members of the Board of
Commissioners of the Agency on October_, 2015 (the "Bond Resolution") and by Resolution No. 2015-
adopted by the Mayor and City Commission of the City of Miami Beach, Florida on October _,
2015, as described in the Official Statement dated November _r 2015 relating to the Series 2015 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.
ln connection with the issuance and delivery of this opinion, we have considered such rnatters 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 2015 Bonds. To the extent that the opinions expressed herein relate to
or are dependent upon the determination that the proceedings and actions related to the authorization,
issuance and sale of the Series 2015 Bonds are lawful and valid under the laws of the State of Florida,
or that the Series 201 5 Bonds are valid and binding obligations of the Agency enforceable in accordance
with their terms, or that interest on the Series 20158 Bonds is excluded from the gross income of the
owners thereof for federal income tax purposes or that the Series 2015 Bonds and the interest thereon are
exempt from taxation under the laws of the State of Florida, 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 2015 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 last sentence of this paragraph, the accuracy or
F-1
542
Board of Commissioners
Miami Beach Redevelopment Agency
Date of Delivery
Page 2
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 statements. As your counsel, we have participated in the preparation of the Official Statement and
in discussions and conferences with officials of the Agency, Bond Counsel for the Agency, the Financial
Advisor for the Agency, the Underwriters and Greenberg Traurig, P.A., Miami, Florida, Counsel to the
Underwriters, in which the contents of the Official Statement and related matters were discussed.
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 Agency and the issuance
of the Series 2015 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 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 only system, ai io which no opinionis expressed) contains an untrue statement of a material fact or omits to state a material fact that is
necessary in order to make the statements therein, in light of the circumstances under which they were
made, not misleading.
We are also of the opinion that the continuing disclosure undertaking set forth in the Bond
Resolution and in the Disclosure Dissemination Agent Agreement of the Agency dated as of December
-,2015
and delivered at the closing for the Series 2015 Bonds, satisfies the requirements set forth in
Rule l5c2-12(b)(5) of the United States Securities and Exchange Commission, as such requirements apply
to the issuance of the Series 2015 Bonds.
In reaching the conclusions expressed herein we have, with your concurrence, assumed and relied
on 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 with originals of all items
submitted to us as certified or photostatic copies, the legal capacity and authority oi 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, which assumptions we have notverified. As to questions of fact material to our opinions, we have relied upon and assumed the
correctness of the public records and certificates by, and representations of, public offrcials and other
officers, and representatives of the parties to this transaction. We have no actuai knowledge of any factual
information that would lead us to form a legal opinion that the public records or certifrcates which we
have relied upon contain any untrue statement of a material fact.
This opinion may be relied upon by the Agency only, and only in connection with the transaction
to which reference is made above, and may not be used or relied upon by any other person for any purpose
whatsoever without our express prior written consent.
Respectfully submitted,
LAW OFFICES OF STEVE E. BULLOCK, P.A.
F-2
543
APPENDIX G
Form of Disclosure Dissemination Agent Agreement
544
[APPENDIX H
Form of Specimen Municipal Bond Insurance policyl
545
$
MIAMI BEACH REDEVELOPMENT AGENCY
Tax lncrement Revenue Bonds,
Series 2015
(City Center/Historic Convention Village)
BOND PURCHASE AGREEMENT
,2075
Board of Commissioners of the
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33139
Ladies and Gentlemen:
Morgan Stanley & Co. LLC (the "Senior Managing Underwriter"), acting on behalf of
itself and Wells Fargo Bank, National Association, Merrill Lynch, Pierce, Fenner & Smith
Incorporated, Raymond James & Associates, Inc. and Loop Capital Markets LLC (collectively,
with the Senior Managing Underwriter, the "Underwriters"), offer to enter into this Bond
Purchase Agreement (this "Purchase Agreement") with the Miami Beach Redevelopment
Agency (the "Agency"), for the sale by the Agency and the purchase by the Underwriters of the
Agency's $Tax Increment Revenue Bonds, Series 2015 (City Center,{Historic
Convention Village) (the "Series 2015 Bonds"). This offer is made subject to acceptance by the
Agency prior to 5:00 p.m. (Eastern Time) on the date hereof. Upon such acceptance, this
Purchase Agreement wiil be in full force and effect in accordance with its terms and will be
binding on the Agency and the Underwriters. If this offer is not so accepted, it is subject to
withdrawal by the Underwriters upon written notice delivered to the Agency 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." Capitalized 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
Agency, and the Agency hereby agrees to sell to the Underwriters all (but not less
546
(b)
than all) of the Series 2015 Bonds for a purchase price equal to $
(which purchase pdce is the aggregate principal amount of the Series 2015 Bonds
of$, plus/minus a net original issue premium/discount of
$_ and less an Underwriters' discount of $ ). The purchase
price for the Series 2015 Bonds shall be payable to the Agency in immediately
available funds.
In connection with the execution of this Purchase Agreement, the Senior
Managing Underwriter, on behalf of the Underwriters, has delivered to the
Agency a wire transfer credited to the order of the Agency in immediately
available federal funds in the aggregate amount of _Do1lars($-)(the..GoodFaithDeposit,'),whichisbeingdeliveredto
the Agency on account of the purchase price of the Series 2015 Bonds and as
security for the performance by the Underwriters of their obligation to accept and
to pay for the Series 2015 Bonds. If the Agency does not accept this offer, the
Good Faith Deposit shall be immediately returned to the Senior Managing
Underwriter by wire transfer credited to the order of the Senior Managing
Underwriter in the amount of the Good Faith Deposit, in federal funds to the
Senior Managing Underwriter. In the event the hereinafter defined Closing takes
place, the amount of the Good Faith Deposit shall be credited against the purchase
price of the Series 2015 Bonds pursuant to Section 1(a). In the event of the
Agency's failure to deliver the Series 2015 Bonds at the Closing, or if the Agency
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 Agency shail immediately wire to the Senior
Managing Underwriter in federal funds the Good Faith Deposit without interest,
and such wire shall constitute a full release and discharge of all claims by the
Underwriters against the Agency 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
2015 Bonds upon their tender by the Agency at the Closing, the amount of the
Good Faith Deposit shall be retained by the Agency 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
Agency 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.
The Series 2015 Bonds will be issued pursuant to Chapter 163, Part iII, Florida
Statutes, as amended, and other applicable provisions of law (collectively, the
"Act"), and pursuant and subject to the terms and conditions of Resolution No.
(c)
2015-adopted by the Board of Commissioners of the Agency (the
547
(d)
"Commission") on , 2015 (the "Bond Resolution"). The Series
2015 Bonds will be secured as provided in the Bond Resolution. The Series 2015
Bonds shall mature and have such other terms and provisions as are described on
Exhibit "B" hereto. Proceeds of the Series 2015 Bonds will provide funds,
together with other available funds, to (i) pay the costs of certain public
improvements in accordance with the Redevelopment Plan (as defined in the
Bond Resolution) and as described in Exhibit "A" of the Bond Resolution (the
"Series 2015 Redevelopment Project"), (ii) refund the Outstanding Prior Bonds,
as described in the Bond Resolution, (iii) fund the Debt Service Reserve Account,
and (iv) pay costs of issuance of the Series 2015 Bonds. It shall be a condition to
the obligation of the Agency to sell and deliver the Series 2015 Bonds to the
Underwriters, and to the obligation of the Underwriters to purchase and accept
delivery of the Series 2015 Bonds, that the entire aggregate principal amount of
the Series 2015 Bonds shall be soid and delivered by the Agency and accepted
and paid for by the Underwriters at the Closing.
The Underwriters agree to make a bona fide public offering of substantially all of
the Series 2015 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; 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 201 5 Bonds.
At the Closing, the Underwriters shall deliver to the Agency a certificate, in a
form acceptable to Bond Counsel, stating the facts of the sale of the Series 2015
Bonds in a manner such that the issue price can reasonably be established.
The Official Statement shall be provided for distribution, at the expense of the
Agency, 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 (l)
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
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.
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
(e)
(0
548
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 Agency 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
Agency, 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 2015
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 Agency 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 Agency 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 2015
Bonds for all purposes of the Ruie 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 Agency, 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)(a) of
the Rule.
(g) The Agency hereby approves and authorizes the delivery and distribution of 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 Agency
prior to the Closing in connection with the public offering and sale of the Series
20i5 Bonds.
SECTION 2.
The Agency represents and warrants to and agrees with the Underwriters as follows:
(a) The Bond Resolution was adopted by the Commission at meetings duly called and
held in open session upon requisite prior pubiic notice pursuant to the laws of the
State of Florida and the standing resolutions and rules of procedure of the
Commission. The Agency has full right, power and authority to adopt the Bond
Resolution. On the date hereof, the Bond Resolution is, and, at the Closing shall
549
(b)
be, in full force and effect, and no portions thereof have been or shall have been
supplemented, repealed, rescinded or revoked. The Bond Resolution constitutes
the legal, valid and binding obligation of the Agency, enforceable in accordance
with its terms. The Bond Resolution creates a iien upon and pledge of Pledged
Funds, for the payment of principal and interest on the Series 2015 Bonds.
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 Agency 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 2015 Bonds, the Bond Resolution, the Escrow Deposit Agreements relatingto the refunding of the Prior outstanding Bonds (the "Escrow Deposit
Agreements") and the Disclosure Dissemination Agent Agreement relating to the
Series 2015 Bonds (the "Continuing Disclosure Agreement") conform to the
descriptions thereof set forth in the Official Statement.
The Agency 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 Agency is a party or to which the Agency 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 Agency, including the
Agency's receipts of the Trust Fund Revenues (as defined in the Bond
Resolution) in the amount contemplated by the official Statement; and the
execution and delivery of the Series 2015 Bonds, the Continuing Disclosure
Agreement, the Escrow Deposit Agreements and this Purchase Contract and the
adoption of the Bond Resolution, and compliance with the provisions on the
Agency's part contained in each, will not conflict with or constitute a breach of or
default under any constitutional provision, Iaw, administrative regulation,
judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or
other instrument to which the Agency is a party or to which the Agency 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 Agency under the terms of any such law,
(c)
550
regulation or instrument, except as provided or permitted by the Series 2015
Bonds and the Bond Resolution.
(d) As of its date, the Preliminary Official Statement was deemed "final" (except for
permitted omissions) by the Agency for purposes of paragraph (bX1) of the Rule.
(e) On the date hereof, the Commission is the governing body of the Agency and the
Agency is, and will be on the date of the Closing, duly organized and validly
existing as a community Redevelopment agency under the Act, with the power
and authority set forth therein.
(0 The Agency has full right, power and authority to issue, sell and deliver the Series
2015 Bonds to the Underwriters as described herein; to provide funds to finance
the Series 2015 Redevelopment Project and to refinance the Outstanding Prior
Bonds; to enter into this Purchase Agreement, the Escrow Deposit Agreements
and the Continuing Disclosure Agreement (collectively, the "Bond Documents"),
to issue and deliver the Series 2015 Bonds as provided in this Purchase
Agreement and the Bond Resolution, to apply the proceeds of the sale of the
Series 2015 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 2015 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 2015
Bonds. The Agency represents that it will have no bonds or other indebtedness
outstanding that are secured by the Pledged Funds, other than as described in the
Official Statement. All conditions and requirements of the Bond Resolution
relating to the issuance of the Series 2015 Bonds have been complied with or
fulfilled, or will be complied with or fulfilled on the date of closing.
(h) Since September 30, 2074, there has been no material adverse change in the
financial position, results of operations or condition, financial or otherwise, of the
Agency other than as disclosed in the Official Statement and the Agency 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 license of any governmental body or
authority, not already obtained, is required for the valid and lawful execution and
delivery by the Agency of the Series 2015 Bonds, the Bond Documents, the
Official Statement, the adoption of the Bond Resolution, and the performance of
its obligations thereunder or as contemplated thereby; provided, however, that no
representation is made concerning compliance with the registration requirements
551
C)
(k)
of the federal securities laws or the securities or Blue Sky laws of the various
states.
The Agency is not and has not been in default on any bond issued since
December 31, 197 5 that would be considered material by a reasonable investor.
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
Agency or the commission, or the titles of the officers of the Agency or the
Commission to their respective offices; (ii) seeking to prohibit, restrain or enjoin
the sale, issuance or delivery of the Series 2015 Bonds or the collection of the
Trust Fund Revenues, pledged to pay the principal of and interest on the Series
2015 Bonds in the manner and to the extent provided in the Bond Resolution, or
the application of the proceeds of the Series 2015 Bonds or in which an
unfavorable decision, ruling or finding would materially adversely affect the
financial position of the Agency or the validity or enforceability of the Series
2015 Bonds, the Bond Resolution or the Bond Documents; (iii) contesting in any
way the completeness or accuracy of the Official Statement; (iv) adversely affect
the exclusion of interest on the Series 2015 Bonds from gross income for federal
income tax purposes; or (v) challenging the Agency's ownership or operation of
the Series 2015 Redevelopment Project or any Redevelopment Projects, nor, to
the best knowledge of the Agency, is there any basis therefor.
When duly executed and delivered, the Series 2015 Bonds, and the Bond
Documents will have been duly authorized, executed, issued and delivered and
will constitute valid and binding obligations of the Agency, 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.
The Agency 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
2015 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 2015 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 2015 Bonds; provided that the Agency will not be
required to qualify to do business or submit to service of process in any such
jurisdiction.
The Agency has not been notified of any listing or the proposed listing of the
Agency by the Internal Revenue Service as an issuer whose arbitrage
certifications may not be relied upon.
(t)
(m)
(n)
552
(o)
(p)
(q)
(s)
(t)
(u)
(v)
Any cefiificate signed by any official of the Agency and delivered to the
Underwriters will be deemed to be a representation by the Agency to the
Underwriters as to the statements made therein.
The Agency will undertake, pursuant to the Continuing Disclosure Agreement, to
provide or cause to be provided to the MSRB certain annual financial information
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.
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
Agency and fairly present the financial condition and results of the operations of
the Agency at the dates and for the periods indicated.
(r) The Agency will provide to the rating agencies rating the Series 2015 Bonds
appropriate periodic credit information necessary for maintaining the ratings on
the Series 2015 Bonds.
Except as disclosed in the official Statement, within the last five (5) years, the
Agency 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 Agency has agreed to undertake continuing
disclosure obligations.
At the time of Closing, the Agency 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.
The Agency 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 2015 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.
No representation or warranty by the Agency in this Purchase Agreement, nor any
statement, certificate, document or exhibit furnished to or to be furnished by the
Agency pursuant to this Purchase Agreement contains, or will contain on the
Closing date, any untrue statement of material fact.
Between the date of this Purchase Agreement and the date of Closing, the Agency
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
Agency 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
(w)
553
operations or condition, financial or otherwise, of the Agency, other than (i) as
contemplated by the Official Statement, or (ii) in the ordinary course of business.
SECTION 3.
On or before the acceptance by the Agency of this Purchase Agreement, the Underwriters
shall receive from the Agency certified copies of the Bond Resolution.
SECTION 4.
At 10:00 a,m. (Eastem Time) on ,2015, or at such earlier or later time or
date as the parties hereto mutually agree upon (the "Closing"), the Agency will cause to be
delivered to the Underwriters, at the offices of Squire Patton Boggs (US) LLP ("Bond Counsel"),
in the Agency 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
2015 Bonds, in the form of one typewritten, fully registered bond with a CUSIP identification
number thereon for each maturity of the Series 2015 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 2015 Bonds and pay the purchase price of the Series 2015 Bonds as set forth in
Section 1(a) of this Purchase Agreement.
SECTION 5.
The Underwriters have entered into this Purchase Agreement in reliance upon the
representations and agreements of the Agency herein and the performance by the Agency of its
obligations hereunder, both as of the date hereof and as of the date of Closing. The Agency'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 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 20i5 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 2015 Bonds, dated
the date of Closing, substantially in the form attached to the Official
Statement as Appendi* _, either addressed to the Underwriters and the
Agency or accompanied by a letter addressed to the Underwriters
indicating that it may rely on said opinion as if it were addressed to them;
554
(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 statements in the Official Statement under the captions
I',INTRODUCTION", ,,PURPOSE OF THE SERIES 2015 BONDS",
"THE SERIES 2015 BONDS" (except for information under the
subheading "Book-Entry Only System"), and "SECURITY FOR THE
SERIES 2015 BONDS" (except for the information under the
subheading "RESERVE ACCOUNT"),] and believe that, insofar as
such statements purport to summarize certain provisions of the Series
2015 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; and (C) the Series 2015 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");
(iii) the opinion of the Law Offices of Steve E. Bullock, P,A., Disclosure
Counsel to the Agency, dated the date of Closing and either addressed to
the Underwriters and the Agency 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 Agency and
the Underwriters, (i) to the effect that nothing has come to its attention
which leads it to believe that the Official Statement 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, (ii) the
Continuing Disclosure Agreement complies, in all material respects, with
the requirements of Rule l5(c)2-12(b)(5), and (iii) the Series 2015 Bonds
are exempt from the registration requirements of the 1933 Act and the
Bond Resolution is exempt from qualification under the 1939 Act;
(iv) the opinion of Raul Aguila, Esq., Counsel to the Agency, dated the date of
Closing and addressed to the Underwriters and the Agency, to the effect
that: (A) the Commission is the governing body of the Agency and the
Agency is validly existing as a public agency created under the Act, with
all corporate power necessary to conduct the operations described in the
Official Statement and to cary out the transactions contemplated by this
Purchase Agreement; (B) the Agency has obtained all governmental
consents, approvals and authorizations necessary for execution and
delivery of the Bond Documents, for issuance of the Series 2015 Bonds
and for execution and delivery of the Official Statement and
consummation of the transactions contemplated thereby and hereby; (C)
the Agency has full legal right, power and authority to pledge and grant a
lien on the Trust Fund Revenues, for the security of the Series 2015 Bonds
on parity and equal status with any other Bonds issued pursuant to the
l0
555
(v)
Bond Resolution; (D) the Agency has duly adopted the Bond Resolution
and approved the form, execution, distribution and delivery of the official
statement and the other Bond Documents; (E) the Series 2015 Bonds and
the Bond Documents have each been duly authorized, executed and
delivered by the Agency and, assuming due authorization, execution and
delivery thereof by the other parties thereto, if any, each constitutes a valid
and binding agreement of the Agency, enforceable in accordance with its
terms; (F) the information in the official Statement with respect to the
Agency (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
Agency, such counsel has no reason to believe that the official Statement
(excluding financial, statistical and demographic information (and
information reiating 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
Agency challenging the validity of the Series 2015 Bonds, the Bond
Resolution, the Bond Documents, or any of the transactions contemplated
thereby or by the official Statement, or challenging the existence of the
Agency or the respective powers of the several offices of the offrcials of
the Agency or the titles of the officials holding their respective offices, or
challenging the Agency's ownership or operation of the Redevelopment
Projects or the pledge of the Trust Fund Revenues for the payment of the
Series 2015 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 2015 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 Agency a breach of or default under,
or result in the creation of a lien on any property of the Agency (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 Agency is a party, or any existing law, regulation,
court order or consent decree to which the Commission or the Agency is
subject;
a certificate, dated the date of Closing, signed on behalf of the Agency by
the Chairman and Executive Director of the Agency, setting forth such
11
556
matters as the Senior Managing Underwriter may reasonably require,
including that each of the representations of the Agency contained in
Section 2 hereof were true and accurate in all material respects onthe 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, flo event affecting the Agency, the Series 2015
Redevelopment Project or the Series 2015 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;
(vi) a customary signature certificate, dated the date of Closing, signed on
behalf of the Agency by the Secretary of the Agency:
(vii) letters from Moody's Investors Service, Inc. ("Moody's") and Standard &
Poor's Ratings Services ("S&P") addressed to the Agency, to the effect
that the Series 2015 Bonds have been assigned ratings of"_" with a "_ outlook," respectively, which ratings
effect as of the Closing date;
(viii) a customary authorization and incumbency certificate, dated
Closing, signed by authorized officers of the Bond Registrar;
tt-" and
shall be in
the date of
(ix) copies of the Blue Sky Survey and Legal Investment Survey, if any,
prepared by Counsel to the Underwriters, indicating the jurisdictions in
which the Series 2015 Bonds may be sold in compliance with the "blue
sky" or securities laws of such jurisdictions;
(x) such additional documents as may be required by the Bond Resolution to
be delivered as a condition precedent to the issuance of the Series 2015
Bonds;
(xi) 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.
SECTION 6.
If the Agency shali 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
t2
557
Underwriters and the Agency 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 Agency shall return the Good Faith Deposit as provided in Section l(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 Agency
regardless of whether the transaction contemplated herein shall close: printing of
Series 2015 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 Financial Advisor; any accounting fees;
the Bond Registrar fees; fees of the rating agencies; and any other fees as
described in Schedule A-1 hereto. The Agency shall pay any expenses incurred
by the Underwriters on behalf of the Agency and its staff in connection with the
marketing, issuance and delivery of the Series 2015 Bonds, including, but not
limited to, meals, transportation and lodging of the Agency's employees and
representatives; the Agency'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 2015 Bonds; and (iii) the cost of preparing, printing and distributing the
Blue Sky and Legal Investment Surveys, if any, and the filing fees required by the
"blue sky" laws of various jurisdictions.
SECTION 8.
The Agency acknowledges and agrees that: (i) the transactions contemplated by this
Purchase Agreement are arm's length, commercial transactions between the Agency and the
Underwriters in which the Underwriters are acting solely as a principal and are not acting as a
municipal advisor, financial advisor or fiduciary to the Agency; (ii) the Underwriters have not
assumed any advisory or fiduciary responsibility to the Agency with respect to the transactions
contemplated hereby and the discr-rssions, undertakings and procedures leading thereto
(inespective of whether the Underwriters or their affiliates have provided other services or are
currently providing other services to the Agency on other matters); (iii) the only obligations the
Underwriters have to the Agency with respect to the transaction contemplated hereby expressly
are set forth in this Purchase Agreement; (iv) the Agency has consulted its own financial and/or
municipal, legal, accounting, tax, and other advisors, as applicable, to the extent it has deemed
appropriate and (v) the Underwriters have financial and other interests that differ from those of
the Agency. The primary role of the Underwriters, is to purchase the Series 2015 Bonds, for
resale to investors, in an arm's-length commercial transaction between the Agency and the
Underwriters.
13
558
SECTION 9.
The Underwriters shall have the right to cancel their obligations hereunder by if the
Senior Managing Underwriter notifies the Agency in writing of their 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 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 income taxation, or any other event shall have occurred
which results in or proposes the imposition of federal income taxation, upon
revenues or other income of the general character to be derived by the Agency,
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 2015
Bonds which, in the Senior Managing Underwriter's opinion, materially and
adversely affects the market price of the Series 2015 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 of the Series
2015 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 2015 Bonds, or the issuance, offering, or sale
of the Series 2015 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 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.
14
559
(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 2015 Bonds, including aii the underlying
obiigations, 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 2015 Bonds, as contemplated hereby or by the official Statement.
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 Agency hereunder, or
any statement or information furnished to the Underwriters by the Agency for use
in connection with the marketing of the Series 2015 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 Agency shall be granted a reasonable amount of time in which to cure any
such untrue or misleading statement or information.
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.
The New York Stock Exchange or any other national securities exchange, or any
governmental authority, shall impose, as to Series 2015 Bonds or obligations of
the general character of the Series 2015 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.
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.
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 2015 Bonds by the Agency or the purchase, offering, sale, or
distribution of the Series 2015 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 National Association of Securities Dealers, Inc.
relating to the issuance, sale, or delivery of the Series 2015 Bonds by the Agency
or the purchase, offering, sale, or distribution of the Series 2015 Bonds by the
Underwriters.
(e)
(0
(g)
(h)
(i)
15
560
There shall have occurred any new outbreak or escalation of hostilities, any
declaration by the United States of war or any national or intemational 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 make
it impracticable or inadvisable for the Underwriters to market the Series 2015
Bonds or to enforce contracts for the sale of the Series 2015 Bonds.
Prior to Closing, any of the rating agencies which have rated the Series 2015
Bonds shall inform the Agency or the Underwriters that the Series 2015 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.
There shall have occurred, after the signing hereof, either a financial crisis with
respect to the Agency 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 Agency, 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 2015
Bonds or the ability of the Underwriters to enforce contracts of the sale of the
Series 2015 Bonds.
SECTION 10.
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 Agency at:
Miami Beach Redevelopment Agency
clo City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beach, FL 33139
Attention: John Woodruff, Interim Chief Financial Officer
To the Underwriters (as the Senior Managing Underwriter, the representative on behalf of
the Underwriters) at:
Morgan Stanley & Co., LLC
1560 Sawgrass Corp Pkwy, Suite 479
Sunrise, Florida 33323
Attention: J.W. Howard
0)
(k)
(l)
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561
SECTION 11.
This Purchase Agreement is made solely for the benefit of the Agency 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.
SECTION 12.
All the representations, warranties and agreements of the Underwriters and the Agency in
this Purchase Agreement shall remain operative and in full force and effect and shall survive
delivery of and payment for the Series 2015 Bonds hereunder regardless of any investigation
made by or on behalf of the Underwriters.
SECTION 13.
This Purchase Agreement shall be governed by and construed in accordance with the
laws of the State of Florida.
SECTION 14.
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.
[Signature Page to FollowJ
t7
562
If the foregoing is acceptable to you, please sign below and this Purchase Agreement will
become a binding agreement between the Agency and the underwriters.
Very Truly Yours,
MORGAN STANLEY &, CO. LLC, on behalf of
itself and WELLS FARGO BANK, NATIONAL
ASSOCIATION, MERRILL LYNCH, PIERCE,
FENNER &, SMITH INCORPORATED,
RAYMOND JAMES & ASSOCIATES, INC., and
LOOP CAPITAL MARKETS LLC
By:
Name:
Title:
Accepted and confirmed as of the date
first above written:
MIAMI BEACH REDEVELOPMENT
AGENCY
By:
Name:
Title:
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
Chairperson
J-C''(-
Redevelopment Agency
Geneial Couniel 'y'13
i8
563
EXHIBIT A
(Disclosure and Truth-in-Bonding Statement)
(_
MIAMI BEACH REDEVELOPMENT AGENCY
Tax Increment Revenue Bonds,
Series 201 5
(City Center/Historic Convention Village)
,2015
Board of Commissioners of the
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33139
Ladies and Gentlemen:
In connection with the proposed execution and delivery of the $Miami
Beach Redevelopment Agency Tax Increment Revenue Bonds, Series 2015 (City Center/Historic
Convention Viliage) (the "Series 2015 Bonds"), Morgan Stanley & Co. LLC (the "senior
Managing Underwriter"), acting on behalf of itself Wells Fargo Bank, National Association,
Merrill Lynch, Pierce, Fenner & Smith Incorporated, Raymond James & Associates, Inc., and
Loop Capital Markets LLC (collectively, with the Senior Managing Underwriter, the
"Underwriters"), has agreed to underwrite a public offering of the Series 2015 Bonds.
Arrangements for underwriting the Series 2015 Bonds will include a Bond Purchase Agreement
between the Miami Beach Redevelopment Agency (the "Agency") 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 2015 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 2015 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 Agency for any paid or promised
compensation or valuable consideration, directly or indirectly, expressly or
impiied, to act solely as an intermediary between the Agency and the
Underwriters or to exercise or attempt to exercise any influence to effect any
transaction in connection with the purchase of the Series 2015 Bonds by the
Underwriters.
(c) The total underwriting spread is $($
Exhibit A-1
/$1,000 of Bonds).
564
(e)
(f)
(d) The Management Fee is $_ ($_/$1,000 of Bonds).
The Underwriters' Expenses are $($-./$1,000 of Bonds).
No other fee, bonus or other compensation has been or will be paid by the
Underwriters in connection with the issuance of the Series 2015 Bonds to any
person not regularly employed or retained by the Underwriters, except
Underwriters' counsel, Greenberg Traurig, P.A., as shown on Schedule A-l
hereto, including any "finder" as defined in Section 218.386(1)(a), Florida
Statutes, as amended.
The names and addresses of the Underwriters are:
Morgan Stanley & Co. LLC
1560 Sawgrass Corp Pknry, Suite 479
Sunrise, Florida 33323
Attn: J.W. Howard
Wells Fargo Bank, National Association
2363 Gulf-to-Bay Blvd, Suite 200
Clearwater, Florida 337 65
Attn: J. Michael Olliff
Bank of America Merrill Lynch
355 Alhambra Circle, Suite 1360
Coral Gables, Florida 33134
Attn: Jose R. Pagan
Raymond James & Associates, Inc.
Attn:
Loop Capital Markets LLC
111 West Jackson Blvd., Suite 1901
Chicago, Illinois 60604
Attn: Deborah Knox
TheAgencyisproposingtoissue$-principalamountoftheSeries
2015 Bonds, as described in the Official Statement dated ,2015
relating to the Series 20i5 Bonds (the "Official Statement"). These obligations
are expected to be repaid over a period of approximately _ years. At a true
interest cost rate of -_-Yo,total interest paid over the life of the Series 2015
Bonds will be $_..----. Proceeds of the Series 2015 Bonds will
provide funds, together with other available funds, to (i) pay the costs of certain
redevelopment projects, (ii) refinance the outstanding Prior Bonds, (iii) [fund
required reserves, and (iv)] pay costs of issuance of the Series 2015 Bonds.
(e)
(h)
Exhibit A-2
565
(i) The anticipated source of repayment or security for the Series 2015 Bonds is the
Trust Fund Revenues (as defined in the Bond Resolution, which in turn is defined
in the Purchase Agreement). Authorizing these obligations will result in an
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 Agency over a period of approximatery _ years.
fRemainder of page intentionally left blank]
Exhibit A-3
566
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,
MORGAN STANLEY &. CO. LLC, on behalf of
itself and WELLS FARGO BANK, NATIONAL
ASSOCIATION, MERRILL LYNCH, PIERCE,
FENNER &, SMiTH INCORPORATED,
RAYMOND JAMES & ASSOCIATES, INC., and
LOOP CAPITAL MARKETS LLC
By:
Name:
Title:
Exhibit A-4
567
SCHEDULE "A-1"
DETAILED BREAKDOWN OF UNDERWRITERS' DISCOUNT
MIAMI BEACH REDEVELOPMENT AGENCY
Tax Increment Revenue Bonds
Series 201 5
(City Center / Historic Convention Village)
Spread Breakdown
Underwrite r/Takedown :
Expenses:
Total
Expense Breakdown
Total
$/$ 1.000
$/$ 1.000
Amount
Amount
Schedule A-1
568
EXHIBIT B
s--
MIAMI BEACH REDEVELOPMENT AGENCY
Tax Increment Revenue Bonds,
Series 2015
(City Center / Historic Convention Village)
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS AND
PRICES
$ Serial Bonds
Maturity Principal( 1) Amount Interest Rate yield price
$_ _% Term Bond Due
--
l, _t yield _yq price _o/o$_ _% Term Bond Due _ l, _-t yield %; pri"r-yo
[Insert Redemption Provisions]
MIA 184716594v2
Exhibit B-1
569
DISCLOSURE DISSEMINATION AGENT AGREEMENT
This Disclosure Dissemination Agent Agreement (the "Disclosure Agreement"), dated as
of , 2075, is executed and delivered by the Miami Beach Redevelopment
Agency (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 I 5c2-12 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 ofthe 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 (bX5Xi) 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 principies or otherwise, as such term is used in paragraph (bX5Xi)
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 CUSIP
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
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.
003-4430-47 28 I 3 /AM ER rCAS
570
"Disclosure Dissemination Agent" means Digital Assurance Cerlification, 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 t hereof.
"Disclosure Representative" means the Executive Director 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 t'ailure to file an Annual Report on or before
the Annual Filing Date.
"Force Majeure Event" means: (i) acts of God, war, orterroristaction; (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, intemrptions 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.
"Hoider" 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.
"lnformation" 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 158(bX1) of the Securities Exchange Act of 1934.
"Notice Event" means any of the events enumerated in paragraph (bXsXiXC) of the Rule
and listed in Section 4(a) of this Disclosure Agreement.
"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.
003-4430-47 28 / 3 lAM ERTCAS
571
SECTION 2. Provision of Annual Reporls.
(a) The issuer shall provide, annually, an electronic copy of the Annual Report and
Certification to the Disclosure Dissemination Agent, not later than 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 ended September 30,2015. 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 immediateiy 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
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.
(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;
003-4430-47 28 / 3 /AMERTCAS
572
(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(bxii) with the MSRB, identifying the Notice Event as instructed by
the Issuer pursuant to Section 4(a) or 4(bxii) (being any of the categories set forth below)
when filing pursuant to the Section of this Disclosure Agreement indicated:
1. "Principal and interest payment delinquencies," pursuant to
Sections 4(c) and a(a)(1);
2. "Non-Payment related defaults, if material," pursuant to Sections
4(c) and a@)Q);
3. "Unscheduled draws on debt service reserves reflecting financial
difficulties," pursuant to Sections 4(c) and a@)e);
4. "Unscheduled draws on credit enhancements reflecting financial
difficulties," pursuant to Sections 4(c) and a@)();
5. "Substitution of credit or liquidity providers, or their failure to
perform," pursuant to Sections 4(c) and a(a)(5);
6. "Adverse tax opinions, the issuance by the internal Revenue
Service of proposed or final determinations of taxability, Notices of Proposed
Issue (lRS 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," pursuant to Sections 4(c) and a@)$);
7 . "Modifications to rights of securities holders, if material," pursuant
to Sections 4(c) and a@)Q);
8. "Bond calls, if material, and tender offers" pursuant to Sections
4(c) and a(a)(8);
9. "Defeasances," pursuant to Sections 4(c) and 4(a)(9);
10. "Release, substitution, or sale of property securing repayment of
the securities, if material," pursuant to Sections 4(c) and 4(a)(10);
1 1 . "Rating changes," pursuant to Sections 4(c) and a(a)( I 1),
12. "Bankruptcy, insolvency, receivership or similar event of the
obligated person," pursuant to Sections 4(c) and a@)Q2);
I 3. "The consummation of a merger, consolidation, or acquisition
involving an obligated person or the sale of all or substantially all of the assets of
the obligated person, other than in the ordinary course of business, the entry into a
definitive agreement to undertake such an action or the termination of a definitive
003-4430-4728/3/ AM ER rCAS
573
agreement relating to any such actions, other than pursuant to its terms, if
material," pursuant to Sections 4(c) and 4(a)(13); and
14. "Appointment of a successor or additional trustee or the change of
name of a trustee, if material," pursuant to Sections 4(c) and a@)Q$.
(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(bxii) 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.
(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.
(0 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 10:00
a.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 1l:59 p.m. Eastern time on the same business
day; provided, however, the Disclosure Dissemination Agent shall have no liability for any delay
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 for
the prior Fiscal Year: the information in the Official Statement [in the table under the caption
"HISTORICAL AND PROJECTED DEBT SERVICE COVERAGE" and in the table entitled
"Miami Beach Redevelopment Agency Historical and Projected Taxable Real Property and Tax
Increment Revenues City Center Historic Convention Village" and issuance of additional debt
payable from the Pledged Fundsl.
(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
5
003-4430-4728/3/AM ER r CAS
574
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 operatin g 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. Reportins 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 defauits, if material;
3. Unscheduled draws on debt service reserves reflecting financial
difficulties;
4. Unscheduled draws on credit enhancements relating to the Bonds
refl ecting fi nancial diffi culties;
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;
1 1. Rating changes on the Bonds;
12. Bankruptcy, insolvency, receivership or similar event of the Obligated
Person;
Note: forthepurposesoftheeventidentifiedinthissubsection4(a)(12),theeventisconsideredto
occur when any of the following occur: the appointment of a receiver, fiscal agent or similar fficer for an
Obligated Person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state
orfederal law inwhich a court or governmental authority has assumed jurisdiction over substantiatty all of
the assets or bttsiness of the Obligated Person, or if such jurisdiction has been assumed by leaving the
existing governmentql body and fficials or fficers in possession but subject to the superuision and orders
6
0o3 - 443 0 - 47 28 / 3 /AM ER rCAS
575
of a court or governmental authority, or the entry of an order confirming a plan of reorganization,
drrangement or liqttidation b1t a cottrt 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; and
14. Appointment of a successor or additional trustee or the change of name of
a trustee, if material.
The Issuer shall, in atimely 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) 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 (l0th) 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 occuffence 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 (bxii) 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 Reporls filed pursuant to Section 7(a), the Issuer shall indicate the
7
003-4 430 -41 28 / 3 /AM ERtCAS
576
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
1933 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 Agent under this
Disclosure Agreement. The Issuer may, upon thirty 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,
aiternately, agrees to assume all responsibilities of Disclosure Dissemination Agent under this
Disclosure Agreement for the benefit of the Holders of the Bonds. Notwithstanding any
003-4430-4728/3/ AM ER r CAs
577
replacement or appointment of a successor, the Issuer shall remain liable until payment in fr-rll for
any and all sums owed and payable to the Disclosure Dissemination Agent. The Disclosure
Dissemination Agent may resign al any time by providing thirty days' prior written notice to the
Issuer.
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 1. Duties. Immunities and Liabilities of Disclosure Dissemination Aeent.
(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 extemal) 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.
003-4430-47 28 / 3 /AMERt CAS
578
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
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 l0 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 Paymentsl No Personal Liability. Notwithstanding anything to
the contrary contained in this Disclosure Agreement, the Issuer shall be required to use only Trust
Fund 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 Trust Fund Revenues for that purpose. 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 Disciosure Agreement shall be deemed to be a covenant, stipulation,
obiigation or agreement of any present or future officer, agent or employee of the Issuer in other
than that person's offrcial 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. Governins 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.
003-4430-4728/31 AM ER rCAS
l0
579
The Disclosure Dissemination
Agreement to be executed, on the date
authorized.
Agent and the Issuer have
first written above, by their
caused this Disclosure
respective officers duly
DIGITAL AS SURANCE CERTIFICATION,
L.L.C., as Disclosure Dissemination Agent
By:
Name:
Title:
MIAMI BEACH
as Issuer
REDEVELOPMENT AGENCY,
By:
Jimmy L. Morales
Executive Director
APFROVED AS TG
FORM & LANGUAGE
& FOR EXECUTTON
P , C"t-
Redeveloprnent Aoencv--G";;I;i couni"i'-ff
t1
oo3-A430-4728/3/ AM E R rCAs
580
EXHIBIT A
NAME AND CUSIP NUMBERS OF BONDS
Name of Issuer: Miami Beach Redevelopment Agency
Obligated Person: Miami Beach Redevelopment Agency
Name of Bond Issue:
Date of Issuance:
Date of Official Statement:
,2075
20t5
CUSIP Numbers:
A-1
o03 - 4 410 -47 28 / 3 / AM E R rCAS
581
EXHIBIT B
NOTICE TO MSRB OF FAILURE TO FILE ANNUAL REPORT
Issuer:Miami Beach Redevelopment Agency
Obligated Person: Miami Beach Redevelopment Agency
Name of Bond Issue:
Date of Issuance: ,2015
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 _, 2015, between the Issuer and Digital Assurance
Certification, L.L.C., ut pit.lorr.. Oi*ination Agent. The Issuer has notified the Disclosure
Dissemination Agent that it anticipates that the Annual Report will be hled by
Dated:
Digital Assurance Certification, L.L,C., as
Disclosure Dissemination Agent, on behalf
of the Issuer
cc: Miami Beach Redevelopment Agency
B-1
003-4430-4728/3/AM ER r CAS
582
MIAMI BEACH REDEVELOPMENT AGENCY
and
U.S. BANK NATIONAL ASSOCIATION,
as Escrow Agent
ESCROW DEPOSIT AGREEMENT
Relating to
TAX INCREMENT REVENUE BONDS, TAXABLE SERIES 19984
(CITY CENTER/HISTORIC CONVENTION VILLAGE)
and
TAX INCREMENT REVENUE REFLINDING BONDS, TAXABLE SERIES 2OO5A
(CITY CENTEzuHISTORIC CONVENTION VILLAGE)
DATED AS OF ,2015
003-4430-47 42 I 4 IAM ER rCAS
583
ESCROW DEPOSIT AGREEMENT
ESCRow DEPoslr AGREEMENT (he "Agreement") made and entered into as
, 2015, by and between the MIAMI BEACH REDEVELOPMENT AGENCY
(the "Agency") and U.S. BANK NATIONAL ASSOCIATION, as Escrow Agent (the "Escrow
Agent").
WITNESSETH:
WHEREAS, the Agency has heretofore issued its (i) $29,105,000 aggregate principal
amount of Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Taxabie Series
19984 (City Center/Historic Convention Village), dated as of July 29, 1998, presently
outstanding in the principal amount of $10,000,000 (the "Outstanding Series 1998A Bonds"),
and (ii) $51,440,000 aggregate principal amount of Miami Beach Redevelopment Agency Tax
Increment Revenue Refunding Bonds, Taxable Series 20054 (City Center/Historic Convention
Village), dated as of September 22, 2005, presently outstanding in the principal amount of
$27,815,000 (the "Outstanding Series 20054 Bonds"), all pursuant to the provisions of
Resolution No. 150-94 adopted by the Board of Commissioners of the Agency (the
"Commission") on January 5,1994, as supplemented (collectively, the "Prior Bond Resolution");
and
WHEREAS, the Agency desires to refund and defease (i) all of the Outstanding Series
19984 Bonds (the "Refunded Series 19984 Bonds"), and (ii) all of the Outstanding Series
2005A Bonds (the "Refunded Series 20054 Bonds," and together with the Refunded Series
1998,4 Bonds, the "Refunded Bonds"), ut more particularly described in Schedule A attached
hereto and made apart hereof; and
WHEREAS, the Agency has issued its $aggregate principal amount of
Miami Beach Redevelopment Agency Tax Increment Revenue [and] Refunding Bonds, Series
2015- (City Center/Historic Convention Village) (the "Bonds"), pursuant to the provisions of
Resoiution No. _-2015 adopted by the Commission on _,2075 (the "Bond
Resolution"), a portion of the proceeds of which Bonds is to be deposited with the Escrow Agent
to provide, with investment earnings thereon and certain other available moneys, for the
refunding and defeasance of the Refunded Bonds; and
WHEREAS, a portion of the proceeds derived from the sale of the Bonds, together with
the other available moneys, will be applied to the purchase of Government Obligations (as such
term is hereinafter defined), which will mature and produce investment income and eamings at
such time and in such amount as will be sufficient, together with certain moneys remaining
uninvested, to pay when due or upon the redemption thereof, the principal of and interest on the
Refunded Bonds as more specifically set forth herein; and
WHEREAS, in order to provide for the proper and timely application of the moneys
deposited hereunder, the maturing principal amount of the Government Obligations purchased
therewith, and investment income and earnings derived therefrom to the payment of the
THIS
of
003-4430-4742/4 lAM ER rCAS
584
Refunded Bonds, it is necessary for the Agency to enter into this Agreement with the Escrow
Agent;
NOW, THEREFORE, the Agency and the Escrow Agent, in consideration of the
foregoing and the mutual covenants herein set forth and in order to secure the payment of the
principal of and interest on all of the Refunded Bonds according to their tenor and effect, do
hereby agree as follows:
ARTICLE I
CREATION AND CONVEYANCE OF TRUST ESTATE
Section 1.01. Creation and Conveyance of Trust Estate. The Agency hereby grants,
waffants, remises, releases, conveys, assigns, transfers, aliens, pledges, sets over and confirms
unto the Escrow Agent and to its successors in the trust hereby created, and to it and its assigns
forever, all and singular the property hereinafter described, to wit:
DIViSION I
Allright,titleandinterestinandto(i)$-inmoneysdepositeddirect1ywith
the Escrow Agent and derived from the proceeds of the Bonds upon issuance and delivery of the
Bonds and execution of and delivery of this Agreement, and (ii) $in moneys derived
from the
$
Account and allocable to the Refunded Series 19984 Bonds. and
in moneys derived from the Account and allocable to the
Refunded Series 20054 Bonds, each such account in the Sinking Fund created under the Prior
Bond Resolution (such moneys described in (ii), the "Other Moneys").
DIVISION II
All right, title and interest in and to the Government Obligations described in Schedule B
attached hereto and made a part hereof, together with the income and earnings thereon.
DIVISION III
Any and all other property of every kind and nature from time to time hereafter, by
delivery or by writing of any kind, conveyed, pledged, assigned or transferred as and for
additional security hereunder by the Agency, or by anyone on behalf of the Agency to the
Escrow Agent for the benefit of the Refunded Bonds.
003 -4 410 - 47 42 / 4 I AM ERTCAS
585
DIVISION IV
All property which is by the express provisions of this Agreement required to be subject
to the pledge hereof and any additional property that may, from time to time hereafter, by
deiivery or by writing of any kind, by the Agency, or by anyone in its behalf, be subject to the
pledge hereof.
TO HAVE AND TO HOLD, all and singular, the Trust Estate (as such term is hereinafter
defined), including all additional property which by the terms hereof has or may become subject
to the encumbrances of this Agreement, unto the Escrow Agent, and its successors and assigns,
forever in trust, however, for the sole benefit and security of the holders from time to time of the
Refunded Bonds, but if the principal of and interest on all of the Refunded Bonds shall be fully
and promptly paid when due, upon the maturity or redemption thereof, in accordance with the
terms thereof, then this Agreement shall be and become void and of no further force and effect
except as otherwise provided herein; otherwise the same shall remain in full force and effect, and
upon the trusts and subject to the covenants and conditions hereinafter set forth.
ARTICLE II
DEFINITIONS
Section2.01. Definitions. In addition to words and terms elsewhere defined in this
Agreement, the following words and terms as used in this Agreement shall have the following
meanings, unless some other meaning is plainly intended. Capitalized terms not otherwise
defined in this Agreement shall have the meanings given to such terms in the Prior Bond
Resolution.
"Government Obligations" shall mean Defeasance Obligations (as defined in the Prior
Bond Resolution with respect to the applicable Refunded Bonds) which are not subject to
redemption prior to maturity.
"Trust Estate," "trust estate" or "pledged properly" shall mean the property, rights and
interests described or referred to under Divisions I, II, III and IV in Article I above.
Words of the masculine gender shall be deemed and construed to include correlative
words of the feminine and neuter genders. Words importing the singular number shall include
the plural number and vice versa unless the context shall otherwise indicate. The word "person"
shall include corporations, associations, natural persons and public bodies unless the context
shall otherwise indicate. Reference to a person other than a natural person shall include its
successors.
ARTICLE III
ESTABLISHMENT OF ESCROW DEPOSIT TRUST FUND;
FLOW OF FLINDS
Section 3.01. Creation of Escrow Deposit Trust Fund and Deposit of Moneys. There is
hereby created and established with the Escrow Agent a special and irrevocable trust fund
003-4430-47 42 / 4 /AM ERTCAS
586
designated "Miami Beach Redevelopment Agency Tax Increment Revenue and Refunding
Bonds, Series 19984 and Series 20054 (City Center/Historic Convention Village) Escrow
Deposit Trust Fund" (the "Escrow Deposit Trust Fund"), to be held by the Escrow Agent for the
sole benefit of the holders of the Refunded Bonds and accounted for separate and apart from the
other funds of the Agency and, to the extent required by law, of the Escrow Agent.
Concurrently with the delivery of this Agreement, the Agency herewith causes to be
deposited with the Escrow Agent and the Escrow Agent acknowledges receipt of immediately
availablemoneySfordepositintheEscrowDepositTrustFundintheamountof$-,
consisting of $from the proceeds of the Bonds and $in Other Moneys,
from the Otherall of which, when invested in Government Obligations (other than $
Moneys to be held uninvested), will provide moneys sufficient to pay the principal of and
interest on the Refunded Bonds, upon the payment when due or upon redemption thereof, as
more particularly described in Schedule C attached hereto and made a part hereof.
Section 3.02. Payment of Refunded Bonds. The Bond proceeds and Other MoneysreceivedbytheEscrowAgentwillbesufficienttopurchase$-paramountof
Government Obligations, all as listed in Schedule B attached hereto and made apart hereof,
which will mature in principal amounts and earn income at such times so that sufficient moneys
will be available to pay as the same are paid when due or redeemed all principal of and interest
on the Refunded Bonds. Notwithstanding the foregoing, if the amounts deposited in the Escrow
Deposit Trust Fund are insufficient to make said payments of principal and interest, the Agency
shall cause to be deposited into the Escrow Deposit Trust Fund the amount of any deficiency
immediately upon notice from the Escrow Agent.
Section 3.03. Irrevocable Trust Created. The deposit of moneys and Government
Obligations or other property hereunder in the Escrow Deposit Trust Fund shall constitute an
irrevocable deposit of said moneys and Government Obligations and other property hereunder
for the sole benefit of the holders of the Refunded Bonds, subject to the provisions of this
Agreement. The holders of the Refunded Bonds, subject to the provisions of this Agreement,
shall have an express lien on all moneys and principal of and earnings on the Government
Obligations and other property in the Escrow Deposit Trust Fund. The moneys deposited in the
Escrow Deposit Trust Fund and the matured principal of the Government Obligations and other
properly hereunder and the interest thereon shall be held in trust by the Escrow Agent, and shall
be applied for the payment of Refunded Bonds, as more specifically set forth in Schedule C
hereto.
Section 3.04. Purchase of Govemment Obliqations.
The Escrow Agent is hereby directed immediately to purchase the Government
Obligations listed in Schedule B from the proceeds of the Bonds and the Other Moneys
described in Sections 3,01 and 3.02 hereof. The Escrow Agent shall purchase the Government
Obligations solely from the moneys deposited in the Escrow Deposit Trust Fund as provided in
this Agreement. The Escrow Agent shall apply the moneys deposited in the Escrow Deposit
Trust Fund and the Government Obligations purchased therewith, together with all income or
earnings thereon, in accordance with the provisions hereof. The Escrow Agent shall have no
power or duty to invest any moneys held hereunder or to make substitutions of the Government
003 -4 430 -47 4 2 / 4 / AMERTC AS
587
Obligations held hereunder or to sell, transfer or otherwise dispose of the Govemment
Obligations heid hereunder except as provided in this Agreement. The Escrow Agent is hereby
directed not to invest $from the Other Moneys deposited in the Escrow Deposit
Trust Fund simultaneously with the delivery of this Agreement.
Section 3.05. Substitution of Certain Government Obligations.
(a) If so directed in writing by the Agency on the date of delivery of this
Agreement, the Escrow Agent shall accept in substitution for all or a portion of the Government
Obligations listed in Schedule B, Government Obligations (the "substituted Securities"), the
principal of and interest on which, together with any Govemment Obligations listed in Schedule
B for which no substitution is made and moneys held uninvested by the Escrow Agent, will be
sufficient to pay all principal of and interest of the Refunded Bonds as set forth in Schedule C
hereof. The foregoing notwithstanding, the substitution of Substituted Securities for any of the
Government Obligations listed in Schedule B may be effected only upon compliance with
Section 3.05(bX1) and (2) below.
(b) If so directed in writing by the Agency at any time during the term of this
Agreement, the Escrow Agent shall sell, transfer, exchange or otherwise dispose of or request
the redemption of, all or a portion of the Government Obligations then held in the Escrow
Deposit Trust Fund and shall substitute for such Government Obligations other Government
Obligations, designated by the Agency, and acquired by the Escrow Agent with the proceeds
derived from the sale, transfer, disposition or redemption of or by the exchange of such
Government Obligations held in the Escrow Deposit Trust Fund, but only upon the receipt by the
Escrow Agent of:
(1) an opinion of nationally recognized counsel in the field of law relating to
municipal bonds stating that such substitution is not inconsistent with the statutes and
regulations applicable to the Refunded Bonds and the Bonds; and
(2) verification by a firm of independent certified public accountants stating
that the principal of and interest on the substituted Govemment Obligations, together
with any Government Obligations and any uninvested moneys remaining in the Escrow
Deposit Trust Fund will be sufficient, without reinvestment, to pay the remaining
principal of and interest on the Refunded Bonds as set forth in Schedule C hereof.
Any moneys resulting from the sale, transfer, disposition or redemption of the Government
Obligations held hereunder and the substitution therefor of other Government Obligations not
required to be applied for the payment of such principal of and interest on the Refunded Bonds
(as shown in the verification report described in Section 3.05(bX2) hereof delivered in
connection with such substitution), shall be deposited in the Interest Account within the Sinking
Fund established under the Bond Resolution. Upon any such substitution of Government
Obligations pursuant to Section 3.05, Schedule B hereto shall be appropriately amended to
refl ect such substitution.
The Escrow Agent may rely on all specific directions in this Agreement providing for the
investment or reinvestment of the Escrow Deposit Trust Fund.
003-443A-47421 4 IAM ERTCAS
588
Section 3.06. Transfers from Escrow Deposit Trust Fund. As the principal of the
Government Obligations set forth in Schedule B shall mature and be paid, and the investment
income and earnings thereon are paid, the Escrow Agent shall pay from such moneys to U.S.
Bank National Association, in its capacity of Paying Agent with respect to the Refunded Bonds
(as Trustee, Paying Agent and Registrar with respect to the Refunded Bonds, the "Refunded
Bonds Trustee"), no later than the payment dates for the Refunded Bonds, as specified in
Schedule C hereof, the amounts necessary to pay the principal of and interest on the Refunded
Bonds, as specified in Schedule C hereof. The Agency hereby irrevocably determines, and
instructs the Refunded Bonds Trustee and the Escrow Agent, to call for redemption prior to
maturity, pursuant to their optional redemption provisions, the Refunded Series 2005A Bonds
maturing December l, 2016 through and including Decemb er 1,2020 and December 1, 2022 on
January _, 2076 at a redemption price of 100% of the principal amount thereof, in accordance
with the Prior Bond Resolution. The Agency, the Refunded Bonds Trustee and the Escrow
Agent shall perform the responsibilities, described in the Prior Bond Resolution, in connection
with the redemption of such Refunded Bonds, including the giving of notice of redemption as
required therein. The Agency shall mail, or cause to be mailed, a copy of such notice of
redemption to National Public Finance Guarantee Corporation, as successor to MBIA Insurance
Corporation ("NPFGC"). The Agency shall also file, or cause to be filed, a copy of such notice
of redemption with the Municipal Securities Rulemaking Board (the "MSRB"). In addition, the
Refunded Bonds Trustee shall publish such notice of redemption one time in The Bond Buyer,
New York, New York, at least 30 days prior to January _,2076.
Section 3.07. Investment of Certain Moneys Remaining in Escrow Deposit Trust Fund.
Subject to the provisions of Section 3.04 of this Agreement, the Escrow Agent shall invest and
reinvest, at the written direction of the Agency, in Government Obligations any moneys
remaining from time to time in the Escrow Deposit Trust Fund until such time as they are
needed. Such moneys shall be reinvested in such Government Obligations for such periods and
at such interest rates, as the Escrow Agent shall be directed to invest by the Agency, which
periods and interest rates shall be set forth in an opinion from nationally recognized counsel in
the field of law relating to municipal bonds to the Agency and to the Escrow Agent, which
opinion shall also be to the effect that such reinvestment of such moneys in such Government
Obligations is not inconsistent with the statutes and regulations applicable to the Refunded
Bonds and the Bonds. Any interest income resulting from reinvestment of moneys pursuant to
this Section 3.07 not required to be applied for the payment of the principal of and interest on the
Refunded Bonds shall be deposited in the Interest Account within the Sinking Fund established
under the Bond Resolution.
Section 3.08. Escrow Deposit Trust Fund Constitutes Trust Fund. The Escrow Deposit
Trust Fund created and established pursuant to this Agreement shall be and constitute a trust
fund for the purposes provided in this Agreement and shall be kept separate and distinct from all
other funds of the Agency and, to the extent required by law, of the Escrow Agent and used only
for the purposes and in the manner provided in this Agreement.
Section 3.09. Transfer of Funds After All Pavments Required b), this Agreement are
Made. After all of the transfers by the Escrow Agent to the payment of the principal of and
interest on the Refunded Bonds provided in Schedule C have been made, all remaining moneys
and securities, together with any income and interest thereon, in the Escrow Deposit Trust Fund
003-4430-4742/ 4 / AM ER rCAS
589
shall be deposited in the Interest Account within the Sinking Fund established under the Bond
Resoiution; provided, however, that no such transfers (except transfers made in accordance with
Sections 3.05 and 3.07 hereof) shall be made until all of the principal of, premium and interest on
the Refunded Bonds have been paid.
ARTICLE IV
CONCERNING THE ESCROW AGENT
Section4.01. Liability of Escrow Agent. The Escrow Agent shall not be liable in
connection with the performance of its duties hereunder except for its own negligence,
misconduct or default. The Escrow Agent shall not be liable for any loss resulting from any
investments made pursuant to the terms of this Agreement. The Escrow Agent shall not be liable
for the accuracy of the calculations as to the sufficiency of moneys and of the principal amount
of the Govemment Obligations and the earnings thereon to pay the Refunded Bonds. So long as
the Escrow Agent applies any moneys, Government Obligations and interest earnings therefrom
to pay the Refunded Bonds as provided herein, and complies fully with the terms of this
Agreement, the Escrow Agent shall not be liable for any deficiencies in the amounts necessary to
pay the Refunded Bonds caused by such caiculations.
The duties and obligations of the Escrow Agent shall be determined by the express
provisions of this Agreement. The Escrow Agent may consult with counsel with respect to any
matter reievant to this Agreement, who may or may not be counsel to the Agency, and be entitled
to receive from the Agency reimbursement of the reasonable fees and expenses of such counsel,
and in reliance upon the opinion of such counsel have full and complete authorization and
protection in respect of any action taken, suffered or omitted by it in good faith in accordance
therewith. Whenever the Escrow Agent shall deem it necessary or desirable that a matter be
proved or established prior to taking, suffering or omitting any action under this Agreement, such
matter may be deemed to be conclusively estabiished by a certificate signed by an authorized
officer of the Agency and the Escrow Agent may in good faith conclusively rely upon such
certificate.
The Escrow Agent shall have no lien, security interest or right of set-off whatsoever upon
any of the moneys or investments in the Escrow Deposit Trust Fund for the payment of fees or
expenses for the services rendered by the Escrow Agent under this Agreement.
Section 4.02. Permitted Acts. The Escrow Agent and its affiliates may become the
owner of all or may deal in the Refunded Bonds as fully and with the same rights as if it were not
the Escrow Agent.
Section 4.03. Palzment to Escrow Aqent. The Agency shall pay to the Escrow Agent
reasonable compensation for all services rendered by it hereunder and also its reasonable
expenses incurred in and about the administration and execution of the trusts hereby created and
the performance of its powers and duties hereunder, all as provided in Schedule D hereto.
003-4430-4742/4/AM ERTCAS
590
ARTICLE V
MISCELLANEOUS
Section 5.01. Amendments to this Agreement. This Agreement is made for the benefit
of the holders from time to time of the Refunded Bonds and shall not be repealed, revoked,
altered or amended without the written consent of all such holders of the Refunded Bonds, the
Escrow Agent and the Agency; provided, however, that the Agency and the Escrow Agent may,
without the consent of, or notice to, such holders enter into such agreements supplemental to this
Agreement which shall not adversely affect the rights of such holders and shall not be
inconsistent with the terms and provisions of this Agreement for any one or more of the
following purposes:
(a) to cure any ambiguity or formal defect or omission in this Agreement; or
(b) to grant to or confer upon the Escrow Agent for the benefit of the holders
of the Refunded Bonds any additional rights, remedies, powers or authority that may lawfully be
granted to or conferred upon the Escrow Agent.
The Escrow Agent shall be entitled to rely upon an unqualified opinion of a nationally
recognized counsel in the field of law relating to municipal bonds with respect to compliance
with this Section.
Prior to any repeal, revocation, alteration or amendment of this Agreement, the Agency
shall provide written notice of such proposed repeal, revocation, alteration or amendment to
Standard & Poor's Ratings Services and Moody's Investors Service, Inc. at their addresses set
forth below:
Standard & Poor's Ratings Services
55 Water Street
New York, New York 10041
Attn: Municipal Ratings Desk/Refunded Bonds
Moody's Investors Service, Inc.
99 Church Street
New York, New York 10007
Section 5.02. Severability. If any one or more of the covenants or agreements provided
in this Agreement on the part of the Agency or the Escrow Agent to be performed should be
determined by a court of competent jurisdiction to be contrary to law, such covenant or
agreement shall be deemed and construed to be severable from the remaining covenants and
agreements herein contained and shall in no way affect the validity of the remaining provisions
of this Agreement.
Section 5.03. Agreement Binding. All the covenants, proposals and agreements in this
Agreement contained by or on behalf of the Agency or by or on behalf of the Escrow Agent shall
bind and inure to the benefit of their respective successors and assigns, whether so expressed or
not.
003-4430-47 42/ 4 IAMERTCAS
591
Section 5.04. Notices to Escrow Aeent and Aeency. Any notice, demand, direction,
request or other instrument authorized or required by this Agreement to be given to or filed with
the Escrow Agent or the Agency, shall be deemed to have been sufficiently given or filed for all
purposes of this Agreement if personally deiivered and receipted for, or if sent by registered or
certified United States mail, return receipt requested, addressed as follows:
(a) As to the Agency -
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33 139
Attention: Executive Director
(b) As to the Escrow Agent -
U.S. Bank National Association
225 Water Street
Suite 700
Jacksonville, Florida 32202
Attention: Corporate Trust Services
Any party hereto may, by notice sent to the other parties hereto, designate a different or
additional address to which notices under this Agreement are to be sent.
Section 5.05. Termination. This Agreement shall terminate when all transfers and
payments required to be made by the Escrow Agent under the provisions hereof shall have been
made,
Section 5.06. Execution by Countemarts. This Agreement may be executed in several
counterparts, all or any of which shall be regarded for all purposes as one original and shall
constitute and be but one and the same instrument.
Section 5.07. Notice of Defeasance. The Agency hereby irrevocably instructs U.S.
Bank National Association, in its capacity of Registrar with respect to the Refunded Bonds, to
give to the Holders of the Refunded Bonds and NPFGC, by first class mail, postage prepaid, as
soon as practicable, and to file with the MSRB, as soon as practicable, notice of the defeasance
of the Refunded Bonds, substantially in the form attached hereto as Schedule E.
Section 5.08. Governing Law. This Agreement shall be governed by the laws of the
State of Florida.
003-4430-4742/4 /AM E RTCAS
592
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be
executed by its duly authorized officers.
MIAMI BEACH REDEVELOPMENT
AGENCY
By:
Chairperson
U.S. BANK NATIONAL
ASSOCIATION, as Escrow Agent
Assistant Vice President
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
By:
3,"q-0r,F qlt
15
ReCe,.,'elonr^nent Actency Date
r- ^- -.^ r a'^,.-.- ^l'-:- -_) .it irijLi j :: Et
003-4430-4742/4/AMER rCAS
10
593
Maturitlu Date
12101t2020
Maturi{z Date
12101t2016
12t0U20t7
12101120t8
1210112019
1210U2020
1210112022
SCHEDULE A
REFLNDED SERIES 19984. BONDS
Principal Amount
$ 10,000,000
REFLINDED SERIES 2OO5A BONDS
Principal Amount
$ 2,465,000
2,595,000
2,730,000
2,990,000
3,645,000
11,155,000
Interest Rate
6.680%
Interest Rate
4.930%
5.010
5.110
5.170
5.200
5.220
A-1
003-4410-47 42/ 4 /AMERTCAS
594
SCHEDULE B
INVESTMENT OF BOND PROCEEDS AND OTHER MONEYS
Type of Securit), Maturitlz Date Principal Amount Interest Rate
$%
B-1
003-4430-4742/4/ AM ER tCAS
595
SCHEDULE C
SCHEDULE OF PAYMENTS ON
REFTINDED BONDS
PrincipalDate Principal Redeemed Interest Total
c-1
003 -4 430-47 42 / 4 /AMERtCAS
596
(i)
(ii)
SCHEDULE D
ESCROW AGENT FEES AND EXPENSES
In consideration of the services to be rendered by the Escrow Agent under the
Agreement, the Agency agrees to pay the Escrow Agent an annual fee of $_
payable on September 1 of each year until the Agreement has been terminated for all
services to be incurred as Escrow Agent in connection with such services, and agrees to
reimburse at cost all ordinary out-of-pocket expenses incurred by the Escrow Agent. The
term "ordinary out-of-pocket expenses" means expenses of holding, investing and
disbursing the Escrow Deposit Trust Fund as provided herein and includes, but is not
lirnited to publication costs, postage and legal fees as incurred.
The Agency also agrees to reimburse the Escrow Agent for any extraordinary expenses
incurred by it in connection with the Agreement. The term "extraordinary expenses"
includes (a) expenses arising out of the assertion of any third party to any interest in the
Escrow Deposit Trust Fund or any challenge to the validity hereof, including reasonable
attorneys' fees, (b) expenses relating to any substitution under Section 3.05 or
reinvestment under Section 3.0J, and (c) expenses (other than ordinary expenses) not
occasioned by the Escrow Agent's misconduct or negligence.
The fees and expenses payable by the Agency under clause (i) or (ii) above shall not be
paid from the Escrow Deposit Trust Fund, but shall be paid by the Agency from legally
available funds of the Agency.
(iii)
003-4430-474214 lAME Rr CA5
D-1
597
SCHEDULE E
NOTICE OF DEFEASANCE
Miami Beach Redevelopment Agency
Tax Increment Revenue Bonds, Taxable Series 19984,
(City Center/Flistoric Convention Village)
Dated: July 29,1998
(the "Series 19984. Bonds")
Maturity Date
12101/2020
Maturitv Date
t2/01/2016
12/0112017
12/0112018
1210y2019
t2/0112020
t210112022
Principal Amount
$ 10,000,000
Principal Amount
$ 2,465,000
2,595,000
2,730,000
2,880,000
3,645,000
1 1,155,000
Interest Rate
6.680%
Interest Rate
4.930%.
5.010
5.1t0
5.170
s.200
5.220
CUSIP Numbers.
593237CA6
CUSIP Numbers-
s93237DM9
593237DN7
593237DPz
s93237DQ0
593237DR8
593237D56
Miami Beach Redevelopment Agency
Tax Increment Revenue Refunding Bonds, Taxable Series 20054
(City Center/Flistoric Convention Village)
Dated: September 22, 2005
(the "Series 20054 Bonds")
NOTICE IS HEREBY GIVEN that monies have been deposited with U.S. Bank National
Association, as Escrow Agent, for the payment of the principal of and interest on the outstanding
bonds identified above (collectively, the "Bonds"), and such monies, except to the extent
maintained in cash, have been invested in direct obligations of the United States of America.
U.S. Bank National Association, as Trustee, Paying Agent and Registrar for the Bonds, and the
Escrow Agent have been irrevocably instructed to call for redemption prior to maturity, pursuant
to their optional redemption provisions, the Series 2005A Bonds maturing December 1,2016
through and including December 1, 2020 and December l, 2022 on January _, 2016 at a
redemption price of 100% of the principal amount thereof. The Series 19984, Bonds shall be
paid on their maturity date.
No representation is made as to the correctness of these CUSIP numbers either as printed on the Bonds or contained
in this Notice.
E-1
003-4430.47421 4 / AMERTCAS
598
The amount so deposited as aforesaid has been calculated to be adequate to pay, when due,
the principal of and interest on the Bonds to and including their maturity or redemption date
described above. The Bonds are therefore deemed to have been paid in accordance with Section
304(M) of Resolution No. 150-94 adopted by the Miami Beach Redevelopment Agency on January
5,1994.
U.S. BANK NATIONAL ASSOCIATION,
as Registrar
Dated: _,2015
003-4430-4742/4/ AM ER tCAS
E-2
599
MIAMI BEACH REDEVELOPMENT AGENCY
and
U.S. BANK NATIONAL ASSOCIATION,
as Escrow Agent
ESCROW DEPOSIT AGREEMENT
Relating to
TAX INCREMENT REVENUE REFLTNDING BONDS, SERIES 2OO5B
(CITY CENTER/HISTORIC CONVENTION VILLAGE)
DATED AS OF ,2015
003-4430-47 38 / 3 /AM ERTCAS
600
ESCROW DEPOSIT AGREEMENT
THIS ESCROW DEPOSIT AGREEMENT (the "Agreement") made and entered into as
of , 2015, by and between the MIAMI BEACH REDEVELOPMENT AGENCY
(the "Agency") and U,S. BANK NATIONAL ASSOCIATION, as Escrow Agent (the "Escrow
Agent").
WITNES$ETH:
WHEREAS, the Agency has heretofore issued its $29,330,000 aggregate principal
amount of Miami Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds,
Series 20058 (City Center/Historic Convention Village), dated as of September 22, 20A5,
presently outstanding in the principal amount of $17,175,000 (the "Outstanding Series 20058
Bonds"), pLlrsuant to the provisions of Resolution No. 150-94 adopted by the Board of
Commissioners of the Agency (collectively, the "Commission") on January 5, 1994, as
supplemented (the "Prior Bond Resolution"); and
WHEREAS, the Agency desires to refund and defease all of the Outstanding Series
20058 Bonds, as more particularly described in Schedule A attached hereto and made a part
hereof (the "Refunded Bonds"); and
WHEREAS, the Agency has issued its $aggregate principal amount of
Miami Beach Redevelopment Agency Tax Increment Revenue [and] Refunding Bonds, Series
2015- (City Center/Historic Convention Viilage) (the "Bonds"), pursuant to the provisions of
Resolution No. _-2015 adopted by the Commission on _,2015 (the "Bond
Resolution"), a portion of the proceeds of which Bonds is to be deposited with the Escrow Agent
to provide, with investment eamings thereon and certain other available moneys, for the
refunding and defeasance of the Refunded Bonds; and
WHEREAS, a portion of the proceeds derived from the sale of the Bonds, together with
the other available moneys, will be applied to the purchase of Government Obligations (as such
term is hereinafter defined), which will mature and produce investment income and eamings at
such time and in such amount as will be sufficient, together with certain moneys remaining
uninvested, to pay upon the redemption thereof, the principal of and interest on the Refunded
Bonds as more specifically set forth herein; and
WHEREAS, in order to provide for the proper and timely application of the moneys
deposited hereunder, the maturing principal amount of the Government Obligations purchased
therewith, and investment income and earnings derived therefrom to the payment of the
Refunded Bonds, it is necessary for the Agency to enter into this Agreement with the Escrow
Agent;
NOW, THEREFORE, the Agency and the Escrow Agent, in consideration of the
foregoing and the mutual covenants herein set forth and in order to secure the palrnent of the
principal of and interest on all of the Refunded Bonds according to their tenor and effect, do
hereby agree as follows:
003-4430-4738/3/AMERTCAS
601
ARTICLE I
CREATION AND CONVEYANCE OF TRUST ESTATE
Section i.0i. Creation and Conveyance of Trust Estate. The Agency hereby grants,
warrants, remises, releases, conveys, assigns, transfers, aliens, pledges, sets over and confirms
unto the Escrow Agent and to its successors in the trust hereby created, and to it and its assigns
forever, all and singular the property hereinafter described, to wit:
DIVISION I
All right, title and interest in and to (i) S_ in moneys deposited directly with
the Escrow Agent and derived from the proceeds of the Bonds upon issuance and delivery of the
Bonds and execution of and delivery of this Agreement, and (ii) $in moneys derived
from the Account in the Sinking Fund created under the Prior Bond Resolution and
allocable to the Refunded Bonds (such moneys described in (ii), the "Other Moneys").
DIVISION II
All right, title and interest in and to the Government Obligations described in Schedule B
attached hereto and made apart hereof, together with the income and earnings thereon.
DIVISION III
Any and all other property of every kind and nature from time to time hereafter, by
delivery or by writing of any kind, conveyed, pledged, assigned or transferred as and for
additional security hereunder by the Agency, or by anyone on behalf of the Agency to the
Escrow Agent for the benefit of the Refunded Bonds.
DIVISiON IV
All property which is by the express provisions of this Agreement required to be subject
to the pledge hereof and any additional property that may, from time to time hereafter, by
delivery or by writing of any kind, by the Agency, or by anyone in its behalf, be subject to the
pledge hereof.
TO HAVE AND TO HOLD, all and singular, the Trust Estate (as such term is hereinafter
defined), including all additional property which by the terms hereof has or may become subject
to the encumbrances of this Agreement, unto the Escrow Agent, and its successors and assigns,
forever in trust, however, for the sole benefit and security of the holders from time to time of the
Refunded Bonds, but if the principal of and interest on all of the Refunded Bonds shall be fully
and promptly paid upon the redemption thereof in accordance with the terms thereof then this
Agreement shall be and become void and of no further force and effect except as otherwise
provided herein; otherwise the same shall remain in full force and effect, and upon the trusts and
subject to the covenants and conditions hereinafter set forth.
003-4430-41 38 / 3 /AMERTCAS
602
ARTICLE II
DEFINITIONS
Section2.01. Definitions. In addition to words and terms elsewhere defined in this
Agreement, the following words and terms as used in this Agreement shall have the following
meanings, unless some other meaning is plainly intended. Capitalized terms not otherwise
defined in this Agreement shall have the meanings given to such terms in the Prior Bond
Resolution.
"Government Obligations" shall mean Defeasance Obligations which are not subject to
redemption prior to maturity.
"Trust Estate," "trust estate" or "piedged property" shall mean the property, rights and
interests described or referred to under Divisions I, II, III and IV in Article I above.
Words of the masculine gender shall be deemed and construed to include correlative
words of the feminine and neuter genders. Words importing the singular number shall include
the plural number and vice versa unless the context shall otherwise indicate. The word "person"
shall include corporations, associations, natural persons and public bodies unless the context
shall otherwise indicate. Reference to a person other than a natural person shall include its
successors.
ARTICLE III
ESTABLISHMENT OF ESCROW DEPOSIT TRUST FUND:
FLOW OF FTINDS
Section 3.01. Creation of Escrow Deposit Trust Fund and Deposit of Monevs. There is
hereby created and established with the Escrow Agent a special and irrevocable trust fund
designated "Miami Beach Redeveiopment Agency Tax Increment Revenue Refunding Bonds,
Series 20058 (City Center/Historic Convention Village) Escrow Deposit Trust Fund" (the
"Escrow Deposit Trust Fund"), to be held by the Escrow Agent for the sole benefit of the holders
of the Refunded Bonds and accounted for separate and apart from the other funds of the Agency
and, to the extent required by law, of the Escrow Agent.
Concurrently with the delivery of this Agreement, the Agency herewith causes to be
deposited with the Escrow Agent and the Escrow Agent acknowledges receipt of immediately
available moneys for deposit in the Escrow Deposit Trust Fund in the amount of $_,
consisting of $from the proceeds of the Bonds and $in Other Moneys,
from the Otherall of which, when invested in Government Obligations (other than $
Moneys to be held uninvested), will provide moneys sufficient to pay the principal of and
interest on the Refunded Bonds, upon the payment upon redemption thereof as more particularly
described in Schedule C attached hereto and made aparthereof.
Section 3.02. Payment of Refunded Bonds.
received by the Escrow Agent will be sufficient to
Government Obligations, all as listed in Schedule B
The Bond proceeds and
purchase $
Other Moneys
par amount of
003-4 430-4738 / 3 lAMERTCAS
attached hereto and made a part hereof,
603
which will mature in principal amounts and earn income at such times so that sufficient moneys
will be available to pay as the same are paid when redeemed ali principal of and interest on the
Refunded Bonds as set forth in Schedule C hereof. Notwithstanding the foregoing, if the
amounts deposited in the Escrow Deposit Trust Fund are insufficient to make said payments of
principal and interest, the Agency shall cause to be deposited into the Escrow Deposit Trust Fund
the amount of any deficiency immediately upon notice from the Escrow Agent.
Section3.O3. Irrevocable Trust Created. The deposit of moneys and Government
Obligations or other property hereunder in the Escrow Deposit Trust Fund shall constitute an
irrevocable deposit of said moneys and Government Obligations and other property hereunder
for the sole benefit of the holders of the Refunded Bonds, subject to the provisions of this
Agreement. The holders of the Refunded Bonds, subject to the provisions of this Agreement,
shall have an express lien on all moneys and principal of and earnings on the Government
Obligations and other property in the Escrow Deposit Trust Fund. The moneys deposited in the
Escrow Deposit Trust Fund and the matured principal of the Govemment Obligations and other
property hereunder and the interest thereon shall be held in trust by the Escrow Agent, and shall
be applied for the payment of Refunded Bonds, as more specifically set forth in Schedule C
hereto.
Section 3.04. Purchase of Government Obligations.
The Escrow Agent is hereby directed immediately to purchase the Government
Obligations listed in Schedule B from the proceeds of the Bonds and the Other Moneys
described in Sections 3.01 and 3.02 hereof. The Escrow Agent shall purchase the Government
Obligations solely from the moneys deposited in the Escrow Deposit Trust Fund as provided in
this Agreement. The Escrow Agent shall apply the moneys deposited in the Escrow Deposit
Trust Fund and the Government Obligations purchased therewith, together with all income or
earnings thereon, in accordance with the provisions hereof. The Escrow Agent shall have no
power or duty to invest any moneys held hereunder or to make substitutions of the Government
Obligations held hereunder or to sell, transfer or otherwise dispose of the Government
Obligations held hereunder except as provided in this Agreement. The Escrow Agent is hereby
directed not to invest $from the Other Moneys deposited in the Escrow Deposit
Trust Fund simultaneousiy with the delivery of this Agreement.
The Agency covenants to take no action in the investment, reinvestment or security of the
Escrow Deposit Trust Fund in violation of this Agreement and recognizes that any such action in
contravention of this Agreement might cause the Refunded Bonds or the Bonds to be classified
as "arbitrage bonds" under the Internal Revenue Code of 1986, as amended, and the regulations
promulgated thereunder (the "Code").
Section 3.05. Substitution of Certain Government Obligations.
(a) If so directed in writing by the Agency on the date of delivery of this
Agreement, the Escrow Agent shall accept in substitution for all or a portion of the Government
Obligations listed in Schedule B, Government Obligations (the "substituted Securities"), the
principal of and interest on which, together with any Government Obligations listed in Schedule
B for which no substitution is made and moneys held uninvested by the Escrow Agent, will be
003 -4430-47 38 I 3 /AM ER r CAS
604
sufficient to pay all principal of and interest of the Refunded Bonds as set forth in Schedule C
hereof. The foregoing notwithstanding, the substitution of Substituted Securities for any of the
Govemment Obligations listed in Schedule B may be effected only upon compliance with
Section 3.05(b)(1) and (2) below.
(b) If so directed in writing by the Agency at any time during the term of this
Agreement, the Escrow Agent shall sell, transfer, exchange or otherwise dispose of, or request
the redemption of, all or a portion of the Government Obligations then held in the Escrow
Deposit Trust Fund and shall substitute for such Government Obligations other Government
Obligations, designated by the Agency, and acquired by the Escrow Agent with the proceeds
derived from the sale, transfer, disposition or redemption of or by the exchange of such
Government Obligations held in the Escrow Deposit Trust Fund, but only upon the receipt by the
Escrow Agent of:
(1) an opinion of nationally recognized counsel in the field of law
relating to municipal bonds stating that such substitution will not adversely affect the
exciusion from gross income for federal income tax purposes of interest on the Refunded
Bonds and the Bonds and is not inconsistent with the statutes and regulations applicable
to the Refunded Bonds and the Bonds; and
(2) verification by a firm of independent certified public accountants
stating that the principal of and interest on the substituted Government Obligations,
together with any Government Obligations and any uninvested moneys remaining in the
Escrow Deposit Trust Fund will be sufficient, without reinvestment, to pay the remaining
principal of and interest on the Refunded Bonds as set forth in Schedule C hereof.
Any moneys resulting from the sale, transfer, disposition or redemption of the Government
Obligations held hereunder and the substitution therefor of other Government Obligations not
required to be applied for the payment of such principal of and interest on the Refunded Bonds
(as shown in the verif,cation report described in Section 3.05(b)(2) hereof delivered in
connection with such substitution), shall be deposited in the Interest Account within the Sinking
Fund established under the Bond Resolution. Upon any such substitution of Government
Obligations pursuant to Section 3.05, Schedule B hereto shall be appropriately amended to
refl ect such substitution.
The Escrow Agent shall be under no duty to inquire whether the Government Obligations
as deposited in the Escrow Deposit Trust Fund are properly invested under the Code. The
Escrow Agent may rely on all specific directions in this Agreement providing for the investment
or reinvestment of the Escrow Deposit Trust Fund.
Section 3.06. Transfers from Escrow Deposit Trust Fund. As the principal of the
Government Obligations set forth in Schedule B shall mature and be paid, and the investment
income and earnings thereon are paid, the Escrow Agent shall pay from such moneys to U.S.
Bank National Association, in its capacity of Paying Agent with respect to the Refunded Bonds
(as Trustee, Paying Agent and Registrar with respect to the Refunded Bonds, the "Refunded
Bonds Trustee"), no later than the payment dates for the Refunded Bonds, as specified in
Schedule C hereof, the amounts necessary to pay the principal of and interest on the Refunded
003-4430-47 38 I 3 /AM ERTCAS
605
Bonds, as specified in Schedule C hereof. The Agency hereby irrevocably determines, and
instructs the Refunded Bonds Trustee and the Escrow Agent, to call for redemption prior to
maturity the Refunded Bonds maturing December 1,2076 through and including December 1,
2022 on January _, 2076 at a redemption price of 100% of the principal amount thereof, in
accordance with the Prior Bond Resolution. The Agency, the Refunded Bonds Trustee and the
Escrow Agent shall perform the responsibilities, described in the Prior Bond Resolution, in
connection with the redemption of such Refunded Bonds, including the giving of notice of
redemption as required therein. The Agency shall mail, or cause to be mailed, a copy of such
notice of redemption to National Public Finance Guarantee Corporation, as successor to MBIA
Insurance Corporation ("NPFGC"). The Agency shall also file, or cause to be filed, a copy of
such notice of redemption with the Municipal Securities Rulemaking Board (the "MSRB"). In
addition, the Refunded Bonds Trustee shall publish such notice of redemption one time in The
Bond Buyer, New York, New York, at least 30 days prior to January _,2016.
Section 3.07. Investment of Certain Moneys Remaining in Escrow Deposit Trust Fund.
Subject to the provisions of Section 3.04 of this Agreement, the Escrow Agent shall invest and
reinvest, at the written direction of the Agency, in Government Obligations any moneys
remaining from time to time in the Escrow Deposit Trust Fund until such time as they are
needed. Such moneys shall be reinvested in such Govemment Obligations for such periods and
at such interest rates, as the Escrow Agent shall be directed to invest by the Agency, which
periods and interest rates shall be set forth in an opinion from nationally recognized counsel in
the field of law relating to municipal bonds to the Agency and to the Escrow Agent, which
opinion shall also be to the effect that such reinvestment of such moneys in such Government
Obligations for such period and at such interest rates will not, under the statutes and regulations
applicable to the Reftinded Bonds and the Bonds, cause the interest on the Refunded Bonds or
the Bonds to be included in gross income for federal income tax purposes and that such
investment is not inconsistent with the statutes and regulations applicable to the Refunded Bonds
and the Bonds. Any interest income resulting from reinvestment of moneys pursuant to this
Section 3.07 not required to be applied for the payment of the principal of and interest on the
Refunded Bonds shall be deposited in the Interest Account within the Sinking Fund established
under the Bond Resolution.
Section 3.08. Escrow Deposit Trust Fund Constitutes Trust Fund. The Escrow Deposit
Trust Fund created and established pursuant to this Agreement shall be and constitute a trust
fund for the purposes provided in this Agreement and shall be kept separate and distinct from all
other funds of the Agency and, to the extent required by law, of the Escrow Agent and used only
for the purposes and in the manner provided in this Agreement.
Section 3.09. Transfer of Funds After All Payments Required by this Aereement are
Made. After all of the transfers by the Escrow Agent to the payment of the principal of and
interest on the Refunded Bonds provided in Schedule C have been made, all remaining moneys
and securities, together with any income and interest thereon, in the Escrow Deposit Trust Fund
shall be deposited in the Interest Account within the Sinking Fund established under the Bond
Resolution; provided, however, that no such transfers (except transfers made in accordance with
Sections 3.05 and 3.07 hereof) shall be made until ail of the principal of and interest on the
Refunded Bonds have been paid.
003-4430-473813/ AM E RrCAS
606
ARTICLE IV
CONCERNING THE ESCROW AGENT
Section4.01. Liabilitlz of Escrow Agent. The Escrow Agent shall not be liable in
connection with the performance of its duties hereunder except for its own negligence,
misconduct or defauit. The Escrow Agent shall not be liable for any loss resulting from any
investments made pursuant to the terms of this Agreement. The Escrow Agent shall not be liable
for the accuracy of the calculations as to the sufficiency of moneys and of the principal amount
of the Government Obligations and the earnings thereon to pay the Refunded Bonds. So long as
the Escrow Agent applies any moneys, Government Obligations and interest earnings therefrom
to pay the Refunded Bonds as provided herein, and complies fully with the terms of this
Agreement, the Escrow Agent shall not be liable for any deficiencies in the amounts necessary to
pay the Refunded Bonds caused by such calculations.
The duties and obligations of the Escrow Agent shall be determined by the express
provisions of this Agreement. The Escrow Agent may consult with counsel with respect to any
matter relevant to this Agreement, who may or may not be counsel to the Agency, and be entitled
to receive from the Agency reimbursement of the reasonable fees and expenses of such counsel,
and in reliance upon the opinion of such counsel have full and complete authorization and
protection in respect of any action taken, suffered or omitted by it in good faith in accordance
therewith. Whenever the Escrow Agent shall deem it necessary or desirable that a matter be
proved or established prior to taking, suffering or omitting any action under this Agreement, such
matter may be deemed to be conclusively established by a certificate signed by an authorized
officer of the Agency and the Escrow Agent may in good faith conclusively rely upon such
certificate.
The Escrow Agent shall have no lien, security interest or right of set-off whatsoever upon
any of the moneys or investments in the Escrow Deposit Trust Fund for the payment of fees or
expenses for the services rendered by the Escrow Agent under this Agreement.
Section 4.02. Permitted Acts. The Escrow Agent and its affiliates may become the
owner of all or may deal in the Refunded Bonds as fully and with the same rights as if it were not
the Escrow Agent.
Section 4.03. Payment to Escrow Agent. The Agency shall pay to the Escrow Agent
reasonable compensation for all services rendered by it hereunder and also its reasonable
expenses incurred in and about the administration and execution of the trusts hereby created and
the performance of its powers and duties hereunder, all as provided in Schedule D hereto.
ARTICLE V
MISCELLANEOUS
Section 5.01. Amendments to this Agreement. This Agreement is made for the benefit
of the holders from time to time of the Refunded Bonds and shall not be repealed, revoked,
altered or amended without the written consent of all such holders of the Refunded Bonds, the
oo3-4430-473813 / AM E R rCAS
607
Escrow Agent and the Agency; provided, however, that the Agency and the Escrow Agent may,
without the consent of, or notice to, such holders enter into such agreements supplemental to this
Agreement which shall not adversely affect the rights of such holders and shall not be
inconsistent with the terms and provisions of this Agreement for any one or more of the
following purposes:
(a) to cure any ambiguity or formal defect or omission in this Agreement; or
(b) to grant to or confer upon the Escrow Agent for the benefit of the holders
of the Refunded Bonds any additional rights, remedies, powers or authority that may lawfully be
granted to or conferred upon the Escrow Agent.
The Escrow Agent shall be entitled to rely upon an unqualified opinion of a nationally
recognized counsel in the field of law relating to municipal bonds with respect to compliance
with this Section.
Prior to any repeal, revocation, alteration or amendment of this Agreement, the Agency
shail provide written notice of such proposed repeal, revocation, alteration or amendment to
Standard & Poor's Ratings Services and Moody's Investors Service, Inc. at their addresses set
forth below:
Standard & Poor's Ratings Services
55 Water Street
New York, New York 10041
Attn: Municipal Ratings Desk/Refunded Bonds
Moody's Investors Service, Inc.
99 Church Street
New York, New York 10007
Section 5.02. Severabilitlz. If any one or more of the covenants or agreements provided
in this Agreement on the part of the Agency or the Escrow Agent to be performed should be
determined by a court of competent jurisdiction to be contrary to law, such covenant or
agreement shall be deemed and construed to be severable from the remaining covenants and
agreements herein contained and shall in no way affect the validity of the remaining provisions
of this Agreement.
Section 5.03. Aereement Bindine. All the covenants, proposals and agreements in this
Agreement contained by or on behalf of the Agency or by or on behalf of the Escrow Agent shall
bind and inure to the benefit of their respective successors and assigns, whether so expressed or
not.
Section 5.04. Notices to Escrow Agent and Agency. Any notice, demand, direction,
request or other instrument authorized or required by this Agreement to be given to or filed with
the Escrow Agent or the Agency, shall be deemed to have been sufficiently given or filed for all
purposes of this Agreement if personally delivered and receipted for, or if sent by registered or
certified United States mail, return receipt requested, addressed as follows:
0o3-4430-4138 /3 /AM ERICAS
608
(a) As to the Agency -
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33139
Attention: Executive Director
(b) As to the Escrow Agent -
U.S. Bank National Association
225 Water Street
Suite 700
Jacksonville, Florida 32202
Attention: Corporate Trust Services
Any party hereto may, by notice sent to the other parties hereto, designate a different or
additional address to which notices under this Agreement are to be sent.
Section 5.05. Termination. This Agreement shall terminate when all transfers and
payments required to be made by the Escrow Agent under the provisions hereof shall have been
made.
Section 5.06. Execution blz Counterparts. This Agreement may be executed in several
counterparts, all or any of which shall be regarded for all purposes as one original and shall
constitute and be but one and the same instrument.
Section 5.07. Notice of Defeasance. The Agency hereby irrevocably instructs U.S.
Bank National Association, in its capacity of Registrar with respect to the Refunded Bonds, to
give to the Holders of the Refunded Bonds and NPFGC, by first class mail, postage prepaid, as
soon as practicable, and to file with the MSRB, as soon as practicable, notice of the defeasance
of the Refunded Bonds, substantially in the form attached hereto as Schedule E.
Section 5.08. Governing Law. This Agreement shall be governed by the laws of the
State of Florida.
003-4430-47 38 / 3 /AME RTCAS
609
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be
executed by its duly authorized officers.
MIAMI BEACH REDEVELOPMENT
AGENCY
Chairperson
U.S. BANK NATIONAL
ASSOCIATION, as Escrow Agent
By:
Assistant Vice President
A.PFROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
By:
?',1-C*,? Jbil|
Redevelopment AgencY Date
General Counsel
0o3-4430-4738/3/AM E R r CAs
r0
610
Maturity Date
1210U2016
1210U2017
12t0U2018
1210U2019
r2t0U2020
t210U2021
1210U2022
SCHEDULE A
REFLTNDED BONDS
Principal Amount
$ 1,885,000
1,990,000
2,090,000
2,195,000
2,300,000
2,400,000
2,525,000
Interest Rate
5.000%
s.000
5.000
s.000
4.000
5.000
5.000
003-4430-47 18 / 3 /AM ERTCAS
A-1
611
SCHEDULE B
INVESTMENT OF BOND PROCEEDS
AND OTHER MONEYS
T)rpe of Securit), Maturity Date Principal Amount Interest Rate
S%
B-1
o03- 4 430- 47 38 I 3 lAM E RrCAS
612
SCHEDULE C
SCHEDULE OF PAYMENTS ON
REFL]NDED BONDS
Principal
Date Principal Redeemed Interest Total
$$$$
003-4430-47 38 / 3 /AM ERTCAS
c-1
613
(i)
(ii)
(iii)
SCHEDULE D
ESCROW AGENT FEES AND EXPENSES
In consideration of the services to be rendered by the Escrow Agent under the
Agreement, the Agency agrees to pay the Escrow Agent a one time fee of $_
for all services to be incurred as Escrow Agent in connection with such services, and
agrees to reimburse at cost all ordinary out-of-pocket expenses incurred by the Escrow
Agent. The term "ordinary out-of-pocket expenses" means expenses of holding,
investing and disbursing the Escrow Deposit Trust Fund as provided herein and includes,
but is not limited to publication costs, postage and legal fees as incurred.
The Agency also agrees to reimburse the Escrow Agent for any extraordinary expenses
incurred by it in connection with the Agreement. The term "extraordinary expenses"
includes (a) expenses arising out of the assertion of any third party to any interest in the
Escrow Deposit Trust Fund or any challenge to the validity hereof, including reasonable
attorneys'fees, (b) expenses relating to any substitution under Section 3.05 or
reinvestment under Section 3.0J, and (c) expenses (other than ordinary expenses) not
occasioned by the Escrow Agent's misconduct or negligence.
The fees and expenses payable by the Agency under clause (i) or (ii) above shall not be
paid from the Escrow Deposit Trust Fund, but shall be paid by the Agency from legally
available funds of the Agency.
D-l
003-4 430-47 38 / 3 /AM ERTCAS
614
SCHEDULE E
NOTICE OF DEFEASANCE
Miami Beach Redevelopment Agency
Tax Increment Revenue Refunding Bonds, Series 20058
(City Center/Historic Convention Village)
Dated: September 22, 2005
Maturity Date Principal Amount Interest Rate CUSIP Numbers-
t2t01t2016 $1,885,000 5.000% 593237ED8t2l0t/2017 1,980,000 5.000 59323788612/01/20t8 2,080,000 5.000 5932378F31210U2019 2,195,000 5.000 593237EG11210U2020 2,300,000 4.000 5932378H9t2l0t/202t 2,400,000 5.000 5932378J51210U2022 2,525,000 5.000 5932378K2
NOTICE IS HEREBY GIVEN that monies have been deposited with U.S. Bank National
Association, as Escrow Agent, for the payment of the principal of and interest on the outstanding
bonds identihed above (the "Bonds"), and such monies, except to the extent maintained in cash,
have been invested in direct obligations of the United States of America. U.S. Bank National
Association, as Trustee, Paying Agent and Registrar for the Bonds, and the Escrow Agent have
been irrevocably instructed to call for redemption prior to maturity the Bonds maturing
December 1,2016 through and including December 1,2022 on January _,2016, at a
redemption price of 100% of the principal amount thereof.
The amount so deposited as aforesaid has been calculated to be adequate to pay, when due,
the principal of and interest on the Bonds to and including their redemption date described above.
The Bonds are therefore deemed to have been paid in accordance with Section 30a(M) of
Resolution No. 150-94 adopted by the Miami Beach Redevelopment Agency on January 5,1994.
U.S. BANK NATIONAL ASSOCIATION,
as Registrar
Dated: _,2015
No representation is made as to the correctness of these CUSIP numbers either as printed on the Bonds or
contained in this Notice.
E-1
003-4 430-47 38 / 3 /AM ERTCAS
615
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA AUTHORIZING THE ISSUANCE OF NOT
TO EXCEED $24O,OOO,OOO IN AGGREGATE PRINCIPAL AMOLINT OF
CITY OF MIAMI BEACH, FLORIDA RESORT TAX REVENUE BONDS,
SERIES 2OI5 FOR THE PURPOSE OF FINANCING IMPROVEMENTS TO
THE MIAMI BEACH CONVENTION CENTER; PROVIDING FOR THE
ISSUANCE OF ADDITIONAL BONDS ON A PARITY THEREWITH;
PROVIDING FOR THE SECURITY AND PAYMENT OF ALL BONDS
ISSUED PURSUANT TO THIS RESOLUTION; PROVIDING CERTAIN
DETAILS OF THE SERIES 2015 BONDS; DELEGATING CERTAIN
MATTERS IN CONNECTION WITH THE ISSUANCE OF THE SERIES 2015
BONDS TO THE CITY MANAGE,R, INCLUDING WHETHER THE SERIES
2OI5 BONDS SHALL NOT BE SECURED BY THE DEBT SERVICE
RESERVE ACCOUNT AND WHETHER TO SECURE A CREDIT FACILITY
AND/OR A RESERVE ACCOUNT INSURANCE POLICY, WITHIN THE
LIMITATIONS AND RESTRICTIONS STATED HEREIN; APPOINTING
LINDERWRITERS, PAYING AGENT, REGISTRAR AND DISCLOSURE
DISSEMINATION AGENT; AUTHORIZING THE NEGOTIATED SALE OF
THE SERIES 2OI5 BONDS AND APPROVING THE FORM AND
AUTHORIZING EXECUTION OF THE BOND PURCHASE AGREEMENT
FOR THE SERIES 2015 BONDS; APPROVING THE FORM OF
PRELIMINARY OFFICIAL STATEMENT FOR THE SERIES 2015 BONDS
AND AUTHORIZING EXECUTION OF THE FINAL OFFICIAL
STATEMENT FOR THE SERIES 2015 BONDS; COVENANTING TO
PROVIDE CONTINUING DISCLOSURE IN CONNECTION WITH THE
SERIES 2015 BONDS AND APPROVING THE FORM AND AUTHORIZING
EXECUTION OF A CONTINUING DISCLOSURE AGREEMENT;
AUTHORIZING OFFICERS AND EMPLOYEES OF THE CITY TO TAKE
ALL NECESSARY ACTIONS IN CONNECTION WITH THE ISSUANCE OF
THE SERIES 2015 BONDS; AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, pursuant to the Constitution and the laws of the State of Florida, in
particular Chapter 67 -930, Laws of Florida, Acts of 7967 , as amended, and Chapter 766, Florida
Statutes, as amended from time to time, and pursuant to the Miami Beach City Charter, as
amended, and Chapter 102, Article IV of the Miami Beach City Code, as amended, including as
amended upon enactment by the Mayor and City Commission of the City of Miami Beach,
Florida (the "Commission") of an ordinance levying an additional one percent (l%)tax approved
by the electorate in a special election held on August 14,2012 and set forth in Section 5.03 of the
Miami Beach City Charter, as amended (collectively, the "Act"), the City of Miami Beach,
Florida (the "City") imposes, levies and collects a municipal resort tax upon the rent of every
occupancy of a room or rooms in any hotel, motel, rooming house or apartment house, and upon
the total sales price of all items of food, beverages, alcoholic beverages and wine sold at retail of
any restaurant, as more particularly set forth in the Act (the "Resort Tax"); and
0L0-81-26-07 7 7 I 2 /AMERTCAS
616
WHEREAS, the City desires to issue its Resort Tax Revenue Bonds, Series 2015 (the
"Series 2015 Bonds") for the primary purpose of financing certain public improvements to the
Miami Beach Convention Center, as more particularly described in Exhibit A attached hereto
and made a part hereof (the "Series 2015 Project"); and
WHEREAS, the City also desires to set forth the provisions pursuant to which it may
issue bonds on a parity with the Series 2015 Bonds and to make provision for the rights and
security ofthe holders ofall bonds issued hereunder; and
WHEREAS, the Commission has determined that it is in the best interest of the City to
delegate to the City Manager (hereinafter defined), who shall rely upon the recommendations of
the Chief Financial Officer (hereinafter defined) and RBC Capital Markets, LLC, the City's
financial advisor (the "Financial Advisor"), the determination of various terms of the Series 2015
Bonds, whether the Series 2015 Bonds shall not be secured by the Debt Service Reserve
Account, whether to secure a Credit Facility and/or Reserve Account Insurance Policy (as such
terms are hereinafter defined) with respect to the Series 2015 Bonds, the final award of the Series
2015 Bonds, and certain other actions in connection with the issuance of the Series 2015 Bonds,
all as provided and subject to the limitations contained herein; and
WHEREAS, the City has determined that due to the character of the Series 2015 Bonds,
current favorable 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 2015 Bonds; and
WHEREAS, in connection with the issuance of the Series 2015 Bonds, the requirements
of Ordinance No. 2007 -3582, adopted by the Commission on November 27, 2007 , including the
holding of two public hearings, have been complied with prior to the adoption of this Resolution;
NOW THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA.
ARTICLE I
DEFINITIONS, AUTHORITY, FINDINGS, AND
RESOLUTION CONSTITUTES A CONTRACT
SECTION 101. DEFINITIONS. In addition to the terms defined elsewhere in this
Resolution, as used in this Resolution, the following terms shall have the following meanings:
"Accreted Value" shall mean, as of any date of computation with respect to any Capital
Appreciation Bond, an amount equal to the principal amount of such Capital Appreciation Bond
(the principal amount on the date of original issuance) plus the interest accrued on such Capital
Appreciation Bond from the date of delivery to the original purchasers thereof to the Interest
Payment Date next preceding the date of computation or the date of computation if an Interest
Payment Date, such interest to accrue at a rate not exceeding the legal rate provided for in the
resolution of the Commission providing for the issuance of such Bonds, compounded
periodically at the times provided for in the resolution of the Commission providing for the
issuance of such Bonds, plus, with respect to matters related to the payment upon redemption or
acceleration of the Capital Appreciation Bonds, if such date of computation shall not be an
ot0-8t26-0777 /2IAMERTCAS
617
Interest Payment Date, a portion of the difference between the Accreted Value as of the
immediately preceding Interest Payment Date (or the date of original issuance if the date of
computation is prior to the first Interest Payment Date succeeding the date of original issuance)
and the Accreted Value as of the immediately succeeding Interest Payment Date, calculated
based on the assumption that Accreted Value accrues in equal daily amounts on the basis of a
year of twelve 30-day months.
"Act" shall have the meaning ascribed to it in the recitals to this Resolution.
"Amortization Requirements" shall mean such moneys required to be deposited in the
Bond Redemption Account for the purpose of the mandatory redemption or payment at maturity
of any Term Bonds, the specific amounts and times of such deposits to be determined in the
Mayor's Certificate with respect to the Series 2015 Bonds or pursuant to a resolution of the
Commission relating to any other Series of Bonds with respect to such Bonds.
"Annual Debt Service Requirement" for any period, as applied to the Bonds of any
Series, shall mean the respective amounts which are needed to provide:
(a) for paying the interest on all Bonds of such Series then Outstanding which is
payable on each Interest Payment Date in such period,
(b) for paying the principal of all Serial Bonds of such Series then Outstanding which
is payable upon the maturity of such Serial Bonds in such period, and
(c) the Amortization Requirements, if any, for the Term Bonds of such Series for
such period.
For purposes of computing (a), (b) and (c) above, any principal, interest or Amortrzation
Requirements due on October 1 in a Fiscal Year shall be deemed due in the preceding Fiscal
Year.
The following rules shall apply in determining the amount of the Annual Debt Service
Requirement for any period:
(a) With respect to Variable Rate Bonds, the interest rate shall be assumed to be the
average rate of interest for all Variable Rate Bonds for the prior Fiscal Year or portion thereof
while said Bonds were Outstanding or if there were no Variable Rate Bonds Outstanding
during such prior Fiscal Year, then the lesser of (i) the initial rate of interest on such Variable
Rate Bonds and (ii) the average rate of interest for the prior Fiscal Year under a published
variable interest rate index selected by the then financial advisor to the City which is generally
consistent with the rate of interest such Bonds shall bear; "average rate" with respect to
Outstanding Variable Rate Bonds shall mean the rate determined by dividing the total
annualized amount of interest paid on Variable Rate Bonds in such Fiscal Year or portion
thereof by the average principal amount of Variable Rate Bonds Outstanding during such
Fiscal Year or portion thereof.
(b) In the case of Put Bonds, the "put" date or dates shall be ignored if the source for
payment of said "put" is a Credit Facility or a Liquidity Facility and the stated dates for
0rc-8r26-07 7 7 / 2 /AMERTCAS
618
Amortization Requirements and principal payments shall be used, and in the case of Bonds
secured by a Credit Facility or a Liquidity Facility, the terms of the reimbursement obligation to
the issuers thereof shall be ignored and the stated dates for Amortization Requirements for Term
Bonds and principal payments shall be used; provided, however, that during any period of time
after the issuer of a Credit Facility or a Liquidity Facility has advanced funds thereunder, the
reimbursement obligation of which is payable from and secured on a parity with the Bonds and
before such amount is repaid, Annual Debt Service Requirements shall include the principal
amount so advanced and interest thereon, in accordance with the principal repayment schedule
and, interest rate or rates specified in the Credit Facility or Liquidity Facility, in lieu of the stated
principal of and Amortization Requirements and interest on such Bonds;
(c) In the case of Extendible Maturity Bonds, the Bonds shall be deemed to mature
on the later of the stated maturity date or the date to which such stated maturity date has been
extended;
(d) In the case of Capital Appreciation Bonds, the principal and interest portions of
the Accreted Value of Capital Appreciation Bonds becoming due at maturity or by virtue of an
Amortization Requirement shall be included in the calculations of accrued and unpaid Annual
Debt Service Requirements in the year in which said principal and interest portions are due and
payable;
(e) In the case of Capital Appreciation and Income Bonds, the principal and interest
portions of the Appreciated Value of Capital Appreciation and Income Bonds shall be included
in the calculations of accrued and unpaid Annual Debt Service Requirements in the year in
which said principal and interest portions are due and payable;
(f) In the case of Balloon Bonds or Interim Bonds, the debt service requirements of
the Balloon Bonds or Interim Bonds may be excluded and in lieu thereof the Balloon Bonds or
Interim Bonds shall be viewed, for purposes of the computation of Annual Debt Service
Requirements, as debt securities having a comparable Federal tax status as such Balloon Bonds
or Interim Bonds, hypothetically maturing in substantially equal annual payments of principal
and interest over a period of not more than 30 years from the date of issuance thereof, bearing
interest at a fixed rate per annum equal to the average interest rate per annum for such debt
securities on the date of issuance of the Balloon Bonds or Interim Bonds and issued by issuers
having a credit rating, issued by Moody's Investors Services, Inc. or any successors thereto or
Standard & Poor's Ratings Services or any successors thereto comparable to that of the City, as
shown by a certificate of an underwriting or investment banking firm experienced in marketing
such securities; and
(g) to the extent that the City has entered into an Interest Rate Swap with respect to
any Bonds and notwithstanding the provisions of clauses (a) through (f) above, while the Interest
Rate Swap is in effect and the Counterparty has not defaulted thereunder, the interest rate with
respect to the principal amount of such Bonds equal to the "notional" amount specified in the
Interest Rate Swap shall be assumed to be (i) if the City's payment obligations under the Interest
Rate Swap are computed based upon a fixed rate of interest, the actual rate of interest upon
which the City's payment obligations are computed under such Interest Rate Swap and (ii) if the
City's payment obligations under the Interest Rate Swap are computed based upon a variable rate
070-8126-017 7 / 2 IAM ERTCAS
619
of interest, the average rate of interest for the City's payment obligations under the Interest Rate
Swap for the prior Fiscal Year or portion thereof while the Interest Rate Swap was in effect or if
the Interest Rate Swap was not in effect during such prior Fiscal Year, then the lesser of (x) the
initial rate of interest for the City's payment obligations under the Interest Rate Swap and (y) the
average rate of interest for the prior Fiscal Year under a published variable interest rate index
agreed upon by the City and the Counterparty which is generally consistent with the formula
which shall be used to determine the City's payment obligations; "average rate" with respect to
the City's payment obligations for the prior Fiscal Year shall mean the rate determined by
dividing the total annualized amount paid by the City under the Interest Rate Swap in such Fiscal
Year or portion thereof by the "notional" amount specified in the Interest Rate Swap for such
Fiscal Year;
(h) If all or a portion of the principal of or interest on a Series of Bonds is payable
from funds irrevocably set aside or deposited for such purpose, together with projected earnings
thereon to the extent such earnings are projected to be from Permitted Investments, such
principal or interest shall not be included in determining Annual Debt Service Requirements.
"Appreciated Value" shall mean (i) as of any date of computation with respect to any
Capital Appreciation and Income Bond up to the Interest Commencement Date provided for in
the resolution of the Commission providing for the issuance of such Bond, an amount equal to
the principal amount of such Bond (the principal amount at its initial offering) plus the interest
accrued on such Capital Appreciation and Income Bond from the date of delivery to the original
purchasers thereof to the Interest Payment Date next preceding the date of computation or the
date of computation if an Interest Payment Date, .such interest to accrue at a rate not exceeding
the legal rate provided for in the resolution of the Commission providing for the issuance of such
Bonds, compounded periodically, plus, with respect to the payment upon redemption or
acceleration of the Capital Appreciation and Income Bonds, if such date of computation shall not
be an Interest Payment Date, a portion of the difference between the Appreciated Value as of the
immediately preceding Interest Payment Date (or the date of original issuance if the date of
computation is prior to the first Interest Payment Date succeeding the date of original issuance)
and the Appreciated Value as of the immediately succeeding Interest Payment Date calculated
based upon an assumption that Appreciated Value accrues in equal daily amounts on the basis of
ayear of twelve 30-day months and (ii) as of any date of computation on and after the Interest
Commencement Date, the Appreciated Value on the Interest Commencement Date.
"Balloon Bonds" shall mean any Bonds issued under this Resolution, interest on which is
payable periodically and twenty five percent (25%) or more of the original principal amount of
which matures during any one Fiscal Year and for which maturing principal amount
Amortization Requirements have not been designated in the resolution of the Commission
authorizing the issuance of such Bonds.
"Bond Counsel" shall mean Squire Patton Boggs (US)
firm selected by the City of favorable national reputation for
exempt municipal bonds.
LLP, or another lawyer or law
skill in matters relating to tax-
010-8126-077 7 / 2 IAM E RICAS
620
"Bonds" shall mean the Series 2015 Bonds, authorized to be issued pursuant to this
Resolution, together with any additional parity Bonds hereafter issued pursuant to this
Resolution.
"Bondholder", "Holder", "Holder of Bonds" or "Owner" or any similar term, shall mean
any person, who shall be the registered owner of any Outstanding Bond or Bonds.
"Capital Appreciation Bonds" shall mean any Bonds issued under this Resolution as to
which interest is compounded periodically on each of the applicable periodic dates designated
for compounding and payable in an amount equal to the then current Accreted Value only at the
maturity, earlier redemption or other payment date therefor, all as so provided for by subsequent
proceedings of the Commission relating to the issuance thereof, and which may be either Serial
Bonds or Term Bonds.
"Capital Appreciation and Income Bonds" shall mean any Bonds issued under this
Resolution as to which accruing interest is not paid prior to the Interest Commencement Date
provided for in the resolution authorizing such Bonds and the Appreciated Value for such Bonds
is compounded periodically on certain designated dates prior to the Interest Commencement
Date for such Series of Capital Appreciation and Income Bonds, all as so provided for by
subsequent proceedings of the Commission relating to the issuance thereof and which may be
either Serial Bonds or Term Bonds.
"Chief Financial Officer" shall mean the Chief Financial Officer of the City or his or her
designee or the officer succeeding to his or her principal functions.
"City" shall mean the City of Miami Beach, Florida, a municipal corporation duly
organized and existing under the Constitution and laws of the State of Florida, and any successor
thereto.
"City Attorney" shall mean the City Attorney of the City, his or her designated assistant
or the officer succeeding to his or her principal functions.
"City Clerk" shall mean the Clerk of the City or his or her designee or the officer
succeeding to his or her principal functions.
"City Manager" shall mean the City Manager of the City or his or her designee or the
officer succeeding to his or her principal functions.
"Code" shall mean the Internal Revenue Code of 1986, as amended from time to time,
and the regulations promulgated thereunder and applicable regulations promulgated under the
Internal Revenue Code of 1954, as amended.
"County" shall mean Miami-Dade County, Florida, a political subdivision of the State of
Florida, and any successor thereto.
"Credit Facility" shall mean an irrevocable letter of credit, policy of municipal bond
insurance, guaranty, purchase agreement, credit agreement or similar facility in which the entity
0 t0-8L26-07 7 7 I 2 lA M E R I CAS
621
providing such facility irrevocably agrees to provide funds to make payment of the principal of
and interest on Bonds.
"Defeasance Obligations" shall mean to the extent permitted by law:
(i) Direct general obligations of, or obligations the payment of the principal
of which and the interest on which is unconditionally guaranteed by, the United States of
America; and
(ii) Evidences of indebtedness issued by the Bank for Cooperatives, Federal
Home Loan Banks, Federal Home Loan Mortgage Corporation (including participation
certificates), Federal Land Banks, Federal Financing Banks, or any other agency or
instrumentality of the United States of America created by an act of Congress which is
substantially similar to the foregoing in its legal relationship to the United States of
America; provided that the obligations of such agency or instrumentality are
unconditionally guaranteed by the United States of America or any other agency or
instrumentality of the United States of America; and
(iii) Evidences of ownership of proportionate interests in future interest and
principal payments on specified obligations described in (i) above held by a bank or trust
company as custodian, under which the owner of the investment is the real party in
interest and has the right to proceed directly and individually against the obligor on the
underlying obligations described in (i) above, and which underlying obligations are not
available to satisfy any claim of the custodian or any person claiming through the
custodian or to whom the custodian may be obligated; and
(iv) Obligations described in Section 103(a) of the Internal Revenue Code of
1986, as amended, which do not permit redemption prior to maturity at the option of the
obligor and provision for the payment of the principal of, premium, if any, and interest on
which shall have been made by the irrevocable deposit with a bank or trust company
acting as a trustee or escrow agent for holders of such obligations or securities described
in clauses (i) or (ii) above, the maturing principal of and interest on which, when due and
payable, will provide sufficient monies to pay when due the principal of, premium if any,
and interest on such obligations, and which securities described in clauses (i) or (ii) above
are not available to satisfy any other claim, including any claim of the trustee or escrow
agent or of any person claiming through the trustee or escrow agent or to whom the
trustee or escrow agent may be obligated, including in the event of the insolvency of the
ffustee or escrow agent or proceedings arising out ofsuch insolvency.
"Extendible Maturity Bonds" shall mean Bonds the maturities of which, by their terms,
may be extended by and at the option of the Holders of the Bonds or the City.
"Fiduciaries" shall mean the Paying Agent and the Registrar appointed and acting under
this Resolution.
"Fiscal Year" shall mean that period
including the next succeeding September 30,
by law or by the City in accordance with law.
commencing on October l, and continuing to and
or such other annual period as may be prescribed
7
oLo-8r26-077 7 /2 /AMERtCAS
622
"lnterest Commencement Date" shall mean, with respect to any particular Capital
Appreciation and Income Bonds, the date provided for in the resolution providing for the
issuance of such Bonds (which date must be prior to the maturity date for such Bonds) after
which interest accruing on such Bonds shall be payable semi-annually or otherwise on a periodic
basis prior to maturity, with the first such payment date being the applicable Interest Payment
Date immediately succeeding such Interest Commencement Date.
"lnterest Payment Date" shall mean such dates on which interest on the Bonds is payable
on any Bonds that are Outstanding, as shall be established in the Mayor's Certificate with respect
to the Series 2015 Bonds or pursuant to the resolution of the Commission providing for the
issuance ofany other Series ofBonds.
"Interest Rate Swap" shall mean an agreement in writing by and between the City and
another entity (the "Counterparty") pursuant to which (i) the City agrees to pay to the
Counterparty an amount, either at one time or periodically, which is determined by reference to a
rate of interest or formula and a "notional" amount specified in such agreement, during the
period specified in such agreement and (ii) the Counterparty agrees to pay to the City an amount,
either at one time or periodically, which is determined by reference to a different rate of interest
or formula but the same "notional" amount specified in such agreement, during the period
specified in such agreement.
"Interim Bonds" shall mean any Bonds issued under this Resolution on an interim basis
which are expected to be repaid from the proceeds of Bonds or other indebtedness.
"Liquidity Facility" shall mean a letter of credit, line of credit, policy of municipal bond
insurance, guaranty, purchase agreement or similar facility in which the entity providing such
facility agrees to provide funds to pay the purchase price of Put Bonds upon their tender by the
Holders of Put Bonds.
"Maximum Annual Debt Service" shall mean, at any time and with respect to all of the
Bonds or any particular Series of the Bonds (as appropriate), the greatest Annual Debt Service
Requirement in the then current or any succeeding Fiscal Year.
"Mayor" shall mean the Mayor of the City or in the absence or disability of the Mayor of
the City, the Vice Mayor of the City or the officers succeeding to their principal functions.
"Mayor's Certificate" shall mean the certificate to be executed by the Mayor on or prior
to the date of initial issuance of the Series 2015 Bonds, which certificate shall provide the details
of the Series 2015 Bonds.
"Outstanding" when used with reference to the Bonds, shall mean, as of any date of
determination, all Bonds theretofore authenticated and delivered except;
(i) Bonds theretofore cancelled by the Registrar or delivered to the Registrar
for cancellation;
(ii) Bonds which are deemed paid and no longer Outstanding as provided
herein;
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(iii) Bonds in lieu of which other Bonds have been issued pursuant to the
provisions hereof relating to Bonds destroyed, stolen or lost, unless evidence satisfactory
to the Registrar has been received that any such Bond is held by a bona fide purchaser;
and
(iv) For purposes of any consent or other action to be taken hereunder by the
Holders of a specified percentage of principal amount of Bonds, Bonds held by or for the
account of the City.
"Paying Agent" shall mean the City or any bank or trust company or any successor bank
or trust company appointed by the City to act as Paying Agent hereunder.
"Permitted Investments" shall mean and include such obligations as shall be permitted to
be legal investments of the City by the laws of the State.
"Pledged Funds" shall mean, collectively, the Resort Tax Revenues and, except for
moneys, securities and instruments in the Rebate Fund and with respect to any Series of Bonds
not secured by the Debt Service Reserve Account, moneys, securities and instruments held in the
Debt Service Reserve Account, all moneys, securities and instruments held in the Funds and
Accounts created and established by this Resolution.
"Put Bonds" shall mean the Bonds which by their terms may be tendered by and at the
option of the owner thereof for payment by the City prior to the stated maturity thereof.
"Registrar" shall mean the City or a bank or trust company appointed by the City, located
within or without the State of Florida, who or which shall maintain the registration books of the
City and be responsible for the transfer and exchange of the Bonds, and who or which may also
be the Paying Agent for the Bonds.
"Reserve Account Insurance Policy" shall mean the insurance policy, surety bond or
other acceptable evidence of insurance, if any, deposited in the Debt Service Reserve Account in
lieu of or in partial substitution for cash or securities on deposit there in. The issuer providing
such facility shall be a municipal bond insurer rated, at the time of deposit in the Debt Service
Reserve Account, in any of the three highest rating categories (without regard to any gradations
within such categories) of Fitch Ratings Inc. or any successors thereof, Moody's Investors
Service, Inc. or any successors thereof or Standard & Poor's Ratings Services or any successors
thereof.
"Reserve Account Letter of Credit" shall mean the irrevocable, transferable letter of
credit, if any, deposited in the Debt Service Reserve Account in lieu of or in partial substitution
for cash or securities on deposit therein. The issuer providing such letter of credit shall be a
banking association, bank or trust company or branch thereof rated, at the time of deposit into the
Debt Service Reserve Account, in any of the three highest rating categories (without regard to
any gradations within such categories) of Fitch Ratings Inc. or any successors thereof, Moody's
Investors Service, Inc. or any successors thereof or Standard & Poor's Ratings Services or any
successors thereof.
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"Reserve Account Requirement" shall mean the lesser of (a) Maximum Annual Debt
Service for all Outstanding Bonds in the current or any subsequent Fiscal Year, or (b) the
maximum amount allowed to be funded from proceeds of Bonds under the Code; provided that,
if the Mayor's Certificate inthe case of the Series 2015 Bonds or if the supplemental resolution
corresponding to any other Series of Bonds provides for the establishment of a separate
subaccount in the Debt Service Reserve Account to secure only the Series 2015 Bonds or such
other Series of Bonds (with such Series 2015 Bonds or other Series of Bonds having no claim on
the other moneys deposited to the credit of the Debt Service Reserve Account), the Reserve
Account Requirement for the Series 2015 Bonds or such other Series of Bonds shall be
calculated as provided for in the Mayor's Certificate or in the corresponding supplemental
resolution; and provided further that, if the Mayor's Certificate in the case of the Series 2015
Bonds or if the supplemental resolution corresponding to any other Series of Bonds provides that
the Series 2015 Bonds or such other Series of Bonds shall not be secured by the Debt Service
Reserve Account or any separate subaccount therein, the Reserve Account Requirement shall be
calculated without taking into account the Series 2015 Bonds or such other Series of Bonds. The
City shall be permitted to provide all or a portion of the Reserve Account Requirement by the
execution and delivery of a Reserve Account Insurance Policy or a Reserve Account Letter of
Credit.
"Resolution" shall mean this Resolution as the same may from time to time be amended
and supplemented in accordance with the terms hereof.
"Resort Tax" shall mean the tax described in the recitals to this Resolution levied
pursuant to the Act.
"Resort Tax Revenues" shall mean the proceeds of the Resort Tax.
"Serial Bonds" shall mean the bonds of an issue which shall be stated to mature in annual
or semi-annual installments but not including Term Bonds.
"Series" shall mean all of the Bonds authenticated and delivered on original issuance and
pursuant to this Resolution or any supplemental resolution authorizing such Bonds as a separate
Series of Bonds, or any Bonds thereafter authenticated and delivered in lieu of or in substitution
for such Bonds pursuant to Article II hereof, regardless of variations in maturity, interest rate or
other provisions.
"Series 2015 Bonds" shall mean the Resort Tax Revenue Bonds, Series 2015 authorized
to be issued under this Resolution in the aggregate principal amount not to exceed $240,000,000.
"State" shall mean the State of Florida.
"Taxable Bonds" shall mean Bonds the interest on which is not intended at the time of
issuance thereof to be excluded from gross income of the holders thereof for federal income tax
purposes.
"Tax-Exempt Bonds" shall mean Bonds the interest on which is excludable from gross
income of the holders thereof for federal income tax purposes.
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"Term Bonds" shall mean the Bonds of any Series which shall be stated to mature on one
date and for the amortization of which payments are required to be made into the Bond
Redemption Account in the Sinking Fund.
"Underwriters" shall mean Merrill Lynch, Pierce, Fenner & Smith Incorporated,
Citigroup Global Markets Inc., Morgan Stanley & Co., LLC and Siebert Brandford Shank & Co.,
L.L.C.
"Variable Rate Bonds" shall mean Bonds, which may be either Serial Bonds or Term
Bonds, issued with a variable, adjustable, convertible or other similar rate which is not fixed in
percentage for the entire term thereofat the date ofissue.
Words of the masculine gender shall be deemed and construed to include correlative
words of the feminine and neuter genders. Words importing singular number shall include the
plural number in each case and vice versa. Words defined in Section 101 hereof that appear in
this Resolution in lower case form shall have the meanings ascribed to them in the definitions in
Section 101 unless the context shall otherwise indicate. The words "Bond", "Owner", "Holder"
and "person" shall include the plural as well as the singular number unless the context shall
otherwise indicate. The word "person" shall include corporations and associations, including
public bodies, as well as natural persons, unless the context shall otherwise indicate. The word
"may" shall mean "md!, but shall not be required to" and the word "including" shall mean
"including, without limitation." The word "Bond" or "Bonds" and the words "revenue bond" or
"revenue bonds" shall mean any Bond or Bonds or all of the Bonds, as the case may be, issued
under the provisions of this Resolution. The word "Resolution" shall include this Resolution and
each resolution supplemental hereto.
SECTION 102. AUTHORITY FOR THIS RESOLUTION. This Resolution is
adopted pursuant to the provisions of the Act.
SECTION 103. FINDINGS. The recitals to this Resolution are incorporated herein as
findings. In addition, it is hereby ascertained, determined and declared that:
(a) The City is authorized to levy and collect the Resort Tax pursuant to the Act.
(b) The principal of, premium, if any, and interest on the Bonds and all required
sinking fund, reserve and other payments shall be payable solely from the Pledged Funds. None
of the City, the County, or the State or any political subdivision thereof or governmental
authority or body therein shall ever be required to levy ad valorem taxes to pay the principal of
or interest on the Bonds or to make any of the sinking fund, reserve or other payments required
by this Resolution or the Bonds, and the Bonds shall not constitute a lien upon any property
owned by or situated within the corporate territory of the City, except as provided herein with
respect to the Pledged Funds.
(c) The estimated Pledged Funds will be sufficient to pay all principal of, premium, if
any, and interest on the Bonds to be issued hereunder, as the same become due, and to make all
sinking fund, reserve or other payments required by this Resolution.
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(d) Due to the character of the Series 2015 Bonds, prevailing market conditions, the
uncertainty inherent in a competitive bidding process and the recommendations of the Financial
Advisor that the sale of the Series 2015 Bonds be by negotiation, the sale of the Series 2015
Bonds on the basis of negotiated sale rather than a public sale by competitive bid is in the best
interest of the City and is hereby authorized.
SECTION 104. RESOLUTION CONSTITUTES CONTRACT. In consideration of
the acceptance of the Bonds authorized to be issued hereunder by those who shall own the same
from time to time, this Resolution shall be deemed to be and shall constitute a contract between
the City and such Bondholders, and the covenants and agreements herein set forth to be
performed by the City shall be for the equal benefit, protection and security of the Owners of any
and all of such Bonds, all of which shall be of equal rank and without preference, priority, or
distinction of any of the Bonds over any other thereof except as expressly provided therein and
herein.
IEND OF ARTICLE I]
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ARTICLE II
AUTHORIZATION, TERMS, EXECUTION AND
REGISTRATION OF BONDS
SECTION 20r. AUTHORIZATION OF THE SERIES 2015 BONDS. Subject and
pursuant to the provisions of this Resolution, Bonds of the City to be known as "City of Miami
Beach, Florida Resort Tax Revenue Bonds, Series 2075" or such other designation as shall be set
forth in the Mayor's Certificate (the "Series 2015 Bonds"), are hereby authorized to be issued in
an aggregate principal amount not to exceed Two Hundred Forty Million Dollars
($240,000,000), for the purpose of providing funds to (i) finance the Series 2015 Project, (ii)
fund as necessary the Debt Service Reserve Account and (iii) pay certain costs of issuance of the
Series 2015 Bonds.
Subject to the limitations contained herein, the Series 2015 Bonds shall be issued in such
aggregate amount, shall be dated, shall mature on such dates and in such years, but not later than
December 31,2045, and in such amounts, shall be issued as Tax-Exempt Bonds, shall be in the
form of Serial Bonds or Term Bonds or a combination thereof, shall have such Interest Payment
Dates, shall bear interest at such rates not to exceed the maximum rate permitted by law, shall
have such Amortization Requirements, if any, shall be subject to redemption at such times, at
such prices and pursuant to such notice provisions, as shall be determined by the City Manager,
after consultation with the Chief Financial Officer and the Financial Advisor, and set forth in a
Mayor's Certificate.
The Commission hereby appoints U.S. Bank National Association, as Registrar and
Paying Agent for the Series 2015 Bonds.
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 and/or a Reserve Account Insurance Policy with respect to
all or a portion of the Series 2015 Bonds, the City Manager is authorized to secure a Credit
Facility and/or a Reserve Account Insurance Policy with respect to all or a portion of the Series
2015 Bonds. The City Manager is authorized to provide for the payment of any premiums for
such Credit Facility and/or Reserve Account Insurance Policy from the proceeds of the Series
2015 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 and/or
Reserve Account Insurance Policy, 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/or Reserve Account Insurance Policy and of such agreements.
Any agreements with any providers of a Credit Facility and/or Reserve Account Insurance Policy
shall supplement and be in addition to the provisions of this Resolution.
The Commission hereby approves the distribution of copies of the Preliminary Official
Statement with respect to the Series 2015 Bonds (the "Preliminary Official Statement") in
substantially the form presented at this meeting with such changes, modifications, insertions,
omissions and filling-in of blanks as may be approved by the Mayor, after consultation with the
Chief Financial Officer and the City Attorney. The Mayor or his designee, after consultation
with the Chief Financial Officer and the City Attomey, is hereby authorized to deem the
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Preliminary Official Statement "final" for purposes of Securities and Exchange Commission
Rule l5c2-12 (the "Rule") and to execute any certificates in connection with such finding. The
Mayor and the City Manager are hereby authorized to execute the Official Statement with
respect to the Series 2015 Bonds (the "Official Statement") on behalf of the City, in substantially
the form of the draft of the Preliminary Official Statement presented at this meeting, with such
changes, modifications, insertions, omissions and filling-in of blanks as may be approved by the
Mayor, after consultation with the Chief Financial Officer and the City Attorney, with such
execution to be deemed conclusive evidence of the City's approval of the Preliminary Official
Statement and the Official Statement. The use of the Preliminary Official Statement and the
final Official Statement in the marketing and sale of the Series 2015 Bonds is hereby approved.
For the reasons contained in this Resolution, the negotiated sale of the Series 20i5 Bonds
to the Underwriters is hereby authorized and approved. The Commission hereby approves the
form of the Bond Purchase Agreement (the "Bond Purchase Agreement"), for the purchase of the
Series 2015 Bonds by the Underwriters, a copy of which has been presented at this meeting.
Upon compliance by the Underwriters with the requirements of Florida Statutes, Section
218.385, the Mayor is hereby authorized to execute the Bond Purchase Agreement in connection
with the sale of the Series 2015 Bonds to the Underwriters, in substantially the form presented at
this meeting, subject to such changes, modifications, insertions, omissions and filling-in of
blanks therein as may be necessary to evidence the terms of the Series 2015 Bonds and such
additional changes as may be approved by the City Manager, after consultation with the Chief
Financial Officer and the City Attorney. The purchase price (not including original issue
premium or original issue discount) at which the Series 2015 Bonds shall be awarded to the
Underwriters shall be determined by the City Manager, after consultation with the Chief
Financial Officer and the Financial Advisor, but shall not be less than 99o/o of the principal
amount of the Series 2015 Bonds (the "Minimum Purchase Price") and at a true interest cost rate
("TIC") not to exceed 6.00% (the "Maximum TIC"). The execution and delivery by the Mayor
of the Bond Purchase Agreement for and on behalf of the City shall be deemed conclusive
evidence of the approval of the City of any such changes, modifications, insertions, omissions or
filling-in of blanks.
For the benefit of the Holders and beneficial owners from time to time of the Series 2015
Bonds, the City agrees, in accordance with and as the only obligated person with respect to the
Series 2015 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 "Continuing Disclosure Agreement"), with Digital
Assurance Certification, L.L.C. ("DAC"), which is hereby appointed as disclosure dissemination
agent with respect to the Series 2015 Bonds, in substantially the form presented at the meeting at
which this Resolution was considered, subject to such changes, modifications, insertions,
omissions and filling-in of blanks therein as may be determined and approved by the Chief
Financial Officer, after consultation with the City Attomey. The execution of the 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 Continuing Disclosure Agreement.
Notwithstanding any other provisions of this Resolution, any failure by the City to comply with
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any provisions of the Continuing Disclosure Agreement shall not constitute a default under this
Resolution and the remedies therefor shall be solely as provided in the Continuing Disclosure
Agreement.
The Chief Financial Officer is further authorized to establish procedures in order to
ensure compliance by the City with the 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 Attomey or Bond Counsel in
determining whether a filing should be made.
SECTION 202. DESCRIPTION OF BONDS. Unless otherwise specified by the City
in subsequent proceedings, any Bonds issued pursuant to this Resolution shall be issued in fully
registered form and, if the Registrar issues notice of the availability of exchanging registered
Bonds for coupon Bonds, in coupon form. If the Registrar receives an opinion of counsel of
recognized standing in the field of law relating to municipal bonds to the effect that the issuance
of any of the Bonds in coupon form will not adversely affect the exclusion from gross income for
Federal income tax purposes of the interest on any Tax-Exempt Bonds, the Registrar may, at the
written direction of the City, mail notice to the registered owners of the Bonds of the availability
of exchanging registered Bonds for coupon Bonds. Registered Bonds may then be exchanged
for an equal aggregate principal amount of coupon Bonds of the same Series, interest rate and
maturity of any authorized denomination and coupon Bonds may be exchanged for an equal
aggregate principal amount in the manner provided in this Resolution.
Unless otherwise specified by the City in subsequent proceedings, the Bonds of a Series
shall be dated as determined in a Mayor's Certificate as to the Series 2015 Bonds and by
subsequent resolution of the City relating to the issuance of any other Series of Bonds; shall bear
interest, which may be fixed or variable, from their date of initial issuance at a rate not exceeding
the legal rate per annum, with interest paid to the registered Holder thereof on each Interest
Payment Date by the Paying Agent at the address shown on the registration books of the City
(held by the Registrar) at the close of business on the 15th day of the calendar month preceding
an Interest Payment Date (in each case a "Regular Record Date"), except for (i) Capital
Appreciation Bonds which shall bear interest as described under the defined term Accreted
Value, payable only upon redemption, acceleration or maturity thereof and (ii) Capital
Appreciation and Income Bonds which shall bear interest as described under the defined term
Appreciated Value, payable on the amount due at maturity but only from and after the Interest
Commencement Date; shall be in the denomination of $5,000 or any integral multiple thereof,
except for (i) Capital Appreciation Bonds, which may be initially issued in any denomination so
long as their Accreted Value at maturity shall be $5,000 or any integral multiple thereof, (ii)
Capital Appreciation and Income Bonds, which may be initially issued in any denomination so
long as their Appreciated Value at the Interest Commencement Date shall be $5,000 or any
integral multiple thereof and (iii) any other Series of Bonds as provided for in a subsequent
resolution of the City relating to any other Series of Bonds; and shall mature on such dates, in
such years and in such amounts, as determined in a Mayor's Certificate as to the Series 2015
Bonds and as provided for by subsequent resolution of the City relating to any other Series of
Bonds. Notwithstanding anl.thing in this paragraph to the contrary, any interest not punctually
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paid on a Regular Record Date shall forthwith cease to be payable to the registered Holder on
such Regular Record Date and may be paid at the close of business on a special record date for
the payment of such defaulted interest to be fixed by the Paying Agent, notice of which shall be
mailed, first-class postage prepaid, not less than 10 days prior to such special record date to such
registered Holder.
The principal of and redemption premium, if any, on the Bonds shall be payable upon
presentation and surrender at the designated office of the Paying Agent. Interest on the Bonds
shall be paid by check or draft drawn upon the Paying Agent and mailed to the registered owners
of the Bonds on each Interest Payment Date; provided, however, that (i) if ownership of Bonds is
maintained in a book-entry only system by a securities depository, such payment may be made
by automatic funds transfer to the securities depository or its nominee or (ii) if such Bonds are
not maintained in a book-entry only system by a securities depository, upon written request of
the Holder of $1,000,000 or more in principal amount of Bonds, such payments may be made by
wire transfer to the bank and bank account specified in writing by such Holder (such bank being
a bank within the continental United States), if such Holder has advanced to the Paying Agent
the amount necessary to pay the cost of such wire transfer or authorized the Paying Agent to
deduct the cost of such wire transfer from the payment due to such Holder.
The Bonds issued hereunder may be Serial Bonds or Term Bonds and may be Variable
Rate Bonds, Capital Appreciation Bonds, Capital Appreciation and Income Bonds, Extendible
Maturity Bonds, Balloon Bonds, Interim Bonds, Put Bonds and such other types of bonds as may
be marketable from time to time, including, without limitation, Taxable Bonds and Bonds issued
in book-entry form, as determined by subsequent proceedings of the City.
SECTION 203. REDEMPTION PROVISIONS. The Bonds of each Series, other
than the Series 2015 Bonds, may be subject to redemption prior to maturity at such times, at such
redemption prices and upon such terms in addition to the terms contained in this Resolution as
may be determined by subsequent resolutions of the City, which subsequent resolutions may
contain redemption notice provisions. The redemption provisions for the Series 2015 Bonds
shall be established in the manner described in the second paragraph of Section 201 of this
Resolution.
Unless otherwise provided in a supplemental resolution relating to any Series of Bonds
with respect to such Bonds, at least thirty (30), but not more than sixty (60), days before the
redemption date, a notice of any such redemption, either in whole or in part, signed by the Chief
Financial Officer, (a) shall be filed by the City with the Registrar and (b) shall be mailed by the
Registrar, first class mail, postage prepaid, to all registered owners of Bonds to be redeemed at
their addresses as they appear on the registration books hereinabove provided for, but failure 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 Bonds are to
be redeemed, the numbers or other distinguishing marks of such Bonds to be redeemed in part
and the respective portions thereof to be redeemed. Subject to the next succeeding paragraph,
such notice shall further state that on such date there shall become due and payable upon each of
the Bonds to be redeemed the redemption price or the specified portions thereof in the case of
Bonds to be redeemed in part only, together with interest accrued to the redemption date, and
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that from and after such date interest thereon shall cease to accrue and be payable on such Bonds
or portions thereof so redeemed.
In the case of an optional redemption of Bonds, the redemption notice may state that (a) it
is conditioned upon the deposit of moneys with the 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 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 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 Registrar directing the Registrar to rescind the redemption
notice. The Registrar shall give prompt notice of such rescission to the affected Bondholders.
Any 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 a default under this Resolution.
Notice having been given in the manner and under the conditions described in this
Section, and with respect to a Conditional Redemption, the Conditional Redemption not having
been rescinded, the Bonds or portions of Bonds so called for redemption shall, on the redemption
date designated in such notice, become and be due and payable at the redemption price provided
fbr redemption for such Bonds or portions of Bonds on such date. On the date so designated for
redemption, moneys for payment of the redemption price being held in separate accounts by the
Paying Agent in trust for the registered owners of the Bonds or portions thereof to be redeemed,
all as provided in this Resolution, interest on the Bonds or portions of Bonds so called for
redemption shall cease to accrue, such Bonds and portions of Bonds shall cease to be entitled to
any lien, benef,rt or security under this Resolution and shall be deemed paid hereunder, and the
registered owners of such Bonds or portions of Bonds shall have no right in respect thereof
except to receive payment of the redemption price thereof and to receive Bonds for any
unredeemed portions of the Bonds.
Upon the payment of the redemption price of Bonds being redeemed, each check or other
transfer of funds issued for such purpose shall bear a description of the issue and maturity of the
Bonds being redeemed with the proceeds of such check or other transfer.
The provisions concerning the manner of giving notice of redemption may be changed or
varied or supplemented in any supplemental resolution applicable to any Series of Bonds issued
under this Resolution for the purpose of complying with any governmental or industry standards
from time to time in effect.
SECTION 204. EXECUTION OF BONDS. The Bonds shall be executed in the name
of the City by the Mayor, and the seal of the City or a facsimile thereof shall be affixed thereto or
imprinted or reproduced thereon and attested by the City Clerk, either manually or with their
facsimile signatures. In case any one or more of the officers who shall have signed or sealed any
of the Bonds shall cease to be such officer before the Bonds so signed and sealed shall have been
actually sold and delivered, such Bonds may nevertheless be sold and delivered as herein
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provided and may be issued as if the person who signed and sealed such Bonds had not ceased to
hold such office. Any Bond may be signed and sealed on behalf of the City by such person as at
the actual time of the execution of such Bond shall hold the proper office, although at the date of
such Bonds such person may not have held such office or may not have been so authorized.
The Bonds of each Series shall bear thereon a certificate of authentication, in the form set
forth in Exhibit B hereto, executed manually by the Registrar. Only such Bonds as shall bear
thereon such certificate of authentication shall be entitled to any right or benefit under this
Resolution and no Bond shall be valid or obligatory for any purpose until such certificate of
authentication shall have been duly executed by the Registrar. Such certificate of the Registrar
upon any Bond executed on behalf of the City shall be conclusive evidence that the Bond so
authenticated has been duly authenticated and delivered under this Resolution and that the
Holder thereof is entitled to the benefits of this Resolution. If the Bonds of a Series have been
validated, the validation certificate on the back of each of the Bonds of such Series shall be
signed with the facsimile signatures of the Mayor and City Clerk, and the City may adopt and
use for that purpose the facsimile signature of any person who shall have been such Mayor and
City Clerk at any time on or after the date of the Bonds, notwithstanding that he may have ceased
to be such Mayor and City Clerk at the time when said Bonds shall be actually delivered.
SECTION2O5. NEGOTIABILITY, REGISTRATION AND CANCELLATION.
At the option of the registered Holder thereof and upon surrender thereof at the designated
corporate trust office of the Registrar with a written instrument of transfer satisfactory to the
Registrar duly executed by the registered Holder or his duly authorized attorney and upon
payment by such Holder of any charges which the Registrar or the City may make as provided in
this Section, the Bonds may be exchanged for Bonds of the same aggregate principal amount of
the same Series, interest rate and maturity of any other authorized denominations.
The Registrar shall keep books for the registration of Bonds and for the registration of
transfers of Bonds. The Bonds shall be transferable by the Holder thereof in person or by his
attorney duly authorized in writing only upon the books of the City kept by the Registrar and
only upon surrender thereof together with a written instrument of transfer satisfactory to the
Registrar duly executed by the Holder or his duly authorized attorney. Upon the transfer of any
such Bond, the City shall cause to be issued in the name of the transferee a new Bond or Bonds
of the same aggregate principal amount of the same Series, interest rate and maturity of any other
authorized denominations.
The City, the Paying Agent and the Registrar may deem and treat the person in whose
name any Bond shall be registered upon the books kept by the Registrar as the absolute Holder
of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving payment
of, or on account of, the principal of, premium, if any, and interest on such Bond as the same
becomes due and for all other purposes. All such payments so made to any such Holder or upon
his order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the
extent of the sum or sums so paid, and neither the City, the Paying Agent nor the Registrar shall
be affected by any notice to the contrary.
In all cases in which the privilege of exchanging Bonds or transferring Bonds
exercised, the City shall execute and the Registrar shall authenticate and deliver Bonds
is
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accordance with the provisions of this Resolution. All Bonds surrendered in any such exchanges
or transfers shall forthwith be delivered to the Registrar and cancelled by the Registrar in the
manner provided in this Section. There shall be no charge for any such exchange or transfer of
Bonds, but the City or the Registrar may require the payment of a sum sufficient to pay any tax,
fee or other governmental charge required to be paid with respect to such exchange or transfer.
Neither the City nor the Registrar shall be required (a) to transfer or exchange Bonds of any
Series for a period of 15 days next preceding any selection of Bonds of such Series to be
redeemed or thereafter until after the mailing of any notice of redemption; or (b) to transfer or
exchange any Bonds of any Series called for redemption.
Except as may otherwise be provided with respect to Put Bonds in the proceedings of the
City providing for the issuance thereof, all Bonds paid or redeemed, either at or before maturity
shall be delivered to the Paying Agent when such payment or redemption is made, and such
Bonds, together with all Bonds purchased by the City, shall thereupon be promptly cancelled.
Bonds so cancelled may at any time be destroyed by the Paying Agent, who shall execute a
certification of destruction in duplicate by the signature of one of its authorized officers
describing the Bonds so destroyed, and one executed certificate shall be filed with the City and
the other executed certificate shall be retained by the Paying Agent.
SECTION 206. BONDS MUTILATED, DESTROYED, STOLEN OR LOST. In
case any Bond shall become mutilated, destroyed, stolen or lost, the City may execute and the
Registrar shall authenticate and deliver a new Bond of like Series, date, maturity, denomination
and interest rate as the Bond so mutilated, destroyed, stolen or lost; provided that, in the case of
any mutilated Bond, such mutilated Bond shall first be surrendered to the City and, in the case of
any lost, stolen or destroyed Bond, there shall first be furnished to the City and the Registrar
evidence of such loss, theft, or destruction satisfactory to the City and the Registrar, together
with indemnity satisfactory to them. In the event any such Bond shall be about to mature or have
matured or have been called for redemption, instead of issuing a duplicate Bond, the City may
direct the Paying Agent to pay the same without surrender thereof. The City and Registrar may
charge the Holder of such Bonds their reasonable fees and expenses in connection with this
transaction. Any Bond surrendered for replacement shall be cancelled in the same manner as
provided in Section 205 hereof.
Any such duplicate Bonds issued pursuant to this Section shall constitute additional
contractual obligations on the part of the City, whether or not the lost, stolen or destroyed Bonds
be at any time found by anyone, and such duplicate Bonds shall be entitled to equal and
proportionate benefits and rights as to lien on and source and security for payment from the
Pledged Funds, with all other Bonds issued hereunder.
SECTION 207. PREPARATION OF DEFINITIVE BONDS; TEMPORARY
BONDS. Unless otherwise specified by the City in subsequent proceedings, the definitive
Bonds of each Series shall be lithographed, printed or typewritten. Until the definitive Bonds are
prepared, the Mayor and City Clerk may execute and the Registrar may authenticate, in the same
manner as is provided in Section204, and deliver, in lieu of definitive Bonds, but subject to the
same provisions, limitations and conditions as the definitive Bonds, one or more printed,
lithographed or typewritten temporary fully registered Bonds, substantially of the tenor of the
definitive Bonds in lieu of which such temporary Bond or Bonds are issued, in authorized
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denominations or any whole multiples thereof, and with such omissions, insertions and variations
as may be appropriate to such temporary Bonds. The City at its own expense shall prepare and
execute and, upon the surrender at the designated corporate trust office of the Registrar of such
temporary Bonds for which no payment or only partial payment has been provided, the Registrar
shall authenticate and, without charge to the Holder thereof, deliver in exchange therefor, at the
principal corporate trust office of the Registrar, definitive Bonds of the same aggregate principal
amount, Series and maturity as the temporary Bonds surrendered. Until so exchanged, the
temporary Bonds shall in all respects be entitled to the same benefits and security as definitive
Bonds issued pursuant to this Resolution.
SECTION 208. FORM OF BONDS. The text of the Bonds shall be of the tenor set
forth in Exhibit B to this Resolution, with such changes, modifications, insertions, omissions and
filling-in of blanks as may be necessary and desirable and authorized or permitted by this
Resolution or a Mayor's Certificate.
SECTION 209. BOOK.ENTRY ONLY SYSTEM FOR THE BONDS;
QUALIFICATION FOR THE DEPOSITORY TRUST COMPANY. The Series 2015 Bonds
shall be issued, and any future Series of Bonds may be issued, as uncertificated securities
through the book-entry only system maintained by The Depository Trust Company, New York,
New York ("DTC") or, with respect to any Series of Bonds other than the Series 2015 Bonds,
such other securities depository as may be selected by the City. The City, the Registrar and the
Paying Agent are hereby authorized to take such actions as may be necessary to qualify the
Bonds for deposit with DTC, including but not limited to those actions as may be set forth in a
letter of representations with DTC, the execution and delivery of which with respect to the Series
2015 Bonds by the Mayor or the City Manager is hereby authorized.
IEND OF ARTICLE II]
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ARTICLE III
COVENANTS, FUNDS AND APPLICATION THEREOF
SECTION 301. BONDS NOT TO BE INDEBTEDNESS OF THE CITY. The
Bonds shall not be and shall not constitute an indebtedness of the City, within the meaning of
any constitutional, statutory or charter provisions or limitations; but shall be payable solely, as
provided in this Resolution, from the Pledged Funds. No holder or holders of any Bonds issued
hereunder shall ever have the right to compel the exercise of the ad valorem taxing power of the
City, or taxation in any form of any real or personal property therein, or the application of any
other funds of the City to pay the Bonds or the interest thereon or the making of any sinking fund
or reserve payments provided for herein.
SECTION 302. BONDS SECURED BY PLEDGE OF PLEDGED FUNDS. The
payment of the principal of, interest and premium, if any, on all of the Bonds issued hereunder
and any additional parity Bonds hereafter issued, as provided herein, shall be secured forthwith
equally and ratably by a first lien on and pledge of the Pledged Funds. The Resort Tax Revenues
in an amount sufficient to pay the principal of and interest on the Bonds herein authorized and to
make the payments into the Sinking Fund (hereinafter created and established) and all other
payments provided for in this Resolution, as well as moneys held in the funds and accounts
created under this resolution (other than the Rebate Fund), are hereby irrevocably pledged to the
payment of the principal of and interest on the Bonds authorized herein, and other payments
provided for herein, as the same become due and payable.
The Bonds and the obligation evidenced thereby shall not constitute a lien upon any
property of or in the City, but shall constitute a lien only on the Pledged Funds all in the manner
provided in this Resolution.
SECTION 303. APPLICATION OF BOND PROCEEDS; CONSTRUCTION
FUND; COST OF ISSUANCE FUND.
(a) All moneys received by the City from the sale of the Series 2015 Bonds issued
pursuant to this Resolution, together with other moneys lawfully available therefor, if any, shall
be disbursed as provided in the Mayor's Certificate.
(b) All moneys received by the City from the sale of any Series of Bonds, other than
the Series 2015 Bonds, shall be disbursed in accordance with the provisions of a subsequent
resolution of the Commission relating to such Series of Bonds.
(c) There is hereby created and established a special fund designated as the
"Construction Fund", which fund shall be held and administered by the City. There shall be
created separate accounts within the Construction Fund for the deposit of proceeds of each Series
of Bonds and other available moneys to fund projects being funded from proceeds of such Series
of Bonds and other available moneys. Proceeds and other moneys on deposit in the Construction
Fund shall be disbursed by the City to pay costs of projects for which the applicable Series of
Bonds was issued, including, but not limited to, the payment of caprtahzed interest on such
Bonds in such amounts as the City shall determine to be appropriate. If for any reason the
moneys in the Construction Fund, or any part thereof including any investment earnings on
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deposit therein, are not necessary for, or are not applied to the purposes provided in this
Resolution or a supplemental resolution relating to a Series of Bonds for the Construction Fund,
then such unapplied proceeds, upon certification of a duly authorized ofhcer of the City that such
surplus proceeds are not needed for the purposes of the Construction Fund, shall be disbursed in
the following order:
First, to the Debt Service Reserve Account, hereinafter created and established, to
the full extent necessary to make the amount then on deposit therein equal to the Reserve
Account Requirement, as applicable, on the Bonds then Outstanding.
Second, the balance, if any, to the redemption or purchase or payment of principal
of Outstanding Bonds or for any other lawful purpose.
Moneys on deposit in the Construction Fund may be invested and reinvested to the fullest
extent practicable in Permitted Investments maturing not later than such date or dates on which
such moneys will be needed for the purposes of the Construction Fund. The earnings and
investment income derived from the moneys and investments on deposit in the Construction
Fund shall be deposited and maintained in the Construction Fund and used for the purposes
thereof.
(d) There is hereby created and established a special fund designated as the "Cost of
Issuance Fund", which fund shall be held and administered by the City. There shall be created
separate accounts within the Cost of Issuance Fund for the deposit of proceeds of each Series of
Bonds to pay the costs of issuance of such Series of Bonds as the City shall determine are
appropriate.
(e) The proceeds of the sale of the Bonds shall be and constitute trust funds for the
purposes hereinabove provided and there is hereby created a lien upon such moneys, until so
applied, in favor of the holders of said Bonds.
SECTION 304. COVENANTS OF THE CITY. The City hereby covenants and
agrees with the holders of any and all of the Bonds issued pursuant to this Resolution as follows:
A. TAX COVENANTS.
(1) The City will not take any action or omit to take any action which action
or omission, if reasonably expected on the date of initial issuance and delivery of the Bonds,
would result in inclusion in gross income for Federal income tax purposes under Section 103(a)
of the Code, of interest on Tax-Exempt Bonds. Particularly, the City will not take any action or
omit to take any action, which action or omission, if reasonably expected on the date of the
initial issuance and delivery of the Tax-Exempt Bonds, would have caused any of the Tax-
Exempt Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code.
(2) The City shall comply with the arbitrage rebate covenants as provided in
Section 304(E) hereof.
B. LEVY AND COLLECTION OF RESORT TAX. The City does fuither hereby
covenant and agree that as long as any of the principal of or interest on any Series of Bonds
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issued pursuant to this Resolution is unpaid, or payment thereof not duly provided for, it will not
repeal the Miami Beach City Code provisions pursuant to which the Resort Tax is levied, will
not reduce the rates of the Resort Tax, or amend or modify said City Code provisions, in any
manner so as to impair or adversely affect the power and obligation of the City to levy and
collect the Resort Tax, or impair or adversely affect in any manner the pledge of the Pledged
Funds made herein, or the rights of holders of Bonds issued pursuant to this Resolution, and the
City shall be unconditionally and irrevocably obligated, as long as any of the Bonds, or interest
thereon, are Outstanding and unpaid, to levy and collect the Resort Tax at not less than the rates
being levied by the City on the date of issuance of the Series 2015 Bonds, to the full extent
necessary to pay the principal of and interest on the Bonds and any other payments provided
herein.
C. RESORT TAX FUND. As soon as the same are received by the City, all of the
Resort Tax Revenues shall be forthwith deposited in a special fund designated as the "Resort Tax
Fund". The Resort Tax Fund shall constitute a trust fund for the purposes provided in this
Resolution and shall be held and administered by the City separate and distinct from all other
funds of the City and used only for the purposes and in the manner provided in this Resolution.
D. DISPOSITION OF RESORT TAX REVENUES. There is hereby created and
established the "Resort Tax Sinking Fund" (hereinafter referred to as the "Sinking Fund").
There are also hereby created four (4) separate accounts in the Sinking Fund to be known as the
"Interest Account," the "Principal Account," the "Bond Redemption Account" and the "Debt
Service Reserve Account." The Resort Tax Fund and the Sinking Fund shall be held and
administered by the City.
All Resort Tax Revenues at any time on deposit in the Resort Tax Fund shall be disposed
of only in the following manner:
(1) Resort Tax Revenues shall first be used, to the full extent necessary, for
deposit into the Interest Account in the Sinking Fund, on the fifteenth (15th) day of each month,
beginning with the fifteenth (l5th) day of the first full calendar month following the date on
which any or all of the Bonds are delivered to the purchaser thereof, of such sums as shall be
sufficient to pay one-sixth (l/6th) of the interest becoming due on the Bonds on the next semi-
annual Interest Payment Date; provided, however, that such monthly deposits for interest shall
not be required to be made into the Interest Account to the extent that money on deposit therein
is sufficient for such purpose and, provided further, that in the event the City has issued
additional parity Variable Rate Bonds or entered into any Interest Rate Swaps pursuant to the
provisions of this Resolution, Resort Tax Revenues shall be deposited at such other or additional
times and amounts as necessary to pay the interest becoming due on the Variable Rate Bonds on
the next Interest Payment Date or make the payments due under the Interest Rate Swaps on a
parity with interest due on the Bonds, all in the manner provided in the applicable supplemental
resolution.
The City shall, on each Interest Payment Date, transfer to the Paying Agent
moneys in an amount equal to the interest due on such Interest Payment Date or shall advise the
Paying Agent of the amount of any deficiency in the amount so transferred so that the Paying
Agent may give appropriate notice required to provide for the payment of such deficiency from
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any Reserve Account Insurance Policy or Reserve Account Letter of Credit on deposit in the
Debt Service Reserve Account.
In the event that the period to elapse between the date of the delivery of the Bonds
and the next semi-annual Interest Payment Date will be other than six (6) months, then such
monthly payments shall be adjusted to provide the required interest amount becoming due and
payable on the next Interest Payment Date.
(2) (a) Resort Tax Revenues shall next be used, to the full extent necessary,
for deposit in the Principal Account in the Sinking Fund, on the fifteenth (15th) day of each
month in each year, of one-sixth (1/6th) of the next maturing principal amount of Serial Bonds
which will mature and become due on such semi-annual maturity dates and one-twelfth (1ll2th)
of the next maturing principal amount of Serial Bonds which will mature and become due on
such annual maturity dates, beginning on such dates, as shall hereafter be determined by
subsequent proceedings of the City; provided, however, that such monthly deposits for principal
shall not be required to be made into the Principal Account to the extent that money on deposit
therein is sufficient for such purpose.
The City shall, on the business day prior to each principal payment date, transfer to the
Paying Agent moneys in an amount equal to the principal due on such principal payment date or
shall advise the Paying Agent of the amount of any deficiency in the amount so transferred so
that the Paying Agent may give appropriate notice required to provide for the payment of such
deficiency from any Reserve Account Insurance Policy or Reserve Account Letter of Credit on
deposit in the Debt Service Reserve Account.
In the event the period to elapse between the date of delivery of the Bonds and the next
principal payment date will be other than six (6) months, in the case of Serial Bonds which
mature semi-annually, or twelve (12) months, in the case of Serial Bonds which mature annually,
then such monthly payments shall be increased or decreased, as appropriate, in sufficient
amounts to provide the required principal amount maturing on the next principal payment date.
Any monthly payment of Resort Tax Revenues to be deposited as set forth above for the pu{pose
of meeting payments of principal of the Bonds, shall be adjusted, as appropriate, to reflect the
frequency of principal payments applicable to such Series.
(b) Resort Tax Revenues shall next be used, to the full extent
necessary, for deposit into the Bond Redemption Account in the Sinking Fund on the hfteenth
(15th) day of each month in each year, beginning on such date, of such Amortrzatron
Requirements as may be required for the payment of the Term Bonds payable from the Bond
Redemption Account, as shall hereafter be determined by subsequent proceedings of the City.
The moneys in the Bond Redemption Account shall be used solely for the purchase or
redemption of the Term Bonds payable therefrom. The City may at any time purchase any of
said Term Bonds at prices not greater than the then redemption price of said Term Bonds. If the
Term Bonds are not then redeemable, the City may purchase said Term Bonds at prices not
greater than the redemption price of such Term Bonds on the next ensuing redemption date. The
City shall be mandatorily obligated to use any moneys in the Bond Redemption Account for the
redemption prior to maturity of such Term Bonds in such manner and at such times as shall be
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determined by subsequent proceedings of the City. If, by the application of moneys in the Bond
Redemption Account, the City shall purchase or call for redemption in any year Term Bonds in
excess of the Amortization Requirements for such year, such excess of Term Bonds so purchased
or redeemed shall be credited in such manner and at such times as the Chief Financial Officer
shall determine over the remaining payment dates.
No distinction or preference shall exist in the use of the moneys on deposit in the Resort
Tax Fund for payment into the Interest Account, the Principal Account and the Bond
Redemption Account, such accounts being on a parity with each other as to payment from the
Resort Tax Fund.
(3) Resort Tax Revenues shall next be used, to the full extent necessary, for
deposit into the Debt Service Reserve Account on the fifteenth (15th) day of each month in each
year, beginning with the fifteenth (15th) day of the first full calendar month following the date
on which any or all of the Bonds issued hereunder are delivered to the purchaser thereof, such
sums as shall be at least sufficient to pay an amount equal to one-sixtieth (l/60th) of the
difference between the amount on deposit in the Debt Service Reserve Account (including any
Reserve Account Insurance Policy or Reserve Account Letter of Credit) and the applicable
Reserve Account Requirement for the Bonds Outstanding, and, provided, further, that no
payments shall be required to be made into the Debt Service Reserve Account whenever and as
long as the amount deposited therein (including any Reserve Account Insurance Policy or
Reserve Account Letter of Credit) shall be equal to the applicable Reserve Account Requirement
for the Bonds Outstanding.
Notwithstanding the foregoing provisions, in lieu of or in substitute for the required
deposits of Resort Tax Revenues (including existing deposits of Resort Tax Revenues) into the
Debt Service Reserve Account, the City may cause to be deposited into the Debt Service Reserve
Account a Reserve Account Insurance Policy or a Reserve Account Letter of Credit for the
benefit of the holders of the Bonds Outstanding in an amount equal to the difference between the
applicable Reserve Account Requirement for the Bonds Outstanding and the sums then on
deposit in the Debt Service Reserve Account, if any, which Reserve Account Insurance Policy or
Reserve Account Letter of Credit shall be payable or available to be drawn upon, as the case may
be, (upon the giving of notice as required thereunder) on any Interest Payment Date on which a
deficiency exists which cannot be cured by moneys in any other fund or account held pursuant to
this Resolution and available for such purpose. If a disbursement is made under the Reserve
Account Insurance Policy or the Reserve Account Letter of Credit, the City shall be obligated to
either reinstate the maximum limits of such Reserve Account Insurance Policy or Reserve
Account Letter of Credit immediately following such disbursement equal to the applicable
Reserve Account Requirement for the Bonds Outstanding, or to deposit into the Debt Service
Reserve Account from the Resort Tax Revenues, as herein provided, funds in the amount of the
disbursements made under such Reserve Account Insurance Policy or Reserve Account Letter of
Credit, or a combination of such alternatives as shall equal the applicable Reserve Account
Requirement for the Bonds Outstanding.
Moneys in the Debt Service Reserve Account shall be used only for the purpose of
making payments of principal of and interest on the Bonds when the moneys in the Resort Tax
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Fund or any other fund or account held pursuant to this Resolution and available for such
purpose are insufficient therefor.
In the event that any moneys shall be withdrawn from the Debt Service Reserve Account
for payments into the Interest Account, Principal Account and Bond Redemption Account, such
withdrawals shall be subsequently restored in the manner described in the first paragraph of this
clause (3), from the first Resort Tax Revenues or funds available after all required payments
have been made into the Interest Account, Principal Account and Bond Redemption Account,
including any deficiencies for prior payments unless restored by the reinstatement of the
maximum limits of a Reserve Account Insurance Policy or Reserye Account Letter of Credit.
Any moneys in the Debt Service Reserve Account in excess of the applicable Reserve
Account Requirement for the Bonds Outstanding may, in the discretion of the City, be
transferred to and deposited in the Interest Account, the Principal Account or the Bond
Redemption Account as the City at its option may determine.
The Debt Service Reserve Account shall be valued at least once in each Fiscal Year and
the value of securities on deposit therein shall be the lower of par, or if purchased at other than
par, amortized value. Amortized value, when used with respect to securities purchased at a
premium above or a discount below par, shall mean the value at any given date obtained by
dividing the total premium or discount at which such securities were purchased by the number of
interest payment dates remaining to maturity on such securities after such purchase and by
multiplying the amount so calculated by the number of interest payment dates having passed
since the date of purchase; and (i) in the case of securities purchased at a premium, by deducting
the product thus obtained from the purchase price, and (ii) in the case of securities purchased at a
discount, by adding the product thus obtained to the purchase price.
(4) Resort Tax Revenues shall next be used for the payment of any
subordinated obligations hereafter issued by the City in accordance with Section 30a(G) of this
Resolution, which subordinate obligations shall have such lien on the Resort Tax Revenues as
the City shall determine in the proceedings authorizing the issuance of such subordinated
obligations.
(5) Resort Tax Revenues shall next be used to make payments required under
Interest Rate Swap affangements which are not payable from amounts deposited therefor
pursuant to Section 304(DXl).
(6) Thereafter, the balance of any Resort Tax Revenues remaining in said
Resort Tax Fund shall, subject to Section 304(,4.), be used by the City for any lawful pu{poses;
provided, however, that none of such Resort Tax Revenues shall ever be used for the purposes
provided in this paragraph (6) unless all payments required in paragraphs (1) through (5) above,
including any deficiencies for prior payments and any amount due to the issuer of any Reserve
Account Insurance Policy or Reserve Account Letter of Credit, have been made in full to the
date of such use.
Notwithstanding anlthing in Section 304(DX1) and (2) to the contrary, failure to make
the scheduled payments specified therein shall not constitute a breach of the City's obligations
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under this Resolution so long as, on the date that any interest or principal payment is due on the
Bonds, monies sufficient to make such payment are on deposit in the Interest Account, Principal
Account or Bond Redemption Account, as the case may be. If the amounts deposited in any
month pursuant to such sections shall be less than the amounts required, the requirement shall be
cumulative and the amount of the dehciency in any month shall be added to the amount
otherwise required to be deposited in each month thereafter until such time as all such
deficiencies have been made up.
Notwithstanding the foregoing or any other provision herein to the contrary, if any
amount applied to the payment of principal of and premium, if any, and interest on the Bonds
that would have been paid from an account in the Sinking Fund, is paid instead under a Credit
Facility or a Liquidity Facility, amounts deposited in such relevant account may be paid, to the
extent required, to the issuer of the Credit Facility or Liquidity Facility having theretofore made
said corresponding payment.
E. REBATE FUND. There is hereby created and established the "Rebate Fund,"
which fund shall be maintained separate and apart from all other funds and accounts held by the
City. Notwithstanding anything in this Resolution to the contrary, the City shall transfer or cause
to be transferred from Pledged Funds to the Rebate Fund the amounts required to be transferred
in order to comply with the arbitrage rebate covenants contained in a certificate to be executed
and delivered by the City in connection with the issuance of each Series of Tax-Exempt Bonds.
The City shall make or cause to be made payments from the Rebate Fund of amounts required to
be deposited therein to the United States of America in the amounts and at the times required by
such arbitrage rebate covenants. The City covenants for the benefit of the holders of Tax-
Exempt Bonds that it will comply with the requirements of the arbitrage rebate covenants. There
shall be excluded from the pledge and lien of this Resolution the Rebate Fund, together with all
moneys and securities from time to time held therein and all investment earnings derived
therefrom. The City shall not be required to comply with the requirements of this Section 304(E)
in the event that the City obtains an opinion of Bond Counsel that (i) such compliance is not
required in order to maintain the exclusion from gross income for Federal income tax purposes
of interest on Tax-Exempt Bonds and/or (ii) compliance with some other requirement is
necessary to maintain the exclusion from gross income for Federal income tax purposes of
interest on Tax-Exempt Bonds.
F. INVESTMENT OF FUNDS. The Resort Tax Fund, the Sinking Fund, including
the Interest Account, Principal Account, Bond Redemption Account and Debt Service Reserve
Account and the Cost of Issuance Fund and all other special funds (other than the Rebate Fund)
created and established by this Resolution shall constitute trust funds in favor of the Bondholders
and shall be invested at the direction of the City as provided in this Section 304(F).
Moneys on deposit in the Resort Tax Fund, Interest Account, Principal Account, Bond
Redemption Account, Cost of Issuance Fund and Rebate Fund may be invested in Permitted
Investments maturing not later than the dates on which such moneys will be needed for the
purposes of such fund or account.
Moneys on deposit in the Debt Service Reserve Account may be invested in Permitted
Investments maturing not later than the final maturity of any of the Bonds.
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All income and earnings received from the investment and reinvestment of moneys in the
Interest Account, the Principal Account and the Bond Redemption Account in the Sinking Fund
shall be retained in the respective accounts and applied as a credit against the obligation of the
City to transfer moneys from the Resort Tax Fund to such accounts pursuant to Section
304(DX1) and Section 304(D)(2Xa) and Section 304(DX2Xb) of this Resolution, respectively.
All income and earnings received from the investment and reinvestment of moneys in the
Debt Service Reserve Account in the Sinking Fund shall be retained in the Debt Service Reserve
Account and applied as a credit against the obligation of the City to transfer moneys from the
Resort Tax Fund to such account, unless the amount in such account shall exceed the applicable
Reserve Account Requirement, in which event such excess may be applied in the manner set
forth for excess amounts in the Debt Service Reserve Account, as described in Section
304(D)(3).
All income and earnings received from the investment and reinvestment of moneys in the
Cost of Issuance Fund shall be transferred to the Resort Tax Fund.
All income and earnings received from the investment and reinvestment of moneys in the
Rebate Fund shall be retained therein.
For the purpose of investing or reinvesting, the City may commingle moneys in the funds
and accounts created and established hereunder (other than the Rebate Fund) in order to achieve
greater investment income; provided that the City shall separately account for the amounts so
commingled. The amounts required to be accounted for in each of the funds and accounts
designated herein (other than the Rebate Fund) may be deposited in a single bank account
provided that adequate accounting procedures are maintained to reflect and control the restricted
allocations of the amounts on deposit therein for the various purposes of such funds and accounts
as herein provided. The designation and establishment of funds and accounts in and by this
Resolution (other than the Rebate Fund) shall not be construed to require the establishment of
any completely independent funds and accounts but rather is intended solely to constitute an
allocation of certain revenues and assets for certain purposes and to establish such certain
priorities for application ofcertain revenues and assets as herein provided.
G. ISSUANCE OF OTHER OBLIGATIONS PAYABLE OUT OF RESORT
TAX REVENUES. Except upon the conditions and in the manner provided in this Resolution,
the City will not issue any other obligations payable from the Pledged Funds, nor voluntarily
create or cause to be created any debt, lien, pledge, assignment, encumbrance or any other charge
having priority to or being on a parity with the lien of the Bonds issued pursuant to this
Resolution and the interest thereon, upon any of the Pledged Funds; provided that the City may
enter into agreements with issuers of Credit Facilities and Liquidity Facilities which involve
liens on Resort Tax Revenues on a parity with that of the Series of Bonds or portion thereof
which is supported by such Credit Facilities or Liquidity Facilities and may enter into Interest
Rate Swaps which involve a lien on the Resort Tax Revenues on a parity with the lien of the
Bonds. Any other obligations in addition to the Bonds authorized by this Resolution or
additional parity Bonds issued under the terms, restrictions and conditions contained in this
Resolution, shall provide that such obligations are junior, inferior and subordinate in all respects
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to the Bonds issued pursuant to this Resolution as to lien on and source and security for payment
from the Resort Tax Revenues and in all other respects.
H. ISSUANCE OF ADDITIONAL PARITY BONDS. No additional parity
Bonds, as in this subsection defined, payable on a parity with Bonds issued pursuant to this
Resolution out of Pledged Funds shall be issued after the issuance of any Bonds pursuant to this
Resolution unless the following, among other conditions, are complied with:
(1) The City must be current in all deposits into the various funds and
accounts and all payments theretofore required to have been deposited or made by it under the
provisions of this Resolution and the City must be currently in compliance with the covenants
and provisions of this Resolution and any supplemental resolution hereafter adopted for the
issuance of additional parity Bonds; unless upon the issuance of such additional parity Bonds the
City will be in compliance with all such covenants and provisions.
(2) The amount of the Resort Tax Revenues during the immediately preceding
Fiscal Year or any twelve (12) consecutive months selected by the City of the eighteen (18)
months immediately preceding the issuance of said additional parity Bonds, as certified by an
independent certified public accountant, were at least equal to one hundred fifty percent (150%)
of the Maximum Annual Debt Service on (i) the Bonds originally issued pursuant to this
Resolution and then Outstanding, (ii) any additional parity Bonds theretofore issued and then
Outstanding, and (iii) the additional parity Bonds then proposed to be issued.
(3) The City need not comply with subparagraph (2) above in the issuance of
additional parity Bonds if and to the extent the Bonds to be issued are refunding Bonds, that is,
delivered in lieu of or in substitution for Bonds originally issued under this Resolution or
previously issued additional parrty Bonds, if the City shall cause to be delivered a certificate of
the Chief Financial Officer setting forth (i) the Maximum Annual Debt Service (A) with respect
to the Bonds of all Series Outstanding immediately prior to the date of authentication and
delivery of such refunding Bonds, and (B) with respect to the Bonds of all Series to be
Outstanding immediately thereafter, and (ii) that the Maximum Annual Debt Service set forth
pursuant to (B) above is no greater than that set forth pursuant to (A) above.
Simultaneously with the delivery of any Bonds issued pursuant to subparagraphs (2) and
(3) above for the purpose of refunding any Bonds issued under this Resolution, the City may
withdraw from the Sinking Fund amounts theretofore deposited which are allocable to the Bonds
being refunded and shall transfer said amounts in accordance with the resolution providing for
the issuance of the refunding Bonds, provided that after such withdrawal the City shall be in
compliance with the provisions of this Resolution.
The term "additional parity Bonds" as used in this Resolution shall be deemed to mean
additional obligations evidenced by Bonds issued upon the provisions and within the limitations
of this subsection payable from the Pledged Funds on a parity with Bonds originally authorized
and issued pursuant to this Resolution. Such Bonds shall be deemed to have been issued
pursuant to this Resolution the same as the Bonds originally authorized and issued pursuant to
this Resolution and all of the covenants and other provisions of this Resolution (except as to
details of such Bonds evidencing such additional parity obligations inconsistent therewith), shall
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be forthe equal benefit, protection and security of the holders of any Bonds originally authorized
and issued pursuant to this Resolution and the holders of any Bonds evidencing additional
obligations subsequently issued within the limitations of and in compliance with this subsection.
All of such Bonds, regardless of the time or times of their issuance, shall rank equally with
respect to their lien on the Pledged Funds and their sources and security for payment therefrom
without preference of any Bonds over any other.
The term "additional parity Bonds" as used in this Resolution shall not be deemed to
include bonds, notes, certificates or other obligations subsequently issued in accordance with this
Resolution, the lien of which on the Pledged Funds is subject to the prior and superior lien on the
Pledged Funds of Bonds and the City shall not issue any obligations whatsoever payable from
the Pledged Funds, which rank equally as to lien and source and security for their payment from
such Pledged Funds, with Bonds except in the manner and under the conditions provided in
subsection (G) above and this subsection.
I. BOOKS AND RECORDS. The City will keep separately identifiable
accounting records for the receipt of the Pledged Funds by the use of a fund established in
accordance with generally accepted accounting principles, and any holder of a Bond or Bonds
issued pursuant to this Resolution, shall have the right at all reasonable times to inspect all
records, accounts and data of the City relating thereto.
The City shall promptly after the close of each Fiscal Year cause the books, records and
accounts relating to the Pledged Funds for such Fiscal Year to be properly audited by a qualified,
recognized and nationally known independent firm of certified public accountants and shall file
the report of such certified public accountants in the office of the Chief Financial Officer, and
shall mail upon request, and make available generally, said report, or a reasonable summary
thereof, to any holder or holders of Bonds issued pursuant to this Resolution.
Such audited books, records and accounts shall contain the statements required by
generally accepted accounting principles applicable to governmental entities, and a certificate of
such certified public accountants disclosing any breach on the part of the City of any covenant
herein.
J. NO IMPAIRMENT OF CONTRACT. The City has full power and authority to
irrevocably pledge the Pledged Funds to the payment of the principal of and interest on the
Bonds. The pledge of such Pledged Funds, in the manner provided herein, shall not be subject to
repeal, modification or impairment by any subsequent resolution, ordinance or other proceedings
of the City so long as any Bonds are Outstanding hereunder. The City shall take all actions
necessary and pursue such legal remedies which may be available to it either in law or in equity
to prevent or cure any impairment by any entity other than the City within the meaning of this
subsection.
K. REMEDIES. Any Holder of Bonds issued under the provisions of this
Resolution or any trustee acting for such Bondholders in the manner hereinafter provided, may
either at law or in equity, by suit, action, mandamus or other proceedings in any court of
competent jurisdiction, protect and enforce any and all rights under the laws of the State, or
granted and contained in this Resolution, and may enforce and compel the performance of all
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duties required by this Resolution or by any applicable statutes to be performed by the City or by
any officer thereof. Nothing herein, however, shall be construed to grant any Holder of such
Bonds any lien on any property of or within the corporate boundaries of the City, except as
provided herein. No Holder of Bonds, however, shall have any right in any manner whatever to
affect adversely, or prejudice the security of this Resolution or to express any right hereunder
except in the manner herein provided, and all proceedings at law or in equity shall be instituted
and maintained for the benefit of all Holders of Bonds.
The Holder or Holders of Bonds in an aggregate principal amount of more than twenty-
five per centum (25%) of Bonds issued under this Resolution then Outstanding may by a duly
executed certificate in writing appoint a trustee for Holders of Bonds issued pursuant to this
Resolution with authority to represent such Bondholders in any legal proceedings for the
enforcement and protection of the rights of such Bondholders. Such certificate shall be executed
by such Bondholders or their duly authorized attorneys or representatives, and shall be filed in
the office of the Chief Financial Officer.
Notwithstanding anything in this Resolution to the contrary, so long as the issuer of a
Credit Facility or a Liquidity Facility shall not be in default in its payment obligations under such
Credit Facility or a Liquidity Facility, said issuer shall be deemed to be the holder of all Bonds
so secured for all pu{poses of this Section 304(K).
L. ENFORCEMENT OF COLLECTIONS. The City will diligently enforce and
collect the Resort Tax Revenues and will take all steps, actions and proceedings for the
enforcement and collection of such Resort Tax Revenues which shall become delinquent to the
full extent permitted or authorized by applicable laws and regulations. All such Resort Tax
Revenues shall, as collected, be held in trust to be applied as herein provided and not otherwise.
M. DISCHARGE AND SATISFACTION OF BONDS. The covenants, liens and
pledges entered into, created or imposed pursuant to this Resolution may be fully discharged and
satisfied with respect to all or a portion of the Bonds in any one or more of the following ways:
(1) by paying the principal of and interest on such Bonds when the same shall
become due and payable; or
(2) by depositing in the Interest Account, the Principal Account and the Bond
Redemption Account and/or in such other accounts which are irrevocably pledged to the
payment of Bonds as the City may hereafter create and establish by resolution, certain moneys
which together with other moneys lawfully available therefor, if any, shall be sufficient at the
time of such deposit to pay when due the principal, redemption premium, if any, and interest due
and to become due on said Bonds on or prior to the redemption date or maturity date thereof; or
(3) by depositing in the Interest Account, the Principal Account and the Bond
Redemption Account and/or such other accounts which are irrevocably pledged to the payment
of Bonds as the City may hereafter create and establish by resolution, moneys which together
with other moneys lawfully available therefor when invested in such Defeasance Obligations
which shall not be subject to redemption prior to their maturity other than at the option of the
holder thereof, will provide moneys which shall be sufficient to pay when due the principal,
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redemption premium, if any, and interest due and to become due on said Bonds on or prior to the
redemption date or maturity date thereof.
Upon such payment or deposit in the amount and manner provided in this Section
304(M), Bonds shall be deemed to be paid and shall no longer be deemed to be Outstanding for
the purposes of this Resolution and all liability of the City with respect to said Bonds shall cease,
terminate and be completely discharged and extinguished, and the Holders thereof shall be
entitled to payment solely out of the moneys or Defeasance Obligations so deposited; provided
that in the event said Bonds do not mature and are not to be redeemed within the next succeeding
sixty (60) days, the City shall have given the Registrar and Paying Agent irrevocable instructions
to give, as soon as practicable, a notice to the Holders of said Bonds by first-class mail, postage
pre-paid, stating that the deposit of said moneys or Defeasance Obligations has been made with
an appropriate fiduciary institution acting as escrow agent solely for the Holders of said Bond
and other Bonds being defeased, and that said Bonds are deemed to have been paid in
accordance with this Section and stating such maturity or redemption date upon which moneys
are to be available for the payment of the principal of and premium, if any, and interest on said
Bonds.
(4) As to Variable Rate Bonds, whether discharged and satisfied under the
provisions of subsection (1), (2) or (3) above, the amount required for the interest thereon shall
be calculated at the maximum rate permitted by the terms of the provisions which authorized the
issuance of such Variable Rate Bonds; provided however, that if on any date, as a result of such
Variable Rate Bonds having borne interest at less than such maximum rate for any period, the
total amount of moneys and Defeasance Obligations on deposit for the payment of interest on
such Variable Rate Bonds is in excess of the total amount which would have been required to be
deposited on such date in respect of such Variable Rate Bonds in order to fully discharge and
satisfy such Bonds pursuant to the provisions of this Section, the City may use the amount of
such excess free and clear of any trust, lien, security interest, pledge or assignment securing said
Variable Rate Bonds or otherwise existing under this Resolution.
(5) Notwithstanding any of the provisions of this Resolution to the contrary,
Put Bonds and Extendible Maturity Bonds may only be fully discharged and satisfied either
pursuant to subsection (1) above or by depositing in the Interest Account, the Principal Account
and the Bond Redemption Account, or in such other accounts which are irrevocably pledged to
the payment of the Put Bonds as the City may hereafter create and establish by resolution,
moneys which together with moneys lawfully available therefor, if any, shall be sufficient at the
time of such deposit to pay when due the maximum amount of principal of and redemption
premium, if any, and interest on such Put Bonds and Extendible Maturity Bonds which could
become payable to the Holders of such Bonds upon the exercise of any options provided to the
Holders of such Bonds; provided however, that if, at the time a deposit is made pursuant to this
subsection (5), the options originally exercisable by the Holder of a Put Bond or Extendable
Maturity Bond are no longer exercisable, such Bond shall not be considered a Put Bond or
Extendible Maturity Bond for purposes of this subsection (5).
(6) Notwithstanding the foregoing, all references to the discharge and
satisfaction of Bonds shall include the discharge and satisfaction of any Series of Bonds, any
portion of a Series of Bonds, any maturity or maturities of an issue of Bonds, any portion of a
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maturity of a Series of Bonds or any combination thereof, provided that the provisions of this
subsection (6) shall not affect the requirements regarding Put Bonds and Extendible Maturity
Bonds set forth in subsection (5).
In the event that the principal and redemption price, if applicable, and interest due
on the Bonds shall be paid by the issuer of a Credit Facility or Liquidity Facility pursuant to the
terms thereof, the assignment and pledge created hereunder and all covenants, agreements and
other obligations of the City to the Bondholders shall continue to exist and the issuer of such
Credit Facility or Liquidity Facility shall be subrogated to the rights of such Bondholders.
(7) If any portion of the moneys deposited for the payment of the principal of
and redemption premium, if any, and interest on any portion of Bonds is not required for such
purpose, the City may use the amount of such excess free and clear of any trust, lien, security
interest, pledge or assignment securing said Bonds or otherwise existing under this Resolution.
N. CONCERNING THE RESERVE ACCOUNT INSURANCE POLICY, THE
RESERVE ACCOUNT LETTER OF CREDIT, CREDIT FACILITY AND/OR
LIQUIDITY FACILITY. As long as the City shall have a Reserve Account Insurance Policy
and/or a Reserve Account Letter of Credit on deposit in the Debt Service Reserve Account, the
City covenants that it will comply with the provisions of the Reserve Account Insurance Policy
and/or the reimbursement or similar agreement with respect to the Reserve Account Letter of
Credit.
As long as any Series of Bonds of the City are secured by a Credit Facility or Liquidity
Facility, the City covenants to comply with the requirements and conditions imposed on the City
by the issuer of the Credit Facility or Liquidity Facility.
Notwithstanding anything in this Resolution to the contrary, the right of any issuer of a
Credit Facility or Liquidity Facility created under this Resolution shall remain in full force and
effect only so long as the applicable Credit Facility or Liquidity Facility shall remain in effect
and the issuer of such Credit Facility or Liquidity Facility shall not be in default in its payment
obligations to the holders of Bonds secured by such facility.
IEND OF ARTICLE III]
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ARTICLE IV
CONCERNING THE FIDUCIARIES
SECTION 401. PAYING AGENTS; APPOINTMENT AND ACCEPTANCE OF
DUTIES. The City may at any time or from time to time appoint one or more other Paying
Agents having the qualifications set forth in Section 408 of this Resolution for a successor
Paying Agent; provided that nothing herein shall prevent the City from appointing itself as the
Paying Agent hereunder. Each Paying Agent shall signify its acceptance of the duties and
obligations imposed upon it by this Resolution by executing and delivering to the City a written
acceptance thereof. Unless otherwise provided, the designated corporate trust offices of the
Paying Agents are designated as the respective offices or agencies of the City forthe payment of
the interest on and principal or redemption price of the Bonds.
SECTION 402. RESPONSIBILITIES OF FIDUCIARIES. The recitals of facts
herein and in the Bonds contained shall be taken as the statements of the City and no Fiduciary
assumes any responsibility for the correctness of the same. No Fiduciary makes any
representation as to the validity or sufficiency of this Resolution or of any Bonds issued
hereunder or as to the security afforded by this Resolution, and no Fiduciary shall incur any
liability in respect thereof. The Registrar shall, however, be responsible for its representation
contained in its certificate of authentication of the Bonds. No Fiduciary shall be under any
responsibility or duty with respect to the application of any moneys paid by such Fiduciary in
accordance with the provisions of this Resolution to or upon the order of the City or any other
Fiduciary. No Fiduciary shall be under any obligation or duty to perform any act which would
involve it in expense or liability or to institute or defend any suit in respect thereof, or to advance
any of its own moneys, unless properly indemnified. No Fiduciary shall be liable in connection
with the performance of its duties hereunder except for its own negligence, misconduct or
default.
SECTION 403. EVIDENCE ON WHICH FIDUCIARIES MAY ACT.
(a) Each Fiduciary, upon receipt of any notice, resolution, request, consent, order,
certificate, report, opinion, bond, or other paper or document furnished to it pursuant to any
provision of this Resolution, shall examine such instrument to determine whether it conforms to
the requirements of this Resolution and shall be protected in acting upon any such instrument
believed by it to be genuine and to have been signed or presented by the proper party or parties.
Each Fiduciary may reasonably consult with counsel, who may or may not be counsel to the
City, and the opinion of such counsel shall be full and complete authorization and protection in
respect of any action taken or suffered by it under this Resolution in good faith and in
accordance therewith.
(b) Whenever any Fiduciary shall deem it necessary or desirable that a matter be
proved or established prior to taking or suffering any action under this Resolution, such matter
(unless other evidence in respect thereof be therein specifically prescribed) may be deemed to be
conclusively proved and established by a certificate of the Mayor or the City Manager and such
certificate shall be full warrant for any action taken or suffered in good faith under the provisions
of this Resolution upon the faith thereof; but in its discretion the Fiduciary may in lieu thereof
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accept other evidence of such fact or matter or may require such further or additional evidence as
it may deem reasonable.
(c) Except as otherwise expressly provided in this Resolution, any request, order,
notice or other direction required or permitted to be furnished pursuant to any provision hereof
by the City to any Fiduciary shall be sufficiently executed in the name of the City by the Mayor
or the City Manager.
SECTION 404. COMPENSATION. The City may agree with any Fiduciary to pay to
such Fiduciary from time to time reasonable compensation for all services rendered under this
Resolution, and also all reasonable expenses, charges, counsel fees and other disbursements,
including those of its attorneys, agents and employees, incurred in and about the performance of
their powers and duties under this Resolution. The City may also agree with any Fiduciary to
indemnify any Fiduciary for any and all of its reasonable fees, costs and expenses resulting from
any claim, liability or the like incurred in and about the performance of, its powers and duties
under this Resolution, except for any such fees, costs and expenses incurred as a result of gross
negligence or willful misconduct on the part of such Fiduciary.
SECTION 405. CERTAIN PERMITTED ACTS. Any Fiduciary, individually or
otherwise, may become the owner of any Bonds, with the same rights it would have if it were not
a Fiduciary. To the extent permitted by law, any Fiduciary may act as depositary for, and permit
any of its officers or directors to act as a member of, or in any other capacity with respect to, any
committee formed to protect the rights of Bondholders or to effect or aid in any reorganization
growing out of the enforcement of the Bonds or this Resolution, whether or not any such
committee shall represent the Holders of a majority in principal amount of the Bonds then
Outstanding.
SECTION 406. MERGER OR CONSOLIDATION. Any entity into which any
Fiduciary may be merged or converted or with which it may be consolidated or any entity
resulting from any merger, conversion or consolidation to which it shall be a party or any entity
to which any Fiduciary may sell or transfer all or substantially all of its corporate trust business,
provided such entity shall be a bank or trust company organized under the laws of any state of
the United States or a national banking association or shall be a successor entity to the City, if
the City is acting as f,rduciary hereunder; and shall be authorized by law to perform all duties
imposed upon it by this Resolution, shall be the successor to such Fiduciary without the
execution or filing of any paper or the performance of any further act.
SECTION 407. ADOPTION OF AUTHENTICATION. In case any of the Bonds
contemplated to be issued under this Resolution shall have been authenticated but not delivered,
any successor Registrar may adopt the certihcate of authentication of any predecessor Registrar
so authenticating such Bonds and deliver such Bonds so authenticated; and in case any of the
said Bonds shall not have been authenticated, any successor Registrar may authenticate such
Bonds in the name of the predecessor Registrar, or in the name of the successor Registrar, and in
all such cases such certificate shall be fully effective.
SECTION 408. RESIGNATION OR REMOVAL OF PAYING AGENT AND
APPOINTMENT OF SUCCESSOR. Any Paying Agent may at any time resign and be
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discharged of the duties and obligations created by this Resolution by giving at least 60 days'
written notice to the issuer of a Credit Facility or Liquidity Facility, the City, and the other
Paying Agents. Any Paying Agent may be removed at any time by an instrument filed with such
Paying Agent and the issuer of each Credit Facility or Liquidity Facility and signed by the Mayor
or the City Manager. Any successor Paying Agent shall be appointed by the City and shall be, if
other than the City or its successor entity, a bank or trust company organized under the laws of
any state of the United States or a national banking association, willing and able to accept the
office on reasonable and customary terms and authorized by law to perform all the duties
imposed upon it by this Resolution. The City shall notify the issuer of each Credit Facility or
Liquidity Facility of the appointment of any successor Paying Agent. In the event of the
resignation or removal of any Paying Agent, such Paying Agent shall pay over, assign and
deliver any moneys held by it as Paying Agent to its successor.
SECTION 409. REGISTRAR. The Registrar for any Series of Bonds (other than the
Series 2015 Bonds) shall be appointed by subsequent proceedings of the City. Any Registrar
may at any time resign and be discharged of the duties and obligations created by this Resolution
by giving at least 60 days' written notice to the issuer of each Credit Facility or Liquidity Facility
and the City. The Registrar may be removed at any time by an instrument filed with such
Registrar and the issuer of each Credit Facility or Liquidity Facility and signed by the Mayor,
City Manager or his designee, provided that a successor Registrar has been appointed by the
City. The resignation or removal of the Paying Agent as Registrar pursuant to this Section 409
shall not simultaneously constitute a resignation or removal of the Paying Agent. Any Paying
Agent acting as Registrar, however, who resigns or is removed as Paying Agent pursuant to
Section 408 of this Resolution shall automatically cease to be Registrar, and the City may, at its
option, appoint a successor Registrar other than the successor Paying Agent.
SECTION 410. VACANCY. If at any time hereafter any Fiduciary shall resign, be
removed, be dissolved, or otherwise become incapable of acting, or if the bank or trust company
acting as any Fiduciary shall be taken over by any governmental official, agency, department or
board, the position of Fiduciary shall thereupon become vacant. If the position of such Fiduciary
shall become vacant for any of the foregoing reasons or for any other reasons, the City shall
appoint a successor Fiduciary,
If no appointment of a successor Fiduciary shall be made pursuant to the foregoing
provisions of this Section, the Holder of any Bond Outstanding hereunder or any retiring
Fiduciary may apply to any court of competent jurisdiction to appoint a successor Fiduciary.
Such court may thereupon, after such notice, if any, as such court may deem proper and
prescribe, appoint a successor Fiduciary.
Any Fiduciary hereafter appointed, if not the City or its successor entity, shall be a bank
or trust company authorized by law to exercise corporate trust powers in the State and subject to
examination by federal or state authority, of good standing and having at the time of its
appointment a combined capital and surplus aggregate not less than Fifty Million Dollars
($50,oo0,ooo).
IEND OF ARTICLE IV]
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ARTICLE V
EXECUTION OF INSTRUMENTS BY BONDHOLDERS
AND PROOF OF OWNERSHIP OF BONDS
SECTION 501. PROOF OF EXECUTION OF DOCUMENTS AND
OWNERSHIP.
(a) Any request, direction, consent or other instrument in writing required by this
Resolution to be signed or executed by Bondholders may be in any number of concurrent
instruments of similar tenor and may be signed or executed by such Bondholders in person or by
their attorneys or legal representatives appointed by an instrument in writing. Proof of the
execution of any such instrument and of the ownership of Bonds shall be sufficient for any
purpose of this Resolution and shall be conclusive in favor of the Fiduciary with regard to any
action taken by it under such instrument if made in the following manner:
(1) The fact and date of the execution by any person of any such instrument
may be proved by the verification of any officer in any jurisdiction who, by the laws
thereof, has power to take affidavits within such jurisdiction, to the effect that such
instrument was subscribed and sworn to before him, or by an affidavit of a witness to
such execution. Where such execution is on behalf of a person other than an individual,
such verification shall also constitute sufficient approval of the authority of the signor
thereof.
(2) The ownership of Bonds shall be proved by the registration books required
to be maintained pursuant to the provisions of this Resolution.
Nothing contained in this Article shall be construed as limiting the Fiduciary to such
proof, it being intended that the Fiduciary may accept any other evidence of the matters herein
stated which it may deem sufficient.
(b) If the City shall solicit from the Holders any request, direction, consent or other
instrument in writing required or permitted by this Resolution to be signed or executed by the
Holders, the City may, at its option, fix in advance a record date for determination of Holders
entitled to give each request, direction, consent or other instrument, but the City shall have no
obligation to do so. If such a record date is fixed, such request, direction, consent or other
instrument may be given before or after such record date, but only the Holders of record at the
close of business on such record date shall be deemed to be Holders for the purposes of
determining whether Holders of the requisite proportion of Bonds have authorized or agreed or
consented to such request, direction, consent or other instrument, and for that purpose the Bonds
shall be computed as of such record date.
(c) Any request or consent of the Holder of any Bond shall bind every future Holder
of the same Bond in respect of anything done by the Fiduciary in pursuance of such request or
consent.
IEND OF ARTICLE V]
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ARTICLE VI
MISCELLANEOUS PROVISIONS
SECTION 601. MODIFICATION OR AMENDMENT. Except as otherwise
provided in the second paragraph hereof, no adverse material modification or amendment of this
Resolution, or of any resolution amendatory hereof or supplemental hereto, may be made
without the consent in writing of (i) the Holders of more than fifty (50%) per centum in
aggregate principal amount of the Bonds then Outstanding or (ii) in case less than all of the
several Series of Bonds then Outstanding are affected by the modification or amendment, the
Holders of more than fifty (50%) per centum in aggregate principal amount of the Bonds of each
Series so affected and Outstanding at the time such consent is given; provided, however, that no
modification or amendment shall permit a change in the maturity or principal amount of such
Bonds or a reduction in the rate of interest thereon, or affecting the promise of the City to pay the
principal of and interest on the Bonds, as the same mature or become due, from the Pledged
Funds, or reduce the percentage of Holders of Bonds required above for such modification or
amendment, without the consent of the Holders of all the Bonds.
For the purposes of this Section 601, to the extent any Series of Bonds is secured by a
Credit Facility or Liquidity Facility, then the consent of the issuer of the Credit Facility or
Liquidity Facility shall constitute the consent of the Holders of such Series.
This Resolution may be amended, changed, modified and altered without the consent of
the Holders of Bonds or any Credit Facility or Liquidity Facility:
(a) to cure any ambiguity or formal defect or omission in this Resolution or in
any supplemental resolutions or to correct or supplement any provision contained herein
which may be defective or inconsistent with any other provisions contained herein; or
(b) to grant to or confer upon the Bondholders any additional rights, remedies,
powers, authority or security that may lawfully be granted to or conferred upon the
Bondholders; or
(c) to add to the conditions, limitations and restrictions on the issuance of
Bonds under the provisions of this Resolution, other conditions, limitations and
restrictions thereafter to be observed; or
(d) to add to the covenants and agreements of the City in this Resolution other
covenants and agreements thereafter to be observed by the City or to surrender any right
or power herein reserved to or conferred upon the City; or
(e) to permit the issuance of Bonds, the interest on which is intended to be
excludible from gross income for Federal income tax purposes under the Code to the
Holders thereof in coupon form, if as a condition precedent to the adoption of such
supplemental resolution, there shall be delivered to the City an opinion of counsel of
recognized standing relating to municipal bonds to the effect that the issuance of Bonds
in coupon form is then permitted by law and that the issuance of such Bonds in coupon
form would not cause interest on such Bonds to be included in gross income for Federal
income tax purposes under the Code to the Holders thereof; or
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(0 to qualify the Bonds or any of the Bonds for registration under the
Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended;
or
(g) to qualify this Resolution as an "indenture" under the Trust Indenture Act
of 1939, as amended; or
(h) to make such changes as may be necessary to adjust the terms hereof so as
to facilitate the issuance of Variable Rate Bonds, Capital Appreciation Bonds, Capital
Appreciation and Income Bonds, Put Bonds, Extendible Maturity Bonds, Balloon Bonds,
Interim Bonds and such other Bonds as may be marketable from time to time; or
(i) to make such changes as may be necessary to comply with the provisions
of the Code relating to the exclusion of interest on Tax-Exempt Bonds from gross income
thereunder; or
0) to comply with the requirements of issuers of Credit Facilities, Liquidity
Facilities, Reserve Account Insurance Policies or Reserve Account Letters of Credit or
Counterparties.
The City shall cause a notice of a proposed supplemental resolution requiring the consent
of Bondholders to be mailed, postage prepaid, to all Holders of Bonds then Outstanding at their
addresses as they appear on the registration books. Such notice shall briefly set forth the nature
of the proposed supplemental resolution and shall state that a copy thereof is on file at the City
for inspection by all Bondholders. The City shall not, however, be subject to any liability to any
Bondholder by reason of its failure to mail the notice required by this Section, and any such
failure shall not affect the validity of such supplemental resolution when consented to or
approved as provided in this Section.
Whenever, at any time after the date of the mailing of such notice, the City shall deliver
to the City Clerk an instrument or instruments purporting to be executed by the Holders of at
least a majority in aggregate principal amount of the Bonds then Outstanding, which instrument
or instruments shall refer to the proposed supplemental resolutions described in such notice and
shall specifically consent to and approve the adoption thereof, and the City shall deliver to the
City Clerk a certificate signed by the Mayor that the Holders of such required percentage of
Bonds have filed such consents, the City may adopt such supplemental resolutions in
substantially such form without liability or responsibility to any Holder of any Bond, whether or
not such Holder shall have consented thereto. It shall not be necessary for the consent of the
Holders to approve the particular form of any proposed supplemental resolution, but it shall be
sufficient if such consent shall approve the substance thereof.
If the Holders of more than fifty per centum (50%) in aggregate principal amount of the
Bonds of each Series as affected and Outstanding at the time of the execution of such
supplemental resolution shall have consented to and approved the adoption thereof as herein
provided, no Holder shall have any right to object to the adoption of such supplemental
resolution, or to object to any of the terms and provisions therein contained, or the operation
thereof, or in any manner to question the propriety of the adoption thereof, or to enjoin or
0ro-8t26-077 7 I 2 IAMERICAS
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654
restrain the City from adopting the same or from taking any action pursuant to the provisions
thereof.
The consent of the Holders of any additional Series of Bonds to be issued hereunder shall
be deemed given if the underuriters 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 Series of Bonds is offered and sold to the public.
SECTION 602. SEVERABILITY OF INVALID PROVISIONS. If any one or more
of the covenants, agreements or provisions of this Resolution should be held contrary to any
express provision of law or contrary to the policy of express law, though not expressly
prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such
covenants, agreements or provisions shall be null and void and shall be deemed separate from the
remaining covenants, agreements or provisions, and shall in no way affect the validity of any of
the other provisions of this Resolution or of the Bonds issued hereunder.
SECTION 603. CAPITAL APPRECIATION BONDS; CAPITAL APPRECIATION
AND INCOME BONDS.
(a) For the purposes of (i) receiving payment of the redemption price if a Capital
Appreciation Bond is redeemed prior to maturity, or (ii) computing the amount of Bonds held by
the registered owner of a Capital Appreciation Bond in giving to the City any notice, consent,
request or demand pursuant to this Resolution for any purpose whatsoever, the principal amount
of a Capital Appreciation Bond shall be deemed to be its Accreted Value.
(b) For the purpose of (i) receiving payment of the redemption price if a Capital
Appreciation and Income Bond is redeemed prior to maturity, or (ii) computing the amount of
Bonds held by the registered owner of a Capital Appreciation and Income Bond in giving to the
City any notice, consent, request or demand pursuant to this Resolution for any purpose
whatsoever, the principal amount of a Capital Appreciation and Income Bond shall be deemed to
be its Appreciated Value.
SECTION 604. UNCLAIMED MONEY. Notwithstanding any provisions of this
Resolution, any money held by the Paying Agent for the payment of the principal or redemption
price of, or interest on, any Bonds and remaining unclaimed for five (5) years after the principal
of all of the Bonds has become due and payable (whether at maturity or upon call for
redemption), if such money were so held at such date, or five (5) years after the date of deposit
of such money if deposited after such date when all of the Bonds became due and payable, shall
be repaid to the City free from the provisions of this Resolution, and all liability of the Paying
Agent with respect to such money shall thereupon cease.
SECTION 605. PAYMENTS DUE ON SATURDAYS, SUNDAYS AND
HOLIDAYS. In any case where the date of maturity of interest on or principal of the Bonds or
the date fixed for redemption of any Bonds shall be a Saturday, Sunday or a day on which any
Paying Agent is required, or authorized or not prohibited, by law (including executive orders) to
close and is closed, then payment of such interest or principal and any redemption premium need
0L0-8126-07 7 7 / 2 / AM E R r CAS
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655
not be paid by the Paying Agent on such date but may be paid on the next succeeding business
day on which the Paying Agent is open for business with the same force and effect as if paid on
the date of maturity or the date fixed for redemption, and no interest shall accrue for the period
after such date of maturity or redemption.
SECTION 606. CONTROLLING LAW; MEMBERS OF GOVERNING BODY
OF CITY NOT LIABLE. The provisions of this Resolution shall be govemed by, and
interpreted in accordance with, the laws of the State. All covenants, stipulations, obligations and
agreements of the City contained in this Resolution shall be deemed to be covenants,
stipulations, obligations and agreements of the City to the full extent authorized by the Act and
provided by the Constitution and laws of the State. No covenant, stipulation, obligation or
agreement contained herein shall be deemed to be a covenant, stipulation, obligation or
agreement of any present or future member, agent or employee of the Commission in his or her
individual capacity, and neither the members of the Commission nor any official executing the
Bonds shall be liable personally on the Bonds or this Resolution or shall be subject to any
personal liability or accountability by reason of the issuance or the execution by the Commission
or such members thereof.
SECTION 607. FURTHER AUTHORIZATIONS. The officers and agents of the
City are hereby authorized and directed, collectively or individually, to take all action and steps
and to execute all instruments, documents and contracts on behalf of the City, that are necessary
or desirable in connection with the execution and delivery of the Bonds, and which are not
inconsistent with the terms and provisions of this Resolution.
SECTION 608. HEADINGS FOR CONVENIENCE ONLY. Any headings
preceding the texts of the several articles and sections hereof shall be solely for convenience of
reference and shall not constitute a part of this Resolution, nor shall they affect its meaning,
construction or effect.
SECTION 609. TIME OF TAKING EFFECT. This Resolution shall take effect
immediately upon its adoption.
PASSED and ADOPTED this day of ,2015.
Mayor
(sEAL)
Attest:
ffi'ffiffi.
]FOREXECT'IPN
City Clerk
0 ro-8L26-07 7 7 I 2 lAM E R I CAS
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656
EXHIBIT A
SERIES 2015 PROJECT
Renovation and expansion of the Miami Beach Convention Center to modernize and
upgrade the Convention Center facility and areas in the vicinity of the Convention Center,
including but not limited to creation of a new public park and related facilities, restoration of the
Carl Fisher Clubhouse and Collins Canal seawall, and streetscape, landscape and other
infrastructure improvements.
070-8126-077 7 I 2 lAM ERTCAS
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657
No. R-
Interest
Rate
%
REGISTERED OWNER:
PRINCIPAL AMOUNT:
EXHIBIT B
FORM OF BOND
UNITED STATES OF AMERICA
STATE OF FLORIDA
CITY OF MIAMI BEACH, FLORIDA
RESORT TAX REVENUE BOND,
SERIES
Maturity
Date
Date of Original
Issuance CUSIP
,20- ,20-
Dollars
KNOW ALL MEN BY THESE PRESENTS that the City of Miami Beach, Florida (the
"City"), a municipal corporation duly organized and existing under the Constitution and laws of
the State of Florida, for value received, hereby promises to pay to the registered owner specified
above, or registered assigns, on the date specified above, but solely from the sources hereinafter
mentioned, upon presentation and surrender hereof at the designated corporate trust office of
, as paying agent (said and/or any bank or trust company to
become successor paying agent being herein called the "Paying Agent"), the principal sum
specified above with interest thereon at the rate per annum specified above, payable on the first
of each year, commencing onday of and
. Principal of this Bond is payable at the designated office of the Paying
Agent. Interest on this Bond is payable by check or draft of the Paying Agent made payable to
the registered owner as its name and address shall appear on the registry books of
as Registrar (said and any successor Registrar being
herein called the "Registrar") at the close of business on the fifteenth day of the calendar month
preceding each interest payment date or the date on which the principal of this Bond is to be paid
(the "Regular Record Date"); provided, however, that (i) if ownership of the Bonds is maintained
in a book-entry only system by a securities depository, such payment may be made by automatic
funds transfer (wire) to such securities depository or its nominee or (ii) if such Bonds are not
maintained in a book-entry only system by a securities depository, upon written request of the
Holder of $1,000,000 or more in principal amount of Bonds, such payments may be made by
wire transfer to the bank and bank account specified in writing by such Holder (such bank being
a bank within the continental United States), if such Holder has advanced to the Paying Agent
the amount necessary to pay the cost of such wire transfer or authorized the Paying Agent to
ot0-8726-07 7 7 / 2 I AM E R r CAS
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658
deduct the cost of such wire transfer from the payment due such Holder. Any interest not
punctually paid on a Regular Record Date shall forthwith cease to be payable to the registered
owner on such Regular Record Date and may be paid at the close of business on a special record
date for the payment of such defaulted interest to be fixed by the Paying Agent, notice whereof
shall be given not less than 10 days prior to such special record date to such registered owner.
Such interest shall be payable from the most recent interest payment date next preceding the date
of authentication to which interest has been paid, unless the date of authentication is an
lor 1 to which interest has been paid, in which case from
the date of authentication, or unless the date of authentication is prior to
20_, in which case from , 20_, or unless the date of authentication is
between a Regular Record Date and the next succeeding interest payment date, in which case
from such interest payment date. All such payments shall be made in such coin or currency of
the United States of America as at the time of payment is legal tender for payment of public and
private debts.
This Bond is one of an authorized issue of Bonds of the City designated as its "Resort
Tax Revenue Bonds, Series _" (herein called the "Series _ Bonds"), in the aggregate
principal amount of Dollars ($ ) of like date,
tenor, and effect, except as to number, date of maturity and interest rate, issued for the purpose of
) under the authority of and in
full compliance with the Constitution and Statutes of the State of Florida, including particularly
Chapter 67-930, Laws of Florida, as amended, Chapter 166, Florida Statutes, as amended from
time to time, and other applicable provisions of law, and a resolution duly adopted by the Mayor
and City Commission of the City on , 2015 (hereinafter referred to as the
"Resolution") and is subject to all the terms and conditions of the Resolution.
This Bond is payable from and secured by a lien on and pledge of the Resort Tax levied
by the City within its corporate limits and other moneys held in certain funds and accounts
established under the Resolution (collectively, the "Pledged Funds"), all in the manner provided
in the Resolution. The City is not obligated to pay this Bond or the interest hereon except from
the Pledged Funds pledged thereto, and the full faith and credit of the City are not pledged for
the payment of this Bond and this Bond does not constitute an indebtedness of the City within
the meaning of any constitutional, statutory or other provision or limitation; and it is expressly
agreed by the Holder of this Bond that such Holder shall never have the right to require or
compel the exercise of the ad valorem taxing power of the City, or taxation in any form of any
real or personal property therein, for the payment of the principal of and interest on this Bond or
the making of any other Sinking Fund and other payments provided for in the Resolution.
It is further agreed between the City and the Holder of this Bond that this Bond and the
obligation evidenced hereby shall not constitute a lien upon property of or in the City, but shall
constitute a lien only on the Pledged Funds, all in the manner provided in the Resolution.
[Redemption Provisions]
Additional parity bonds may be issued by the City from time to time upon the conditions
and within the limitations and in the manner provided in the Resolution.
010-8L26-0777 /2 IAMERTCAS
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The original registered owner, and each successive registered owner of this Bond, shall
be conclusively deemed to have agreed and consented to the following terms and conditions:
1. The Registrar shall keep books for the registration of Bonds and for the
registration of transfers of Bonds as provided in the Resolution. The Bonds shall be transferable
by the registered owner thereof in person or by his attorney duly authorized in writing only upon
the books of the City kept by the Registrar and only upon surrender hereof together with a
written instrument of transfer satisfactory to the Registrar duly executed by the registered owner
or his duly authorized attorney. Upon the transfer of any such Bond, the City shall issue in the
name of the transferee a new Bond or Bonds of the same series, interest rate and maturity of any
other authorized denominations.
2. The City, the Paying Agent and the Registrar may deem and treat the person in
whose name any Bond shall be registered upon the books kept by the Registrar as the absolute
owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving
payment of, or on account of, the principal of and interest on such Bond as the same becomes
due, and for all other purposes. All such payments so made to any such registered owner or upon
his order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the
extent of the sum or sums so paid, and neither the City, the Paying Agent, nor the Registrar shall
be affected by any notice to the contrary.
3. At the option of the registered owner thereof and upon surrender hereof at the
principal corporate trust office of the Registrar with a written instrument of transfer satisfactory
to the Registrar duly executed by the registered owner or his duly authorized attorney and upon
payment by such registered owner of any charges which the Registrar or the City may make as
provided in the Resolution, the Bonds may be exchanged for Bonds of the same series, interest
rate and maturity of any other authorized denominations.
4. In all cases in which the privilege of exchanging Bonds or transferring Bonds is
exercised, the City shall execute and the Registrar shall authenticate and deliver Bonds in
accordance with the provisions of the Resolution. There shall be no charge for any such
exchange or transfer of Bonds, but the City or the Registrar may require payment of a sum
sufficient to pay any tax, fee or other governmental charge required to be paid with respect to
such exchange or transfer. Neither the City nor the Registrar shall be required (a) to transfer or
exchange Bonds for a period of 15 days next preceding an interest payment date on such Bonds
or next preceding any selection of Bonds to be redeemed or thereafter until after the mailing of
any notice of redemption; or (b) to transfer or exchange any Bonds called for redemption.
It is hereby certified and recited that all acts, conditions and things required to exist, to
happen, and to be performed, precedent to and in the issuance of this Bond exist, have happened
and have been performed in regular and due form and time as required by the Laws and
Constitution of the State of Florida applicable thereto, and that the issuance of this Bond, and of
the issue of Bonds of which this Bond is one, is in full compliance with all constitutional,
statutory or charter limitations or provisions.
o L0 -8L2 6 -O7 7 7 / 2 / AM E R I CAS
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660
IN WITNESS WHEREOF, the City of Miami Beach, Florida has caused this Bond to be
signed by the Mayor, either manually or with his facsimile signature, and the seal of the City of
Miami Beach, Florida or a facsimile thereof to be affixed hereto or imprinted or reproduced
hereon, and attested by the City Clerk, either manually or with his facsimile signature.
CITY OF MIAMI BEACH, FLORIDA
Mayor
(sEAL)
Attest:
City Clerk
oto -8 126 -O7 7 7 / 2 lA M E Rr CAS
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661
FORM OF CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds delivered pursuant to the within mentioned Resolution.
as Registrar
By:
Authorized Signatory
Date of Authentication:
B-5
0L0 -8 L26-O7 7 7 I 2 /A M E R r CAS
662
IFORM OF ABBREVTATTONS FOR BONDS]
The following abbreviations, when used in the inscription on the face of the within Bond,
shall be construed as though they were written out in full according to applicable laws or
regulations.
TEN COM as tenants in common
TEN ENT as tenants by the entireties
JT TEN as joint tenants with the right of survivorship and not as tenants in common
UNIFORM GIFT MIN ACT Custodian for
(Cust)
under Uniform Gifts to Minors
(Minor)
Act
(State)
Additional abbreviations may also be used
though not in the above list.
IFORM OF ASSIGNMENT FOR BONDS]
For value received, the undersigned hereby sells, assigns and transfers unto.
the within Bond, and all rights thereunder, and hereby irrevocably constitutes
and appoints , attorney to transfer the said Bond on the bond register, with
full power of substitution in the premises.
Dated:
Please insert Social Security or other
identifying number of transferee:
Signature guaranteed:
NOTICE: The transferor's signature to this Assignment must correspond with the name
as it appears on the face of the within Bond in every particular without
alteration or any change whatever.
0L0 -8L26-O7 7 7 / 2 lA M E RI CAS
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663
SEB DRAFT - O9/21l15
PREt,tNIINARYOF'F'ICIAL STA'[E}IENT DA'I'ED NOVENTBER .20I5
NEW ISSUE - Book-Entry-Only Ratings: See "RATNGS" 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 ofcertain representations, interest on the
Series 2015 Bonds is excludedfrom gross incomeforfederal income tax purposes and is not an item of
tax preferencefor purposes of thefederal alternative minimum tar imposed on individuals and corporations
and (ii) the Series 20I 5 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 2015 Bonds
may be subject to certain federal taxes imposed only on certain corporations, including the corporate
alternative minimum tax on a portion of that interest. For a more complete discussion of the tax aspects
relating to the Series 2015 Bonds, see the discussion under the heading "TAX MATTERS" herein.
---,
-.
I--$200,000,000*
CITY OF MIAMI BEACH, FLORIDA
RESORT TAX REVENUE BONDS
SERIES 2015
Dated: Date of Delivery Due: [December 1,] as shown on inside cover page
The City of Miami Beach, Florida Resort Tax Revenue Bonds, Series 2015 (the "Series 2015
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 integral multiple thereof. When issued, the Series 2015 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 2015 Bonds. Purchasers will not
receive certificates representing their ownership interests in the Series 2015 Bonds purchased. See
"DESCRIPTION OF THE SERIES 2015 BONDS - Book-Entry Only System" herein. Interest on the
Series 2015 Bonds will accrue from their date of delivery and will be payable on [June 1,2016 and
semiannually on each December I and June ll thereafter. U.S. Bank National Association, Jacksonville,
Florida, will serve as the initial bond registrar and payrng agent (the "Paying Agent") for the Series 2015
Bonds. While the Series 2015 Bonds are registered through the DTC book-entry only system, principal
of and interest on the Series 2015 Bonds will be payable by the Payng Agent to DTC.
The Series 20 I 5 Bonds are being issued for the purpose of providing funds to (i) finance a portion
of the costs of acquiring and constructing renovations to the Convention Center and related improvements
which constitute a portion of the Series 2015 Project (as such terms are hereinafter defined); (ii) fund a
deposit to the Reserve Account, if necessary, including the cost of any Reserve Account lnsurance Policy
or Reserve Account Letter of Credit determined by the City to be advisable (as such terms are hereinafter
defined); and (iii) pay the costs of issuing the Series 2015 Bonds, including the premium for a municipal
bond insurance policy, if any. See "PURPOSE OF THE ISSUE" herein.
The Series 2015 Bonds are payable from and secured by a pledge of and first lien on the Pledged
Funds derived by the City from (i) Resort Tax Revenues; and (ii) all moneys, securities and instruments
held in the funds and accounts created under the Bond Resolution, except the Rebate Fund (as such terms
are hereinafter defined), on a parity with any additional Bonds that may be issued under the Bond
Resolution. See "SECURITY AND SOURCES OF PAYMENT" herein.
664
The Series 2015 Bonds are subject to optional and mandatory sinking fund redemption prior to
maturity as described herein.
THE CITY IS OBLIGATED TO PAY THE PRINCIPAL OF AND INTEREST ON THE SERIES
2OI5 BONDS SOLELY FROM THE PLEDGED FUNDS. THE SERIES 2OI5 BONDS SHALL NOT
CONSTITUTE AN INDEBTEDNESS OF THE CITY, MIAMI-DADE COUNTY, FLORIDA, THE
STATE OF FLORIDA ORANY 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 2015 BONDS. ISSUANCE OF THE SERIES 2OI5 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
APPROPRTATION FOR THE PAYMENT OF THE PRINCIPAL OF OR INTEREST ON THE SERIES
2OI5 BONDS, EXCEPT AS PROVIDED IN THE BOND RESOLUTION.
The City may elect to purchase a municipal bond insurance policy to be delivered by a
municipal bond insurance provider concurrently with the delivery of the Series 2015 Bonds to
guarantee timely payment of the principal of and interest on the Series 2015 Bonds, or one or more
maturities of the Series 2015 Bonds, and may elect to satisfy any Reserve Account Deposit
Requirement upon issuance of the Series 2015 Bonds with a Reserve Account Insurance Policy or
Reserve Account Letter of Credit.
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 to obtain information essential to the
making of an informed investment decision.
The Seies 2015 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 Raul J. Aguila, Esquire, Miami Beach,
Floridq, 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. Moskowitz, Mandell,
Salim & Simowitz, P.A., Fort Lauderdale, Florida, is serving as Counsel to the Underwiters and RBC
Capital Markets, LLC, St. Petersburg, Florida, is serving as Financial Advisor to the City in connection
with the issuance of the Series 2015 Bonds. It is expected that the Seies 2015 Bonds will be availablefor
delivery through DTC in Nan York, New York on or about December , 2015.
BofA Merrill Lynch
Citigroup Morgan Stanley Siebert Brandford Shank & Co., L.L.C.
Dated: November ,2015
* Preliminary, subject to change.
665
llecl herring. 'l-his Preliminun'O/licial ,Stotentent und the infitnnntion L'orttctined herein ttre subjecl to
rtmentltnerrt nncl c'ontpletion w'ithout noti('e. I'he Series 2015 tsonds tno-t' tlot be soltl ontl o.ffbr,s to btn' tnttl'
not be ac.'epte(l prior to the time the O//it'iol Stutement is' cleliveretl in finol /orm. Llnder no cirt'Lrmstances
shull thi.s Preliminory Ol/icial Stotement con.ttitute un o.fJbr to sell or the solicitation of'an ollbr to bu.1;, nor
shull there be trry sale of'the Series 2015 Bonds in an1-.jurisdic'tion in rvhich such olfer, solicitation or sale
yt'ould be unlcnt'ful prlor to registrcttion or tTuali/ication uncler the securities lav,s of ctnv such .jttrisdiction.
666
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATE S,
PRICES, YIELDS AND INITIAL CUSIP NUMBERS*t
$ Series 2015 Serial Bonds
Due
(OecemUer-t)
2016
2017
2018
20t9
2020
2021
2022
2023
2024
202s
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
Principal
Amount
Interest
Rate Price Yield
%
Initial
CUSIP Number
%
667
$_ _% Series 2015 Term Bonds Due Decemb er l, 20-- Price: _ I Yield: _o/o
Initial CUSIP Number:
* Preliminary, subject to change.
t Neither the City nor the Underwriters is responsible for the use of CUSIP Numbers, nor is any representation
made as to their correctness. The CUSP Numbers are included solely for the convenience of the readers of this
Official Statement.
668
CITY OF MIAMI BEACH, FLORIDA
MAYOR
Philip Levine *
VICE MAYOR
Edward L. Tobin *
CITY COMMISSION
Michael Grieco, Commissioner
Joy Malakoff, Commissioner
Micky Steinberg, Commissioner
Deede Weithom, Commissioner *
Jonah Wolfson, Commissioner *
ADMINISTRATION
City Manager
Jimmy L. Morales, Esquire
Interim Chief Financial Offtcer
John Woodruff
Financial Advisor
RBC Capital Markets, LLC
St. Petersburg, Florida
City Attorney
Raul J. Aguila, Esquire
City Clerk
Rafael E. Granado, Esquire
Assistant City Manager
Kathie G. Brooks
CONSULTANTS
Bond Counsel Disclosure Counsel
Squire Patton Boggs (US) LLP Law Offices of Steve E. Bullock, P.A.
Miami, Florida Miami, Florida
Independent Auditors
Crowe Horwath LLP
Fort Lauderdale, Florida
* The Mayor is running against a single opponent in the general election of the City to be held on November 3,
2015. In addition, a new commissioner will be elected in such general election for the City Commission seat for
Districts IV, V and VI or, if required because a candidate did not receive more than fifty percent (50%) of the
votes cast in the general election, in a run-offelection. If required, the run-offelection will be held on November
l7 , 2015 . The results of the election are expected to be certified by the current Mayor and City Commission in
a meeting to be held sometime after the general election or, if a run-offelection is held, after the run-offelection.
The current Mayor and City Commission are expected to serve until newly elected members have been seated.
669
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 authorizedby 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 2015 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 reviqued the information in this Official Statement in accordance with, and as part
of, their 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, Iimit 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 2015
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 ol 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 forwardlooking 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 2OI5 BONDS HAVE NOTBEENREGISTERED UNDERTHE SECURITIES ACT
OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAW, NOR HAS THE BOND 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 2OI5
BONDS FROM REGISTRATION OR QUALIFICATION IN CERTAIN STATES CANNOT BE
670
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 2OI5 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 STABILZE OR MAINTAIN THE MARKET PRICE OF THE
SERIES 2OI5 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 2OI5 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 2OI5
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: IVIVW.NIUNIOS.CONI. 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 l5c2-12 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS
AMENDED, EXCEPT FOR CERTAIN FINANCIAL INFORMATION PERMITTED TO BE OMITTED
PURSUANT TO RULE lsc2-12(b)(1).
671
TABLE OF CONTENTS
Page
INTRODUCTION.
PURPOSE OF THE ISSUE.
General.
Series 2015 Project..
ESTIMATED SOURCES AND USES OF FUNDS.
DESCRIPTION OF THE SERIES 2015 BONDS.
General.
Redemption Provisions..
Book-Entry-Only System
Discontinuance of Book-Entry Only System.
SECURITY AND SOURCES OF PAYMENT
Pledged Funds.
FlowofFunds. ...
Debt Service Reserve Account.
Additional Bonds.
Other Obligations Secured by Pledged Funds.
Limited Liability..
Modifications or Supplements to Bond Resolution. . .
MUNICIPAL BOND INSURANCE. . . . .
DEBT SERVICE SCHEDULE
THE RESORT TAX.
General.
Summary Statement of Revenues and Expenses. . . . .
HISTORICAL AND PROJECTED RESORT TAX REVENUES,
DEBTSERVICEANDDEBTSERVICECOVERAGE ......20
THECITY. ......21
General. .......21
CityGovemment... ...21
Organization ....22
PENSION AND OTHERPOSTEMPLOYMENTBENEFITS. .. ..,,. 23
DefinedBenefitPlans.. .......23
Other Retirement and Compensation Plans. . . . 3l
OtherPostEmploymentBenefits. .....32
TAXMATTERS.. ....,.34
General. .......34
Riskof FutureLegislativeChanges and/orCourtDecisions. .. ...... 36
Original Issue Discount and Original Issue Premium . . . 36
FINANCIAL STATEMENTS.. .. ....., 37
CONTINUINGDISCLOSURE.. .......37LrTrGATrON..... ......38
LEGALMATTERS. .....38
ENFORCEABILITYOFREMEDIES... .......39
RATINGS. ..... . 39
UNDERWRITING.. .....40
FINANCIALADVISOR. .......41
CONTINGENTFEES. ,..41
DISCLOSUREREQUIREDBYFLORIDABLUESKYLAWS ,.,,,.. 4I
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AUTHORIZATION CONCERNINGOFFICIALSTATEMENT.. ..... 4I
MISCELLANEOUS,. ..., 42
APPENDICES
APPENDIX A
APPENDX B
APPENDX C
APPENDX D
APPENDX E
APPENDIX F
IAPPENDX G
- General lnformation and Economic Data Regarding the
City of Miami Beach, Florida and Miami-Dade County, Florida.
- Excerpts from Comprehensive Annual Financial Report of the City of
Miami Beach, Florida for the Fiscal Year Ended September 30,2014.
A-l
B-1
TheBondResolution. ..... C-l
Proposed Form of Opinion of Bond Counsel.. . . . . D-l
Proposed Form of Opinion of Disclosure Counsel. . . . E-l
Form of Disclosure Dissemination Agent Agreement. . . . . . F-l
Specimen Municipal Bond Insurance Policy. . . . . . G-l]
lv
673
OFFICIAL STATEMENT
relating to
$200,000,000*
CITY OF MIAMI BEACH, FLORIDA
RESORT TAX REVENUE BONDS
SERIES 2OI5
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'') and the sale by the City of
its $200,000,000* aggregate principal amount of Resort Tax Revenue Bonds, Series 2015 (the "Series 2015
Bonds"). The Series 2015 Bonds are being issued pursuant to the Constitution and Laws of the State of
Florida (the "State"), including Chapter 67-930, Laws of Florida, Acts of 1967, as amended, Chapter 166,
Florida Statutes, as amended, the City of Miami Beach Charter, Chapter 102, Article IV of the Miami
Beach City Code, as amended, including as amended by Ordinance No. 2015-_ enacted by the Mayor
and City Commission of the City (collectively, the "City Commission") on October _, 2015
(collectively, the "Act") and other applicable provisions of law, and pursuant and subject to the terms and
conditions of Resolution No. 2015- adopted by the City Commission on October _, 2015 (the
"Bond Resolution"). For a complete description of the terms and conditions of the Series 2015 Bonds and
the provisions of the Bond Resolution, see "APPENDIX C - The Bond Resolution."
Enactment of Ordinance No. 2015-_ by the City Commission facilitates the levy of an
additional one percent (1%) Resort Tax (as hereinafter described). Such additional one percent (1%) Resort
Tax, as set forth in Section 5.03 of the City of Miami Beach Charter, as amended, was approved by the
voters of the City in a special election held on August 14,2012. See "SECURITY AND SOURCES OF
PAYMENT - Pledged Funds" herein.
The Series 2015 Bonds will be issued in book-entry only form and purchasers of the Series 2015
Bonds will not receive certificates representing their interest in the Series 2015 Bonds purchased. The
Series 2015 Bonds will contain such other terms and provisions, including provisions regarding redemption,
as described in "DESCRIPTION OF THE SERIES 2015 BONDS" herein.
The Series 2015 Bonds are solely payable from and secured by a pledge of and first lien on the
Pledged Funds derived by the City from (i) Resort Tax Revenues (as described herein); and (ii) except for
moneys, securities and instruments in the Rebate Fund, all moneys, securities and instruments held in the
funds and accounts established under the Bond Resolution. Additional Bonds may be issued, on a parity
with the Series 2015 Bonds, upon satisfaction of the conditions described in the Bond Resolution. See
"SECURITY AND SOURCES OF PAYMENT - Additional Bonds" herein. The Series 2015 Bonds and
any additional Bonds hereafter issued are collectively referred to herein as the "Bonds."
The Series 2015 Bonds shall not be and shall not be deemed to constitute a debt, liability or
obligation of the City, Miami-Dade County, Florida (the "County''), the State or any political subdivision
thereof within the meaning of any constitutional, statutory or charter provisions or limitations, or a pledge
of the faith and credit of the City, the County, the State or any political subdivision thereof but shall be
* Preliminary, subject to change.
674
payable solely from the Pledged Funds, and the obligations evidenced thereby shall not constitute a lien
upon any property owned by or situated within the corporate territory of the City, but shall constitute a lien
only on the Pledged Funds, all in the manner provided in the Bond Resolution. See "SECURITY AND
SOURCES OF PAYMENT - Limited Liability" herein.
The City may elect to purchase a municipal bond insurance policy (the "Bond Insurance
Policy") to be delivered by a municipal bond insurance provider (the 65Bond Insurer") concurrently
with the delivery of the Series 2015 Bonds to guarantee timely payment of the principal of and
interest on the Series 2015 Bonds, or one or more maturities of the Series 2015 Bonds, and may elect
to satisfy any Reserve Account Deposit Requirement upon issuance of the Series 2015 Bonds with a
Reserve Account Insurance Policy or Reserve Account Letter of Credit.
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 2015 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 Interim Chief Financial Officer, 1700 Convention Center Drive, Miami Beach, Florida
33139, Telephone number: (305) 673-7466.
Capitalized terms used but not defined in this Official Statement shall have the meanings ascribed
to such terms in the Bond Resolution. See "APPENDIX C - The Bond Resolution."
PURPOSE OF THE ISSUE
General
The Series 2015 Bonds are being issued by the City for the purpose of providing funds to (i)
finance a portion of the costs of acquiring and constructing renovations to the Miami Beach Convention
Center (the "Convention Center") and related improvements, as more particularly described below in
"PURPOSE OF THE ISSUE - Series 2015 Project" (collectively, the "Series 2015 Project"); (ii) fund a
deposit to the Reserve Account, if necessary, including the cost of any Reserve Account Insurance Policy
or Reserve Account Letter of Credit determined by the City to be advisable; and (iii) pay the costs of
issuing the Series 2015 Bonds, including the premium for a municipal bond insurance policy, if any.
Series 2015 Project
Spanning four (4) city blocks and located in the heart of the South Beach area of the City, the
Convention Center currently accommodates meetings, conventions, trade shows and consumer shows. The
facility originally opened in 1957 and received a major expansion and renovation in 1989, doubling its
original size. Currently the Convention Center encompasses over 1,000,000 square feet of flexible space,
including; over 500,000 square feet of exhibit space and over 100,000 square feet of versatile, pre-function
area space. It cunently has seventy (70) meeting rooms comprised of 127,000 square feet.
The Series 2015 Project includes a major renovation and expansion of the Convention Center to
transform the building to "Class A" standards, including Silver LEED certification upgrades and enhanced
technology. The design modifications will include reorientation of the exhibit halls, facade upgrades, site
improvements along the canal and roadways adjacent to the development, the addition of a grand ballroom,
675
junior ballrooms and meeting rooms. The newly renovated Convention Center will be a 1.4 million square
foot, state-of+he-art event facility, with new ballrooms, meeting rooms, versatile indoor/outdoor public
spaces and a new 5.8 acre public park containing a flexible lawn area, a food pavilion and a public plaza
to honor the City's veterans. Such renovations and improvements related to the Convention Center upgrade
are currently scheduled to be completed during Fiscal Year 2018 at a total cost of approximately $596
million, including the portion of such renovations and improvements which constitute the Series 2015
Redevelopment Project.
The Series 2015 Project will consist of the Convention Center interior renovations, which will
include the redistributed division of the four (4) main exhibition hall spaces and the additional
programming of more flexible arrangements of private meeting rooms and additional indoor/outdoor
versatile exhibition spaces. Currently, the four (4) main exhibit halls are divided into quadrants, two (2)
accessible solely from Washington Avenue and the other two (2) accessible solely from Convention Center
Drive. The new Convention Center will reorient the halls in an East/West direction, with the primary
access from Convention Center Drive leading into a new grand, fully open, double story entry lobby.
Washington Avenue will serve as a secondary means of pedestrian entry.
The Series 2015 Project includes substantial improvements to the north of the Convention Center.
Above a new enclosed ground floor parking area that will be separately financed will be a 60,000 square
foot grand ballroom, offering vistas of the upgraded 21" Street Park located along Collins Canal, featuring
the to-be-restored, historic Carl Fisher Clubhouse, the oldest public structure in the City. ln addition,
Convention Center Drive will become the main access point for vehicular access. Modifications will
include a new median along Convention Center Drive and l9s Street, increasing the attractiveness of the
streetscape and creating a more sophisticated boulevard experience. The Canal walkway will undergo a
significant upgrade to create a more attractive northem portion of the Convention Center property.
The Series 2015 Project also includes the demolition of the existing recreation center along
Washington Avenue and replacement of an existing 800 vehicle surface parking lot with the new, 5.8 acre
urban park, dining pavilion and Veterans Plaza.
The City Commission may determine by resolution to undertake other capital improvements to the
Convention Center property or related ancillary projects in addition to and/or in lieu of the improvements
or any portion of the improvements described above.
[TO BE REVISED, AS NEEDED]
676
(l)
(2)
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 2015 Bonds:
Sources of Funds
Par Amount of Series 2015 Bonds
Net Original Issue DiscounVPremium
Total Estimated Sources of Funds
Uses of Funds
Deposit to Series 2015 Construction Account'')
Deposit to Debt Service Reserve Account
Deposit to Series 2015 Cost of Issuance Account(2)
Underwriters' Discount
Total Estimated Uses of Funds
$:
See "PURPOSE OF THE ISSUE - Series 2015 Project" herein.
To pay certain costs of issuance of the Series 2015 Bonds, including, without limitation, printing costs, bond
counsel fees, disclosure counsel fees, fees ofthe financial advisor and any premiums paid to the Bond Insurer
for issuance ofthe Bond Insurance Policy and the Reserve Account Insurance Policy or Reserve Account Letter
of Credit.
DESCRIPTION OF THE SERIES 2015 BONDS
General
The Series 2015 Bonds will be dated their date of delivery. The Series 2015 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 2015 Bonds is payable semiannually commencing on [June
1,2016 and on each December I and June 1l 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, Jacksonville, Florida, to serve as the paying agent for the Series 2015 Bonds (the "Paying
Agent") and as the bond registrar for the Series 2015 Bonds (the "RegistraC').
In any case where the maturity date of, or the date for the payment of the principal of or interest
on the Series 2015 Bonds, or the date fixed for redemption of any Series 2015 Bonds shall be a Saturday,
Sunday or a day on which any Paying Agent is required, or authorized or not prohibited, by law (including
executive orders) to close and is closed, then payment of such interest or principal need not be paid by the
Payrng Agent on such date but may be paid on the next succeeding business day on which the Paying
Agent is open for business with the same force and effect as if paid on the date of maturity or date fxed
for redemption, and no interest shall accrue for the period after such date of maturity or date fixed for
redemption.
The Series 2015 Bonds will be issued as fully registered bonds, without coupons, in denominations
of $5,000 or any integral multiple thereof, and when issued, will be registered in the name of Cede & Co.,
677
as registered owner and nominee of The Depository Trust Company, New York, New York ("DTC").
Purchases of beneficial interests in the Series 2015 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
2015 Bonds shall be in book-entry-only form, the principal of and interest on the Series 2015 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 "THE SERIES 2015 BONDS - Book-Entry Only System" herein.
Redemption Provisions
Optional Redemption
The Series 2015 Bonds maturing on or before December 1,20- are not subject to redemption
prior to maturity. The Series 2015 Bonds maturing on or after December l, 20- are subject to
redemption prior to maturity, at the option of the City, on or after December 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
Registrar shall deem appropriate within a maturity, at a redemption price equal to one hundred percent
(100%) of the principal amount of the Series 2015 Bonds to be redeemed, together with accrued interest
to the date fixed for redemption and without premium.
Mandatorv Sinkine Fund Redemption
The Series 2015 Bonds maturing on December 1,20- are subject to mandatory sinking fund
redemption prior to maturity, in part, by lot or by such other manner as the 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 December 1 of each year in the following
amounts and in the years specified:
Due
(December 1)
*
Amortization
Requirement
$
* Final maturity.
Moneys in the Bond Redemption Account shall be used solely for the purchase, redemption or
payment at maturity of the Term Bonds payable therefrom at such times as the same are subject to
mandatory redemption or payment. However, the City may at any time use money held in the Bond
Redemption Account for the payment of Amortization Requirements to purchase any Series 2015 Bonds
that are Term Bonds at prices not greater than the then redemption price of said Term Bonds. If the Term
Bonds are not then redeemable, the City may purchase said Term Bonds at prices not greater than the
redemption price of such Term Bonds on the next ensuing redemption date. If, by the application of
moneys in the Bond Redemption Account, the City shall purchase or call for redemption in any year Term
Bonds in excess of the Amortization Requirements for such year, such excess of Term Bonds so purchased
or redeemed shall be credited in such manner and at such times as the Chief Financial Officer shall
determine over the remaining payment dates.
678
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, shall be (a) filed
by the City with the Registrar and (b) mailed by the Registrar, first class mail, postage prepaid, to all
registered owners of Series 2015 Bonds (which, so long as DTC shall act as securities depository for the
Series 2015 Bonds, shall be Cede & Co.) to be redeemed at their addresses as they appear on the
registration books of the Registrar. 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 2015 Bonds are to be redeemed, the
numbers or other distinguishing marks of such Series 2015 Bonds to be redeemed in part and the respective
portions thereof to be redeemed. Subject to the next succeeding paragraph, such notice shall further state
that on such date there shall become due and payable upon each of the Series 2015 Bonds to be redeemed
the redemption price or the specified portions thereof in the case of Series 2015 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 2015 Bonds or portions thereof so redeemed.
ln the case of an optional redemption of the Series 2015 Bonds, the redemption notice may state
that (a) it is conditioned upon the deposit of moneys with the 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 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 Registrar directing the Registrar to
rescind the redemption notice. The Registrar shall give prompt notice of such rescission to the affected
Bondholders. Any Series 2015 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.
qfect of Calling for Redemption. Notice having been given in the manner and under the
conditions described above, and with respect to a Conditional Redemption, the Conditional Redemption
not having been rescinded, the Series 2015 Bonds or portions of Series 2015 Bonds so called for
redemption shall, on the redemption date designated in such notice, become and be due and payable at the
redemption price provided for redemption of such Series 201 5 Bonds or portions of Series 201 5 Bonds on
such date. On the date so designated for redemption, moneys for payment of the redemption price being
held in separate accounts by the Paying Agent in trust for the registered owners of the Series 2015 Bonds
or portions thereof to be redeemed, all as provided in the Bond Resolution, interest on the Series 2015
Bonds or portions of Series 2015 Bonds so called for redemption shall cease to accrue, such Series 2015
Bonds and portions of Series 2015 Bonds shall cease to be entitled to any [ien, benefit or security under
the Bond Resolution and shall be deemed paid thereunder, and the registered owners of such Series 2015
Bonds orportions of Series 2015 Bonds shall have no right in respect thereof except to receive payment
of the redemption price thereof and to receive Series 2015 Bonds for any unredeemed portions of the Series
2015 Bonds.
679
Book-Entry Only System
The following desciption of the procedures and record keeping with respect to beneficial
ownership interests in the Series 2015 Bonds, payment of the principal of and interest on the Series 2015
Bonds to DTC Participants or Beneficial Owners (as such terms are hereinafter defined) of the Series 2015
Bonds, confirmation and transfer of beneficial ownership interest in the Seies 2015 Bonds and other
related transactions by and between DTC, the DTC Participants and the Beneficial Owners of the Series
2015 Bonds is based solely on informationfurnished by DTC on its websitefor 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 2015 Bonds. The Series 2015 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 2015 Bond certificate will be issued for each maturity of the Series 2015 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 cercain 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 lncome 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
Standard & Poor's 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 2015 Bonds under the DTC system must be made by or through Direct
Participants, which will receive a credit for the Series 2015 Bonds on DTC's records. The ownership
interest of each actual purchaser of each Series 2015 Bond ("Beneficial Owner") is in turn to be recorded
on the DTC Panicipants' 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 2015 Bonds
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
2015 Bonds, except in the event that use of the book-entry system for the Series 2015 Bonds is
discontinued.
680
To facilitate subsequent transfers, all Series 2015 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 2015 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 2015 Bonds. DTC has no knowledge of the actual Beneficial Owners
of the Series 2015 Bonds; DTC's records reflect only the identity of the Direct Participants to whose
accounts such Series 2015 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 2015 Bonds may wish to take certain steps to augment the
transmission to them of notices of significant events with respect to the Series 2015 Bonds, such as
redemptions, defaults and proposed amendments to the documents securing the Series 2015 Bonds. For
example, Beneficial Owners of the Series 2015 Bonds may wish to ascertain that the nominee holding the
Series 2015 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 Registrar and request
that copies of notices are provided directly to them.
Redemption notices shall be sent by the Registrar to DTC. If less than all of the Series 2015 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 2015 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 whose
accounts the Series 2015 Bonds are credited on the record date (identified in a listing affached to the
Omnibus Proxy).
Principal and interest payments on the Series 2015 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 Paying Agent on the payable date in accordance with their respective holdings shown on DTC's
records. Payments by DTC Participants to Beneficial Owners will be govemed by standing insffuctions
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 Paying Agent 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 Paying Agent,
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.
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.
681
NEITHER THE CITY, THE PAYING AGENT NOR THE REGISTRAR WILL HAVE ANY
RESPONSIBILITY OR OBLIGATION TO ANY DTC PARTICIPANT OR TTIE PERSONS FOR
WHOM THEY ACT AS NOMINEES WITH RESPECT TO THE SERIES 2015 BONDS IN
RESPECT OF THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR ANY DTC
PARTICIPANT, THE PAYMENT BY DTC OR AIIY DTC PARTICIPANT OF ANY AMOUNT IN
RESPECT OF THE PRINCIPAL OF OR INTEREST ON THE SERIES 2015 BONDS, A}[Y
NOTICE WHICH IS PERMITTED ORREQUIRED TO BE GIVEN TO BONDHOLDERS UNDER
THE BOND RESOLUTION, THE SELECTION BY DTC OR ANY DTC PARTICIPANT OR ANY
PERSON TO RECEIVE PAYMENT IN THE EVENT OF A PARTIAL REDEMPTION OF THE
SERIES 2015 BONDS, OR ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY DTC AS
BONDHOLDER. SO LONG AS CEDE & CO. IS THE REGISTER-ED OWNER OF THE SERIES
2015 BONDS, AS NOMINEE OF DTC, REFERENCES TN THIS OFFICIAL STATEMENT TO
THE BONDHOLDERS OR R.EGISTERED OWNERS OF THE SERIES 2015 BONDS SHALL
MEAII CEDE & CO., AND SHALL NOT MEAN THE BENEFICIAL OWNERS OF THE SERIES
2015 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 2015 Bond certificates, the City may notify DTC and the Registrar, whereupon DTC will notify the
DTC Participants, of the availability through DTC of Series 2015 Bond certificates. In such event, the City
shall prepare and execute, and the Registrar shall authenticate, transfer and exchange, Series 2015 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 2015
Bonds at any time by giving written notice to the City and the 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 Registrar shall be obligated to deliver Series 2015 Bond certificates as
described herein.
ln the event Series 2015 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 Registrar to do so,
the City will direct the Registrar to cooperate with DTC in taking appropriate action after reasonable notice
(i) to make available one or more separate certificates evidencing the Series 2015 Bonds to any DTC
Participant having Series 2015 Bonds credited to its DTC account; or (ii) to arrange for another securities
depository to maintain custody of certificates evidencing the Series 201 5 Bonds.
SECURITY AND SOURCES OF PAYMENT
Pledged Funds
General. The payment of the principal of, redemption premium, if any, and interest on all Bonds
are secured equally and ratably by a first lien on and pledge of the Pledged Funds, which consist of (i) the
Resort Tax Revenues and (ii) except for moneys, securities and instruments in the Rebate Fund, all moneys,
securities and instruments held in the funds and accounts established under the Bond Resolution. "Resort
Tax Revenues" means the proceeds of the Resort Tax. "Resort Tax" means the municipal tax imposed,
levied and collected by the City pursuant to the Act upon the rent of every occupancy of a room or roons
in any hotel, motel, rooming house or apartrnent house in the City, and upon the total sales price of all
items of food, beverages, alcoholic beverages and wine sold at retail of any restaurant in the City, as more
particularly set forth in the Act. See "THE RESORT TAX" herein.
682
Resort Tax Levy and Collectio,r. Subject to the limitations provided in the Act, the City currently
imposes, levies and collects a Resort Tax of three percent (3%) on rentals of rooms in any hotel, motel,
rooming house or apartment house in the City and two percent (2%) on the total sales price of all items
of food, beverages, alcoholic beverages and wine sold at retail of any restaurant in the City. "Restaurant"
means any business or place for serving of food or refreshments required by law to be licensed by the
Hotel and Restaurant Commission of the State or any premises licensed by the City for the sale of
intoxicating liquor or wine.
Subject to the limitations provided in the Act, the City Commission has the authority and power,
by ordinance, to determine and fix the amount of the Resort Tax, after public hearing, not in excess of two
percent (2Yo), except that an additional tax of up to two percent (2o/o) (hereinafter to as the "Additional
Tax") may be imposed, levied and collected on rentals of rooms in any hotel, motel, rooming house or
apartrnent house in the City. In addition to the Resort Tax currently collected, the City Commission
enacted Ordinance No._ on October _,2015 to provide that an Additional Tax of one percent (l%)
on rentals of rooms in any hotel, motel, rooming house or apartment house in the City be levied and
collected. Levy of the Additional Tax of one percent (l%) will cornmence prior to issuance of the Series
2015 Bonds. With the imposition of the one percent (1%) Additional Tax, the Resort Tax is currently
being imposed by the City in the maximum amount authorized under the Act to be imposed by the City.
For more detailed information conceming the imposition, levy and collection of the Resort Tax, see "THE
RESORT TAX" herein.
The City covenants and agrees in the Bond Resolution that as long as any of the principal of or
interest on any Series of Bonds is unpaid, or payment thereof not duly provided for, it will not repeal the
Miami Beach City Code provisions pursuant to which the Resort Tax is levied, will not reduce the rates
of the Resort Tax, or amend or modify the Miami Beach City Code provisions, in any manner so as to
impair or adversely affect the power and obligation of the City to levy and collect the Resort Tax, or impair
or adversely affect in any manner the pledge of the Pledged Funds made in the Bond Resolution, or the
rights of holders of Bonds. Pursuant to the covenants of the Bond Resolution, the City is unconditionally
and irrevocably obligated, as long as any of the Bonds, or the interest thereon, are Outstanding and unpaid,
to levy and collect the Resort Tax at not less than the rates being levied by the City on the date of issuance
of the Series 2015 Bonds, to the full extent necessary to pay the principal of and interest on the Bonds and
any other payments provided in the Bond Resolution.
Flow of Funds
Creution of Funds and Accounrs. The Bond Resolution created a special fund for the deposit of
Resort Tax Revenues (the "Resort Tax Fund"). The Bond Resolution also created the "Resort Tax Sinking
Fund" (the "Sinking Fund") and established four (4) separate accounts therein for the benefit of the Holders
of Bonds, provided in the Bond Resolution. The accounts created in the Sinking Fund are the "Interest
Account," the "Principal Account," the "Bond Redemption Account" and the "Debt Service Reserve
Account."
The Bond Resolution also created the "Rebate Fund," which fund shall be maintained by the City
separate and apart from all other funds and accounts held by the City and which fund shall not be subject
to the lien of the Bond Resolution in favor of Holders of the Bonds. The City shall deposit Pledged Funds
into the Rebate Fund in the amounts required to be paid to the United States of America to satisfr the
arbitrage rebate covenants made by the City in connection with the issuance of Tax-Exempt Bonds.
In addition, the Bond Resolution created a special fund designated the "Construction Fund" and
a special fund designated the "Cost of Issuance Fund." Separate accounts within the Construction Fund
10
683
and the Cost of Issuance Fund shall be created for the deposit of proceeds of each Series of Bonds and
other available moneys to fund projects being funded from proceeds of such Series of Bonds and other
available moneys (with respect to the Construction Fund) and to pay costs of issuance of such Series of
Bonds (with respect to the Cost of Issuance Fund). If for any reason moneys in the Construction Fund,
or any part thereof, including any investment eamings on deposit therein, are not necessary for, or are not
applied to the purposes provided for the applicable Series of Bonds, then such unapplied proceeds, upon
certification of a duly authorized official of the City that such surplus proceeds are not needed for such
purposes, shall be applied:
(D First, to the Debt Service Reserve Account, to the full extent necessary, to make
the amount then on deposit therein equal to the Reserve Account Requirement, as applicable, on
the Bonds then Outstanding; and
(iD Second, the balance, if any, to the redemption or purchase or payment of principal
of Outstanding Bonds or for any other lawful purpose.
Each of the funds and accounts created in the Bond Resolution shall be held and administered by
the City. Such funds and accounts shall constitute trust funds (except for the Rebate Fund) held solely for
the purposes provided in the Bond Resolution.
Deposit and Use of Resort Tax Revenues. As soon as the same are received by the City, all Resort
Tax Revenues shall be deposited into the Resort Tax Fund. All Resort Tax Revenues at any time on
deposit in the Resort Tax Fund shall be disposed of only in the following manner:
(l) Resort Tax Revenues shall first be used, to the full extent necessary, for deposit
into the Interest Account in the Sinking Fund, on the fifteenth (15th) day of each month, beginning
with the fifteenth (15th) day of the first (lst) full calendar month following the date on which any
or all of the Bonds are delivered to the purchaser thereof, of such sums as shall be sufficient to pay
one-sixth (l/6th) of the interest becoming due on the Bonds on the next semi-annual lnterest
Payment Date; provided, however, that such monthly deposits for interest shall not be required to
be made into the lnterest Account to the extent that money on deposit therein is sufficient for such
purpose and, provided further, that in the event the City has issued additional parity Variable Rate
Bonds or entered into any Interest Rate Swaps pursuant to the provisions of the Bond Resolution,
Resort Tax Revenues shall be deposited at such other or additional times and amounts as necessary
to pay the interest becoming due on the Variable Rate Bonds on the next lnterest Payment Date
or make the payments due under the lnterest Rate Swaps on a parity with interest due on the
Bonds, all in the manner provided in the applicable supplemental resolution.
The City shall, on each lnterest Payment Date, transfer to the Payrng Agent
moneys in an amount equal to the interest due on such lnterest Payment Date or shall advise the
Payng Agent of the amount of any deficiency in the amount so transferred so that the Paying
Agent may give appropriate notice required to provide for the payment of such deficiency from
any Reserve Account Insurance Policy or Reserve Account Letter of Credit on deposit in the Debt
Service Reserve Account.
ln the event that the period to elapse between the date of the delivery of the Bonds
and the next semi-annual Interest Payment Date will be other than six (6) months, then such
monthly payments shall be adjusted to provide the required interest amount becoming due and
payable on the next Interest Payment Date.
11
684
(2) (a) Resort Tax Revenues shall next be used, to the fulI extent necessary, for
deposit in the Principal Account in the Sinking Fund, on the fifteenth (lsth) day of each month
in each year, of one-sixth (1/6th) of the next maturing principal amount of Serial Bonds which will
mature and become due on such semi-annual maturity dates and one-twelfth (ll|2th) of the next
maturing principal amount of Serial Bonds which will mature and become due on such annual
maturity dates, beginning on such dates, as shall be determined by the City; provided, however,
that such monthly deposits for principal shall not be required to be made into the Principal Account
to the extent that money on deposit therein is sufficient for such purpose.
The City shall, on the business day prior to each principal payment date, transfer
to the Paying Agent moneys in an amount equal to the principal due on such principal payment
date or shall advise the Paying Agent of the amount of any deficiency in the amount so transferred
so that the Paying Agent may give appropriate notice required to provide for the payment of such
deficiency from any Reserve Account lnsurance Policy or Reserve Account Letter of Credit on
deposit in the Debt Service Reserve Account.
ln the event the period to elapse between the date of delivery of the Bonds and the
next principal payment date will be other than six (6) months, in the case of Serial Bonds which
mature semi-annually, or twelve (12) months, in the case of Serial Bonds which mature annually,
then such monthly payments shall be increased or decreased, as appropriate, in sufficient amounts
to provide the required principal amount maturing on the next principal payment date. Any
monthly payment of Resort Tax Revenues to be deposited as set forth above for the purpose of
meeting payments of principal of the Bonds, shall be adjusted, as appropriate, to reflect the
frequency of principal payments applicable to such Series.
(b) Resort Tax Revenues shall next be used, to the full extent necessary, for
deposit into the Bond Redemption Account in the Sinking Fund on the fifteenth (lsth) day of each
month in each year, beginning on such date, of such Amortization Requirements as may be
required for the payment of the Term Bonds payable from the Bond Redemption Account.
(3) Resort Tax Revenues shall next be used, to the full extent necessary, for deposit
into the Debt Service Reserve Account on the fifteenth (lsth) day of each month in each year,
beginning with the fifteenth (l5th) day of the first full calendar month following the date on which
any or all of the Bonds are delivered to the purchaser thereof, such sums as shall be at least
sufficient to pay an amount equal to one-sixtieth (l/60th) of the difference between the amount on
deposit in the Debt Service Reserve Account (including any Reserve Account Insurance Policy or
Reserve Account Letter of Credit) and the applicable Reserve Account Requirement for the Bonds
Outstanding, and, provided, further, that no payments shall be required to be made into the Debt
Service Reserve Account whenever and as long as the amount deposited therein (including any
Reserve Account lnsurance Policy or Reserve Account Letter of Credit) shall be equal to the
applicable Reserve Account Requirement for the Bonds Outstanding.
(4) Resort Tax Revenues shall next be used for the payment of any subordinated
obligations issued by the City in accordance with the provisions for the issuance of such
obligations under the Bond Resolution, which subordinate obligations shall have such lien on the
Resort Tax Revenues as the City shall determine in the proceedings authorizing the issuance of
such subordinated obligations.
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685
(5) Resort Tax Revenues shall next be used to make payments required under lnterest
Rate Swap arrangements which are not payable from amounts deposited therefor into the lnterest
Account.
(6) Thereafter, the balance of any Resort Tax Revenues remaining in the Resort Tax
Fund shall, subject to the requirement to make deposits into the Rebate Fund, be used by the City
for any lawful purposes; provided, however, that none of such Resort Tax Revenues shall ever be
used for the purposes provided in this paragraph (6) unless all payments required in paragraphs (l)
through (5) above, including any deficiencies for prior payments and any amount due to the issuer
of any Reserve Account Insurance Policy or Reserve Account Letter of Credit, have been made
in full to the date of such use.
Notwithstanding anything in paragraphs (l) and (2) above to the contrary, failure to make the
scheduled payments specified therein shall not constitute a breach of the City's obligations under the Bond
Resolution so long as, on the date that any interest or principal payment is due on the Bonds, monies
sufficient to make such payment are on deposit in the lnterest Account, Principal Account or Bond
Redemption Account, as the case may be. If the amounts deposited in any month pursuant to such
provisions shall be less than the amounts required, the requirement shall be cumulative and the amount of
the deficiency in any month shall be added to the amount otherwise required to be deposited in each month
thereafter until such time as all such deficiencies have been satisfied.
Notwithstanding the foregoing or any other provision in the Bond Resolution to the contrary, if
any amount applied to the payment of principal of and premium, if any, and interest on the Bonds that
would have been paid from an account in the Sinking Fund, is paid instead under a Credit Facility or a
Liquidity Facility, amounts deposited in such relevant account may be paid, to the extent required, to the
issuer of the Credit Facility or Liquidity Facility having therefore made said corresponding payment.
Debt Service Reserve Account
The Bond Resolution established the Debt Service Reserve Account for the benefit of the Bonds
secured by such account and requires that funds be deposited therein, in the amounts and at the times
established in the Bond Resolution, until the Reserve Account Requirement has been satisfied. See
"SECURITY AND SOURCES OF PAYMENT - Flow of Funds - Deposit and Use of Resort Tax
Revenues" herein. The Reserve Account Requirement under the Bond Resolution is an amount equal to
the lesser of (i) the Maximum Annual Debt Service for all Outstanding Bonds in the current or any
subsequent Fiscal Year, or (ii) the maximum amount allowed to be funded from proceeds of Bonds under
the Code; provided that, if the Mayor's Certificate in the case of the Series 2015 Bonds or if the
supplemental resolution corresponding to any other Series of Bonds provides for the establishment of a
separate subaccount in the Debt Service Reserve Account to secure only the Series 2015 Bonds or such
other Series of Bonds (with such Series 2015 Bonds or other Series of Bonds having no claim on the other
moneys deposited to the credit of the Debt Service Reserve Account), the Reserve Account Requirement
for the Series 2015 Bonds or such other Series of Bonds shall be calculated as provided for in the Mayor's
Certificate or in the corresponding supplemental resolution; and provided further that, if the Mayor's
Certificate in the case of the Series 2015 Bonds or if the supplemental resolution corresponding to any
other Series of Bonds provides that the Series 2015 Bonds or such other Series of Bonds shall not be
secured by the Debt Service Reserve Account or any separate subaccount therein, the Reserve Account
Requirement shall be calculated without taking into account the Series 2015 Bonds or such other Series
of Bonds.
13
686
Moneys in Debt Service Reserve Account shall be used only for the purpose of making payments
of principal of and interest on the Bonds when the moneys in the Resort Tax Fund or any other fund or
account held pursuant to the Bond Resolution and available for such purpose are insufficient therefor. Any
moneys in the Debt Service Reserve Account in excess of the applicable Reserve Account Requirement
for the Bonds Outstanding may, in the discretion of the City, be transferred to and deposited in the Interest
Account, the Principal Account or the Bond Redemption Account as the City at its option may determine.
Notwithstanding the provisions of the Bond Resolution providing for the deposit of funds into the
Debt Service Reserve Account to satisft the Debt Service Reserve Requirement, in lieu of or in substitute
for the required deposits of Resort Tax Revenues (including existing deposits of Resort Tax Revenues) into
the Debt Service Reserve Account, the City may cause to be deposited into the Debt Service Reserve
Account a Reserve Account lnsurance Policy or a Reserve Account Letter of Credit for the benefit of the
Holders of the Bonds Outstanding in an amount equal to the difference between the applicable Reserve
Account Requirement for the Bonds Outstanding and the sums then on deposit in the Debt Service Reserve
Account, if any. The Reserve Account Insurance Policy or Reserve Account Letter of Credit so deposited
shall be payable or available to be drawn upon, as the case may be (upon the giving of notice as required
thereunder) on any lnterest Payment Date on which a deficiency exists which cannot be cured by moneys
in any other fund or account held pursuant to the Bond Resolution and available for such purpose.
If a disbursement is made under the Reserve Account lnsurance Policy or the Reserve Account
Letter of Credit, the City shall be obligated to either reinstate the maximum limits of such Reserve Account
Insurance Policy or Reserve Account Letter of Credit immediately following such disbursement equal to
the applicable Reserve Account Requirement for the Bonds Outstanding, or to deposit into the Debt Service
Reserve Account from the Resort Tax Revenues funds in the amount of the disbursements made under such
Reserve Account lnsurance Policy or Reserve Account Letter of Credit, or a combination of such
alternatives as shall equal the applicable Reserve Account Requirement for the Bonds Outstanding.
In the event that any moneys shall be withdrawn from the Debt Service Reserve Account for
payments into the Interest Account, Principal Account and Bond Redemption Account, such withdrawals
shall be subsequently restored in the manner described in paragraph (3) under "SECUzuTY AND
SOURCES OF PAYMENT - Flow of Funds - Deposit and Use of Resort Tax Revenues" in this Official
Statement, from the first Resort Tax Revenues or funds available after all required payments have been
made into the Interest Account, Principal Account and Bond Redemption Account, including any
deficiencies for prior payments, unless restored by the reinstatement of the maximum limits of a Reserve
Account Insurance Policy or Reserve Account Letter of Credit.
[The City will, on the date of issuance of the Series 2015 Bonds, deposit into the Debt Service
Reserve Account from proceeds of the Series 2015 Bonds an amount equal to the Reserve Account
Requirement for the Series 2015 Bonds or, in lieu of such a deposit or any portion thereof, will deposit a
Reserve Account Insurance Policy and/or Reserve Account Letter of Credit.]
Additional Bonds
Pursuant to the Bond Resolution, no additional Bonds, payable out of the Pledged Funds on a
parity with the Series 201 5 Bonds shall be issued unless certain conditions set forth in the Bond Resolution
are met, including:
(i) The City must be current in all deposits and payments required under the Bond
Resolution and the City must be currently in compliance with the covenants and provisions of the
Bond Resolution and any supplemental resolution hereafter adopted for the issuance of additional
t4
687
parity Bonds, unless upon the issuance of such additional parity Bonds the City will be in
compliance with all such covenants and provisions;
(ii) The amount of the Resort Tax Revenues during the immediately preceding Fiscal
Year or any twelve (12) consecutive months selected by the City of the eighteen (18) months
immediately preceding the issuance of the additional parity Bonds, as certified by an independent
certified public accountant, were at least equal to one hundred fifty percent (150%) of the
Maximum Annual Debt Service on (i) the Bonds originally issued pursuant to the Bond Resolution
and then Outstanding, (ii) any additional parity Bonds theretofore issued and then Outstanding, and
(iii) the additional parity Bonds then proposed to be issued.
The City need not comply with the requirement described in subparagraph (ii) above in the issuance
of additional parity Bonds if and to the extent the Bonds to be issued are refunding Bonds delivered in lieu
of or in substitution for Bonds originally issued under the Bond Resolution or previously issued additional
parity Bonds, if the City shall cause to be delivered a certificate of the Chief Financial Officer setting forth
(1) the Maximum Annual Debt Service (a) with respect to the Bonds of all Series Outstanding immediately
prior to the date of authentication and delivery of such refunding Bonds, and (b) with respect to the Bonds
of all Series to be Outstanding immediately thereafter, and (2) that the Maximum Annual Debt Service set
forth pursuant to (b) above is no greater than that set forth pursuant to (a) above.
The term "additional parity Bonds" shall be deemed to mean additional obligations evidenced by
Bonds issued under the provisions and within the limitations set forth in the Bond Resolution, as generally
described herein, payable from the Pledged Funds on apaity with Bonds originally authorized and issued
pursuant to the Bond Resolution. Such Bonds shall be deemed to have been issued pursuant to the Bond
Resolution the same as the Bonds originally authorized and issued pursuant to the Bond Resolution and
all of the covenants and other provisions of the Bond Resolution (except as to details of such Bonds
evidencing such additional parity obligations inconsistent therewith) shall be for the equal benefit,
protection and security of the Holders of any Bonds originally authorized and issued pursuant to the Bond
Resolution and the Holders of any Bonds evidencing additional obligations subsequently issued within the
limitations of and in compliance with the provisions herein describing the issuance of additionat parity
Bonds. All of such Bonds, regardless of the time or times of their issuance, shall rank equally with respect
to their lien on the Pledged Funds and their sources and security for payment therefrom, without preference
ofany Bonds over any other Bonds.
The term "additional parity Bonds" shall not be deemed to include bonds, notes, certificates or
other obligations subsequently issued in accordance with the Bond Resolution, the lien of which on the
Pledged Funds is subject to the prior and superior lien on the Pledged Funds of the Bonds. The City has
covenanted in the Bond Resolution that it shall not issue any obligations whatsoever payable from the
Pledged Funds which rank prior to or equally as to lien and source and security for their payment from the
Pledged Funds with the Bonds, except in the manner and under the conditions provided in the Bond
Resolution for the issuance of additional parity Bonds or pursuant to the provisions of the Bond Resolution
relating to the issuance ofother obligations thereunder.
Other Obligations Secured by Pledged Funds
Except upon the conditions and in the manner provided in the Bond Resolution, the City will not
issue any other obligations payable from the Pledged Funds, nor voluntarily create or cause to be created
any debt, lien, pledge, assignment, encumbrance or any other charge having priority to or being on a parity
with the lien of the Bonds and the interest thereon, upon any of the Pledged Funds; provided, however, that
the City may enter into agreements with issuers of Credit Facilities and Liquidity Facilities which involve
t5
688
liens on Resort Tax Revenues on a parity with that of the Series of Bonds or portion thereof which is
supported by such Credit Facilities or Liquidity Facilities and may enter into Interest Rate Swaps which
involve a lien on the Resort Tax Revenues on a parity with the lien of the Bonds. Any other obligations
in addition to the Bonds authorized by the Bond Resolution or additional parity Bonds issued under the
terms, restrictions and conditions contained in the Bond Resolution, shall provide that such obligations are
junior, inferior and subordinate in all respects to the Bonds issued pursuant to the Bond Resolution as to
lien on and source and security for payment from the Resort Tax Revenues and in all other respects.
Limited Liability
The Series 2015 Bonds shall not be and shall not be deemed to constitute a debt, liability or
obligation of the City, the County, the State or any political subdivision thereof within the meaning of any
constitutional, statutory or charter provisions or limitations, or a pledge of the faith and credit of the City,
the County, the State or any political subdivision thereof, but shall be payable solely from the Pledged
Funds. No Holder or Holders of any Series 2015 Bonds shall ever have the right to compel the exercise
of the ad valorem taxing power of the City, the County, the State or any political subdivision thereof, or
taxation in any form of any real or personal property therein, or the application of any funds of the City,
the County, the State or any political subdivision thereof to pay the Series 2015 Bonds or the interest
thereon or the making of any sinking fund or reserve payments provided for in the Bond Resolution, other
than the Pledged Funds. The Series 2015 Bonds and the obligations evidenced thereby shall not constitute
a lien upon any property owned by or situated within the corporate territory of the City, but shall constitute
a lien only on the Pledged Funds, to the extent, in the manner, and with the priority of application provided
in the Bond Resolution. See "APPENDIX D - The Bond Resolution."
Modifications or Supplements to Bond Resolution
No adverse material modification or amendment may be made to the Bond Resolution, or any
resolution supplementing or amending the Bond Resolution, without the consent in writing of (a) the
Holders of more than fifty percent (50%) in aggregate principal amount of the Bonds then Outstanding or
(b) in case less than all of the several Series of Bonds then Outstanding are affected by the modification
or amendment, the Holders of more than fifty percent (50%) in aggregate principal amount of the Bonds
of each Series so affected and Outstanding at the time such consent is given. However, no modification
or amendment shall permit (i) a change in the maturity or principal amount of any of the Bonds or a
reduction in the rate of interest thereon, (ii) a change in the promise of the City to pay the principal of and
interest on any Bonds, as the same mature or become due, from the Pledged Funds, or (iii) a reduction in
the required percentage of Holders of the Bonds, as described above, for modifications or amendments,
without the consent of all of the Holders of the Bonds outstanding.
For the purpose of Bondholders' voting rights or consents authorized by the Bond Resolution, the
consent of the Holders of any additional Series of Bonds 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 offrcial statement or other offering document
pursuant to which such additional Series of Bonds is 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 or amending any term or provision of the Bond Resolution, to
the extent any Series of Bonds is secured by a Credit Facility or Liquidity Facility, the consent of the issuer
the Credit Facility or Liquidity Facility for such Series of Bonds shall constitute the consent of the Holders
of such Bonds.
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689
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 601(a) through O of the Bond Resolution. See "APPENDIX D -
The Bond Resolution."
MUNICIPAL BOND INSURANCE
TO COME,IF NEEDED
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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690
DEBT SERVICE SCHEDULE
table sets forth the Annual Debt Service Requirement for each Fiscal Year for theThe following
Series 2015 Bonds.
Fiscal Year
Ending
September 30
2016
20t7
2018
20r9
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
Total
Principal Interest Total
l8
$:
691
THE RESORT TAX
[THIS SECTION SHALL BE UPDATED, AS NEEDED]
General
l9
692
HISTORICAL AND PROJECTED RESORT TAX R-EVENUES,
DEBT SERVICE AND DEBT SERVICE COVERAGE
General
The information in the following table sets forth the historical and projected collection of Resort
Tax Revenues, Maximum Annual Debt Service for the Series 2015 Bonds and coverage provided, or
projected to be provided, by the Resort Tax Revenues.
Resort Tax Revenues, Debt Service
and Debt Service Coverage
Fiscal
Year
2010
20tt
2012
2013
20t4
2015Q)
20t6
2017
2018
2019
2020
Resort Tax
Revenues
$
Maximum Annual
Debt Service on
Series 2015 Bonds(')
$12,846,250
12,846,250
12,846,250
12,846,250
12,846,250
12,846,250
12,946,250
12,846,250
12,846,250
12,846,250
12,846,250
Coverage on
Maximum Annual
Debt Service for
Series 2015 Bonds(r)
Source:
(l)
City of Miami Beach Finance Department.
Represents the Maximum Annual Debt Service on the Series 2015 Bonds, assuming an aggregate principal
amount of $197,420,000, a final maturity of December 1,2045, and a true interest cost of 4.135Yo. The
assumed Maximum Annual Debt Service on the Series 2015 Bonds is included in the historical years solely
for purposes of showing the amount of coverage that would have been available if the Series 2015 Bonds
had been issued prior to Fiscal Year 2010. The assumed Maximum Annual Debt Service occurs in Fiscal
Year 2027. AII amounts are preliminary, subject to change.
Unaudited.(2)
20
693
THE CITY
General
The City is located on a barrier island surrounded by the Atlantic Ocean to the east and Biscayne
Bay to the west. The City comprises seven (7) square miles of land area and ten (10) square miles of
Biscayne Bay. The City is connected to the mainland by four (4) causeways.
The climate of the City is tropical, with an average annual temperature of 75 degrees Fahrenheit,
24 degrees Celsius. The City is the home of the Art Deco Historic District, consisting of one of the
greatest concentrations of Art Deco architecture in the United States. Within the Art Deco Historic District
is the world famous Ocean Drive, which has been called the "Riviera" of Florida. The economy of the area
is based on tourism. For Fiscal Year 2014, hotel, food and beverage sales accounted for an estimated$2.2
billion in sales within the City.
City Government
The City was incorporated as a municipal corporation on March 26,1915. The City operates under
a Commission/City Manager form of govemment. The City Commission consists of the Mayor and six
(6) Commissioners who serve as the policy-making body of the City. Authority is vested in the City
Commission to enact ordinances, hold public hearings, approve contracts, establish the City's budget and
tax assessments, and authorize construction of all public improvements.
The Mayor and City Commission are elected on a citywide, nonpartisan basis. Elections are held
in odd numbered years, with the Mayor elected to serve two-year terms with a limit of three (3) consecutive
terms. Commissioners are elected to serve four-year terms with a limit of two (2) consecutive terms. City
Commission terms are staggered so that not all Commissioners are up for re-election at the same time. On
a rotating basis, the City Commission selects one (1) of its members to serve as Vice Mayor for a three-
month term. The Mayor, who is the presiding officer at City Commission meetings, may vote on all
matters that come before the City Commission, but has no power of veto. The City Commission appoints
the City Manager, the City Attomey and the City Clerk. All other department heads are appointed by the
City Manager, with the consent of the City Commission.
Philip Levine serves as the Mayor of the City. Mayor Levine was elected as Mayor on November
5,2013 and his current term of office will expire in November 2015. Set forth below is a list which
contains the current members of the City Commission and the expiration of their respective terms of office:
Miami Beach, Florida City Commission
Ciw Commission Members
Edward L. Tobin, Vice Mayor
Michael Grieco
Joy Malakoff
Micky Steinberg
Deede Weithom
Jonah Wolfson
Date Term Ends
November 2015
November 2017
November 2017
November 2017
November 2015
November 2015
2t
694
The next general election of the City will be held on November 3,2015. The Mayor is running
against a single opponent in the upcoming election, as are two (2) of the three (3) City Commissioners.
No City Commissioner whose term is expiring in November 2015 is running for reelection. In addition,
if noone running for the seat that has more than two (2) candidates on the ballot receives more than fifty
percent (50%) of the votes cast in the general election, a run-off election will be held to determine the
winner of that race. If required, the run-off election will be held on November 17 , 2015. The results of
the election are expected to be certified by the current Mayor and City Commission in a meeting to be held
sometime after the general election or, if a run-off election is held, after the run-off election. The current
Mayor and City Commission are expected to serve until newly elected members have been seated.
Organization
On behalf of the City, the Resort Tax is managed by the City Manager, an Assistant City Manager
and the Chief Financial Officer. Set forth below is a description of the management offrcials of the City
who are responsible for the operation and control of the programs and initiatives relating to the City's
Resort Tax Revenues:
Jimmy L. Morales, Esq., City Manager. Mr. Morales was appointed City Manager for the City
of Miami Beach, Florida in April 2013. Prior to accepting his position as City Manager, Mr. Morales was
a shareholder and member of the Board of Directors of the law firm, Steams Weaver Miller Weissler
Alhadeff & Sitterson, P.A. from 2000-2013. Mr Morales also served as City Attomey for the City of
Doral, Florida ftom2009-2013 and as City Attomey for the City of Marathon, Florida from 2005-2009.
In addition, Mr. Morales served as a member of the Board of County Commissioners of Miami-Dade
County, Florida from 1996-2004. He has received numerous professional awards, honors and recognitions,
including the Greater Miami Chamber of Commerce Bill Colson Leadership Award for Outstanding
Leadership and Superior Ability in 2000, the SAVE Dade Champion of Equality award in 2006, and
induction into the Miami Beach High School Hall of Fame in 2004. He was selected as one of the Top
Lawyers in South Florida by the South Florida Legal Guide in 2008-2009 and,2011 and as one of the
Florida Super Lawyers in 2006-2010. Mr. Morales received his Bachelor of Arts, Magna Cum Laude, from
Harvard University and his Juris Doctorate, Magna Cum Laude, from Harvard Law School.
John Woodruff, Interim Chief Financial Officer. Mr. Woodruff was appointed Interim Chief
Financial Officer for the City of Miami Beach, Florida in September 2015. Prior to accepting his position
as Interim Chief Financial Officer, Mr. Woodruff served as Director of the Office of Budget and
Performance Improvement for the City from June 201 3 to September 2015 . 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 April2002 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 intemed with the U.S. Department of Commerce, the Intemational Affairs
Department for the City of San Antonio and the Mayor's Office for the City of San Antonio. Mr.
Woodruff received a Masters in Business Administration, in Intemational Business, from the University
of Texas at San Antonio and a Bachelor of Arts in History from the University of Texas at Austin.
Kathie G. Brooks, Assistant City Manager. Ms. Brooks was appointed an Assistant City
Manager for the City of Miami Beach, Florida in April 2013 and served the City as its interim City
Manager from July 2012 to April 2013. Prior to accepting her position in the offrce of the City Manager,
22
695
Ms. Brooks served as the City's Budget and Performance Improvement Director from 2004-2012. Prior
to joining the City, Ms. Brooks served in various capacities and senior level positions for Miami-Dade
County, Florida for two decades, including in the Miami-Dade County Budget Department from 2003-2004,
the Miami-Dade County Manager's Office of Performance lmprovement from 2001-2003, the Miami-Dade
County Solid Waste Department from 1989-2001 and in the Miami-Dade County Transit Department from
1984-1989. Prior to her service in govemment, Ms. Brooks was a transportation planner for the firm of
Schimpeler Corradino and Associates from 1980-1983. Ms. Brooks received her Bachelor and Master of
Arts in Geography from the University of Miami.
On September 10, 2015 the Chief Financial Officer and the Assistant Finance Director for the City
resigned from their respective positions. The Chief Financial Officer had served in her position for
eighteen (18) years and the Assistant Finance Director had been an employee of the City for seventeen (17)
years. No explanations were provided by either employee in connection with the submittal of their
resignations. However, the City Manager has stated that his decision to accept their resignations had
nothing to do with the performance of the City's Finance Department nor the financial status of the City.
Each position has been hlled by the City Manager's appointment of experienced City employees who will
serve in the position of Interim Chief Financial Officer and Interim Assistant Finance Director, respectively,
until permanent replacements are selected.
For more detailed information relating to the City, see "APPENDX A - General Information and
Economic Data Regarding the City of Miami Beach, Florida and Miami-Dade County, Florida."
PENSION AND OTHER POST EMPLOYMENT BENEFITS
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.
Emplovees' 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 I 8691 , 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+ime 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 PIan consisted of the following as of October 1,2013, the date of the latest accrual valuation:
23
696
Employee Plan Membership
lnactive plan members and beneficiaries currently receiving benefits
Inactive plan members entitled to benefits but not yet receiving them
Active plan members
Total members
1,055
125*
1.014
2_J9A
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
* Includes members of the Employee Plan who are enrolled in DROP (as hereinafter defined).
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 ("GSA1i";
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 AISCME, GSAF and members of the Ernployee 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 eamings, 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 eamings. Employee Plan First Tier unclassified members accrued four percent (4%) of their final
average monthly eamings for creditable service before October 18, 1992 and three percent (3o/o) 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 final 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 entitledto benefits of two and one-half percent (2.5%)
24
697
of their final average monthly eamings multiplied by the employee's number of years of creditable service,
subject to a maximum of eighty percent (80%) of such employee's final average monthly eamings. 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
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, effectiveJuly 17,2013, Employee Planmembers of CWA who were hiredpriorto
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 A-FSCME
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-ofJiving
adjustment is one and one-half percent (1.5%). As of September 30,2014, there were ninety-four (94)
members of the Employee Plan in the DROP and the value of the DROP investment was $7,434,014, which
is included in the Plan's net position. The DROP also allows for member loans. Approximately $165,000
of DROP loans for the Employee Plan were outstanding as of September 30,2014.
Contributions to the Emplovee 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, 2014, the City was required to make contributions of
$25,602,030 or 40.3Yo of covered payroll to the Employee Plan in accordance with actuarially determined
requirements computed through an actuarial valuation performed as of October 1,2013. For the Fiscal
Year ended September 30,2014, the employees contributed$7,373,407 and buybacks were $1,143,866.
25
698
Net Pension Liabili\t. The components of the City's net pension liability for the Employee Plan
as of September 30, 2014 were as follows:
Employee Plan Net Pension Liability
Total Employee Plan liability
Employee Plan's fiduciary net position
City net Employee Plan liability
s679,514,531
(516,387,785)
st63.l25JA4
Percentage of
Annual Pension Cost
Contributed
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
Set forth below is the progress made by the City accumulating sufficient assets to pay benefits of
the Employee Plan, when due.
Employee Plan Schedule of Employer Contributions
Fiscal Year
Ended
September 30
2012
2013
2014
Annual
Required
Contribution
$16,243,133
21,222,051
25,602,030
Annual
Pension Cost
$ I 6,3 12,068
21,222,051
25,602,030
100%
100
100
for Fiscal Year Ended
valuation dates, is as
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
September 30,2014.
The funding status for the Employee Plan, as of the three (3) most recent
follows:
Employee Plan Funding Status
Valuation
Date
t0/l/l I
tullt2
tolUt3
Actuarial
Value of
Plan Assets
$425,781,050
421,376,041
440,912,751
Actuarial
Accrued
Liabilitv
$602,577,503
637,363,774
649,797,221
Unfunded
Actuarial
Accrued
Liability
(UAAL)
s176,796,453
215,997,733
208,884,470
Funded
Ratio
Annual
Covered
Pawoll
UAAL
asa
Percent of
Covered
Payroll
266.s%
332.0
328.8
70.7% $66,346,904
66.1 65,053,945
67.9 63,526,903
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended September 30,2014,
City of Miami Beach Employees' Retirement PIan Actuarial Valuation Report as of October 1,2013 and City of
Miami Beach Employees' Retirement Plan Actuarial Valuation Report as of October 1,2012.
26
699
Police and Firefighters' Retirement Plan
Plan Description The pension fund for police officers and fire fighters employed by the City (he
"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 three (3) 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") or on or after September 30, 2013 ("Police and Firefighters' Plan Tier Three").
Membership in the Police and Firefighters' Plan consisted of the following as of October l, 2013,
the date of the latest accmal valuation:
Police and Firefighters' Plan Membership
Active members
Deferred vested members
Retired members
a. Service
b. Disabled
c. Beneficiaries
458
15
540*
58
98
696 696
1.169Total members
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
* 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,
ifearlier, the date when age and length ofcreditable 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 offorty-seven (47) and the length ofcreditable 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 @%) of the member's average monthly
salary for each year ofcreditable service in excess offifteen (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
27
700
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 a2.5Yo increase in benefits
on October I of each year. Members that retire on or after September 30, 2010 will receive a 2.5Yo
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 aftains 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 l.5o/o increase in benef,rts 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.
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 Firef,rghters' 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. ln the altemative 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
28
701
lifetime. In case of termination of the Police and Firefighters' Plan, benefits accrued to members of the
Police and Firef,rghters' 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 a2.5o/o 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 2.5Yo 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 l.5oh
cost of living adjustment increase in benefits annually on the anniversary date of the member's retirement.
At September 30,2014, $15,135,801, 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 Firefishters' 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 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 of Florida for active employees
for the Fiscal Year ended September 30, 2014, was $35,960,326 and covered payroll, excluding DROP
members, was approximately $50,750,000. The contribution required from the City and the State of
Florida for the Fiscal Year ended September 30, 2014 was actuarially determined by the October 1,2012
valuation to be $35,960,326. The actuarially computed annual covered payroll used in the October 1,2012
valuation was $46,313,650. The annual pension cost was $35,960,326 for the Fiscal Year ended September
30,2014.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
29
702
Police and Firefighters'Plan Net Pension
Total Police and Firefighters' Plan liability
Police and Firefighters' Plan's fiduciary net position
City net Police and Firefighters' Plan liability
Liability
$991,506,019
(769,298,572)
$222.207.447
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for
Fiscal Year Ended September 30,2014.
Set forth below is the progress made by the City accumulating sufficient assets to pay benefits of
the Police and Firefighters' Plan, when due.
Police and Firefighters' Plan Schedule of Employer Contributions
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended
September 30,2014.
The funding status for the Police and Firefighters' Plan, as.of the three (3) most recent valuation
dates, is as follows:
Police and Firefighters'Plan Funding Status
Fiscal Year
Ended
September 30
2012
20t3
20t4
Annual
Required
Contribution
s36,297,459
39,492,050
35,960,326
Amual
Pension Cost
$36,297,459
39,492,050
35,960,326
Percentage of
Annual Pension Cost
Contributed
t00%
100
100
Annual
Covered
Pawoll
$49,186,724
46,313,650
47,164,032
Valuation
Date
r0lUtt
t0lUt2
tolUt3
Actuarial
Value of
Plan Assets
$53 I ,821 ,1 8l
545,067,653
663,233.4s4
Achrarial
Accrued
Liabilitv
$871,118,629
902,778,465
955,238,606
Unfunded
Actuarial
Accrued
Liability
(UAAL)
$339,297,448
357,710,812
292,005,152
Funded
Ratio
6t.t%
60.4
69_4
UAAL
asa
Percent of
Covered
Pawoll
689.8%
772.4
619. I
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended September 30,2014,
September 30,2013 and September 30,2012.
30
703
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 Stafutes, 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 of Florida, 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 of Florida and remitted to the plans for the year ended
September 30, 2014 was $ 1 ,704,136 for firefighters and $7 59,678 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 Intemal Revenue Code of 1986, as amended (the "Code").
The Defined Conkibution 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 aOl (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
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, 2014,
is as follows:
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
31
704
Defined Contribution Plan Information
Members in Defined Contribution Plan
City's contribution
Percentage of covered payroll
Employees' contribution
Percentage of covered payroll
$149,422
149,109
32
8.20%
8.18
Source:F"l:ii.if
?Ti,'r',lila::T3ffi".i'd"ff il*"AnnuarFinancialReport
Other Post Employment Benefits
Plan Description
ln 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. As with all govemmental entities providing similar plans, the City is required
to comply with the Govemmental Accounting Standard's Board Statement No. 45 - Accounting and
Financial Reporting by Employers for Postemployment Benefits Other than Pensions ("GASB 45"). GASB
45 applies accounting methodology similar to that used for pension liabilities to other post employment
benefits ("OPEB") and attempts to more fully reveal the costs of employment by requiring govemmental
units to include future OPEB costs in their financial statements. While GASB 45 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.
(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 October 1,2012, the date of the most recent actuarial valuation, OPEB Plan participation consisted of
the following:
32
705
OPEB Plan Participation
OPEB Plan Participants
Retirees receiving benefits
1,941
1,175
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
Fundins 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, 2014, the City paid $7.9 million in OPEB benefits on a pay-as-go basis
and $915,000 to the OPEB Trust. The City's net OPEB obligation as of September 30,2014 was $47.2
million. 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 45. 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 City's annual OPEB cost for the year, the
amount actually contributed and the change in the net OPEB obligation.
OPEB Annual Costs and
Net Obligation for Fiscal Year 2014
Annual Required Contribution
lnterest on Net OPEB Obligation
Adjustrnent to Annual Required Contribution
Ar:nual OPEB Cost (expense)
Contributions Made
Net OPEB Obligation
Net OPEB Obligation - Beginning of Year
Net OPEB Obligation - End of Year
$16,490,000
3,099,000
(2,238,000)
17,351,000
8,882.000
9,469,000
38,733,000
$!l202.000.
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
Set forth below is a description of the progress made by the City in accumulating sufficient assets
to pay OPEB benefits, when due.
33
706
OPEB Annual Costs and Contributions
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended September 30,
20t4.
OPEB Funding Status
Fiscal Year
Ended
September 30
2012
2013
20r4
Annual
OPEB Cost
$ 19,064,000
16,212,000
17,351,000
Contribution
$11,104,000
9,314,000
8,882,000
$194,823,000
172,338,000
181,642,000
Percent of
Annual OPEB
Cost Contributed
s8%
5l
5l
Net OPEB
Obligation
$30,835,000
38,733,000
47,202,000
Valuation
Date
t0l,/tt
t0llt2
tolt/13
Actuarial
Value of
Plan Assets
$14,136,000
19,015,000
22,167,000
Actuarial
Accrued
Liabilitv
$208,959,000
191,353,000
203,809,000
Participants
Covered
Pawoll
$ 107,418,169
108,263,028
107,951,095
UAAL
asa
Percent of
Participants
Covered
Pawoll
55 -lo/o
159.2
168.3
Unfunded
Actuarial
Accrued
Liability Funded(UAAL) Ratio
6.8%
9.9
10.9
Source: Cify of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended September 30,2014,
September 30,2013 and September 30,2012.
TAX MATTERS
General
ln the opinion of Squire Patton Boggs (US) LLP, Bond Counsel, under existing law: (i) interest
on the Series 2015 Bonds is excluded from gross income for federal income tax purposes under Section
103 of the lntemal Revenue Code of 1986, as amended (the "Code"), and is not an item of tax preference
for purposes of the federal altemative minimum tax imposed on individuals and corporations; and (ii) the
Series 2015 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 2015 Bonds.
The opinion on tax mafters will be based on and will assume the accuracy of certain representations
and certifications, and continuing compliance with certain covenants, of the City contained in the transcript
ofproceedings and that are intended to evidence and assure the foregoing, including that the Series 2015
Bonds are and will remain obligations the interest on which is excluded from gross income for federal
34
707
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 2015 Bonds from gross income for federal income tax purposes but is not a guaranty
of that conclusion. The opinion is not binding on the Intemal Revenue Service ("lRS") 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
govemment 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
2015 Bonds being included in gross income for federal income tax purposes retroactively to the date of
issuance of the Series 2015 Bonds. The City has covenanted to take the actions required of it for the
interest on the Series 2015 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 2015 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 2015 Bonds or the market value of the Series 2015 Bonds.
A portion of the interest on the Series 2015 Bonds earned by certain corporations may be subject
to a federal corporate altemative minimum tax. In addition, interest on the Series 2015 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 2015 Bonds. Bond Counsel will express no opinion regarding those consequences.
Payments of interest on tax-exempt obligations, including the Series 2015 Bonds, are generally
subject to IRS Form 1099-INT information reporting requirements. If a Series 2015 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 2015 Bonds ends with the issuance of the
Series 2015 Bonds, and, unless separately engaged, Bond Counsel is not obligated to defend the City or
the owners of the Series 2015 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 2015 Bonds, under current IRS procedures, the IRS will treat the City as the taxpayer and the
beneficial owners of the Series 2015 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
35
708
2015 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 2015 Bonds.
Prospective purchasers of the Series 2015 Bonds upon their original issuance at prices other than
the respective prices indicated on the inside cover page of this Official Statement, and prospective
purchasers of the Series 2015 Bonds at other than their original issuance, should consult their own tax
advisers 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 modifu the tax treatment of obligations such as the Series 2015 Bonds. There can be no
assurance that legislation enacted or proposed, or actions by a court, after the date of issuance of the Series
2015 Bonds will not have an adverse effect on the tax status of interest on the Series 2015 Bonds or the
market value or marketability of the Series 2015 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 2015 Bonds from gross income for federal or state income tax purposes for all or
certain taxpayers.
For example, recent presidential and legislative proposals would eliminate, reduce or otherwise alter
the tax benefits currently provided to certain owners of state and local government bonds, including
proposals that would result in additional federal income tax on taxpayers that own tax-exempt obligations
if their incomes exceed certain thresholds. lnvestors in the Series 2015 Bonds should be aware that any
such future legislative actions (including federal income tax reform) may retroactively change the treatment
of all or a portion of the interest on the Series 2015 Bonds for federal income tax purposes for all or certain
taxpayers. In such event, the market value of the Series 2015 Bonds may be adversely affected and the
ability of holders to sell their Series 201 5 Bonds in the secondary market may be reduced. The Series 2015
Bonds are not subject to special mandatory redemption, and the interest rates on the Series 2015 Bonds are
not subject to adjustment in the event ofany such change.
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 2015 Bonds ("Discount Bonds") as indicated on the inside cover page of this
Official Statement were 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
2015 Bonds, and (ii) is added to the owner's tax basis for purposes of determining gain or loss on the
36
709
maturity, redemption, prior sale or other disposition of that Discount Bond. The amount of OID that
accrues each year to a corporate owner of a Discount Bond is taken into account in computing the
corporation's liability for federal alternative minimum tax. A purchaser of a Discount Bond in the initial
public offering at the price for that Discount Bond stated on the inside cover page of this Official Statement
who holds that Discount Bond to maturity will realize no gain or loss upon the retirement of that Discount
Bond.
Certain of the Series 2015 Bonds ("Premium Bonds") as indicated on the inside cover page of this
Official Statement were 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 mahrrity) 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 at the price for that Premium Bond stated on the inside cover page of this Official Statement 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 advisers as to the
determination for federal income tqx purposes of the amount of OID or bond premium properly
accrusble or amortiztble in any period with respect to the Discount Bonds or Premium Bonds and as
to other federal tax consequences and the treatment of OID and bond premium for purposes of state and
local taxes on, or based on, income.
FINAI\CIAL STATEMENTS
Excerpts from the Comprehensive Annual Financial Report of the City of Miami Beach, Florida
for the Fiscal Year ended Septemb er 30, 2014 and the report of Crowe Horwath LLP, independent certified
public accountants ("Crowe Horwath"), in connection therewith, dated March 30, 2015, are included in
APPENDIX B to this Official Statement as part of the public records of the City. Such financial statements
and report contain information relating to the City and the Resort Tax Revenues.
The consent of Crowe Horwath 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 2015 Bonds.
CONTINUING DISCLOSURE
The City will covenant for the benefit of the holders of the Series 2015 Bonds to provide certain
financial information and operating data relating to the City and the Resort Tax Revenues not later than
two hundred fofi Qa$ days following the end of each Fiscal Year, commencing with the Fiscal Year
ending September 30,2015 (the "Annual Report"), and to provide, or cause to be provided, notices of the
occrurence of certain enumerated events. The Annual Report and notices of events will be filed with the
37
710
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 contained in the Annual Report and the notices of events is contained in "APPENDX F - Form of
Disclosure Dissemination Agent Agreement." These covenants have been made in order to assist the
Underwriters in complying with Rule 15c2-12 of the Securities and Exchange Commission.
On July 28,2014 Standard & Poor's Ratings Services ("S&P") announced that it had raised its
rating on the City's general obligation debt two (2) notches ,o "rd{*" from "AA-." The disclosure
agreements entered into by the City in connection with the issuance of various series of bonds (the
"Disclosure Agreements") require the City to provide, among other things, notice of rating changes
affecting such series of bonds. Notice of the ratings increase announced by S&P on July 28,2014 was not
provided by the City within the time periods established in the Disclosure Agreements. Such notice was
filed by DAC, on behalf of the City, with the MSRB on April 29, 2015 .
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 2015
Bonds and other outstanding bonds of the City may be found at the DAC intemet site,
"http//www.dacbon ."
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 City Attomey, threatened against the City that seeks
to restrain or enjoin the issuance or delivery of the Series 2015 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 City to
generate suff,rcient Resort Tax Revenues to pay debt service on the Series 2015 Bonds.
LEGAL MATTERS
Certain legal matters incident to the issuance of the Series 2015 Bonds and with regard to the tax-
exempt status of the interest on the Series 2015 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 2015 Bonds, will be delivered on the date of issuance of the
Series 2015 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 conceming any of the matters referenced in the
opinion subsequent to its date ofissuance.
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 faimess 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 2015 Bonds that may be prepared or made available by the City, the
Underwriters or others to the Holders of the Series 2015 Bonds or other parties.
38
711
Certain legal matters incident to the issuance of the Series 2015 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 2015 Bonds, will be delivered
to the City by Disclosure Counsel at the time of original delivery of the Series 2015 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
implication that Disclosure Counsel has reviewed or expresses any opinion concerning any of the matters
referenced in the opinion subsequent to its date ofissuance.
Certain legal matters will be passed on for the City by Raul J. Aguila, Esquire, Miami Beach,
Florida, City Attomey. Moskowitz, Mandell, Salim & Simowitz, P.A., Fort Lauderdale, 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 2015 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 2015 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 2015 Bonds may not be readily available or may be limited.
The various legal opinions to be delivered concurrently with the delivery of the Series 2015 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") and S&P are expected to assign ratings of "_,"
witha,,-outlook,',md..-,',witha,,-outloolg''respectively,totheSeries20l5
Bonds insured by the Bond Insurance Policy, with the understanding that upon delivery of such Series 2015
Bonds the Bond Insurance Policy insuring the payments, when due, of the principal of and interest on such
Series 2015 Bonds will be issued by the Bond Insurer. See "MUNICIPAL BOND INSURANCE" herein.
ln addition, Moody's has assigned to the Series 2015 Bonds a rating of "_," with a
outlook,,,andS&Phasassignedaratingof..-,,'witha,,-outloolg,,eachwithoutregard
to the issuance of the Bond Insurance Policy.l Such ratings and outlooks reflect the view of such
organizations. An explanation of the significance of such ratings and outlooks may be obtained only from
Moody's and S&P, respectively. An explanation of the rating and outlook 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
39
712
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.
There is no assurance that the rating and outlook provided by Moody's and S&P, respectively, 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 such downward revision or
withdrawal of such ratings or outlooks may have an adverse effect on the market price of the Series 2015
Bonds.
UNDERWRITING
The Series 2015 Bonds are being purchased by Merrill Lynch, Pierce, Fenner & Smith
lncorporated, Citigroup Global Markets Inc., Morgan Stanley & Co. LLC and Siebert Brandford Shank &
Co., L.L.C. (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 2015 Bonds by Bond Counsel and the existence of no material
adverse change in the condition of the City from that set forth in the Official Statement.
The Series 2015 Bonds are being purchased at a purchase price of $(which
represents the $principal amount of the Series 2015 Bonds, [plus / minus a net
original issue premium / discount of $minus an Underwriters' discount of
$ ). The Series 2015 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 2015 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.
Citigroup Global Markets Inc., one of the Underwriters of the Series 2015 Bonds, has entered into
a retail distribution agreement with each of TMC Bonds L.L.C. ("TMC") and UBS Financial Services Inc.
("UBSFS"). Under these disffibution agreements, Citigroup Global Markets lnc. may distribute municipal
securities to retail investors through the financial advisor network of UBSFS and the electronic primary
offering platform of TMC. As part of this arrangement, Citigroup Global Markets Inc. may compensate
TMC (and TMC may compensate its electronic platform member firms) and UBSFS for their selling efforts
with respect to the Series 2015 Bonds.
Morgan Stanley, parent company of Morgan Stanley & Co. LLC, the senior managing underwriter
of the Series 2015 Bonds, has entered into a retail distribution arrangement with its affrliate Morgan
Stanley Smith Barney LLC. As part of the distribution arrangement, Morgan Stanley & Co. LLC may
distribute municipal securities to retail investors through the financial advisor network of Morgan Stanley
Smith Bamey LLC- As part of this arrangement, Morgan Stanley & Co. LLC may compensate Morgan
Stanley Smith Bamey LLC for its selling efforts with respect to the Series 2015 Bonds.
SiebertBrandford Shank & Co., L.L.C., one of the Underwriters of the Series 2015 Bonds, has
entered into a separate agreement with Credit Suisse Securities USA LLC for retail distribution of certain
municipal securities offerings, at the original issue prices. Pursuant to said agreement, if applicable to the
Series 2015 Bonds, Siebert Brandford Shank & Co., L.L.C. will share a portion of its underwriting
compensation with respect to the Series 2015 Bonds, with Credit Suisse Securities USA LLC.
The Underwriters and their respective affiliates are full service financial institutions engaged in
various activities, which may include sales and trading, commercial and investment banking, advisory,
40
713
investment management, investment research, principal investment, hedging, market making, brokerage and
other financial and non-financial activities and services. In the course of their various business activities,
the Underwriters and their respective affiliates, offrcers, directors and employees may purchase, sell or hold
a broad array of investments and actively trade securities, derivatives, loans, commodities, currencies, credit
default swaps and other financial instruments for their own account and for the accounts of their customers,
and such investment and trading activities may involve or relate to assets, securities and/or instruments of
the City (directly, as collateral securing other obligations or otherwise) and/or persons and entities with
relationships with the Agency. The Underwriters and their respective affrliates may also communicate
independent investment recommendations, market color or trading ideas and/or publish or express
independent research views in respect of such assets, securities or instruments and may at any time hold,
or recommend to clients that they should acquire, long and/or short positions in such assets, securities and
instruments.
The Underwriters, respectively, may have entered into agreements with other broker- dealers (that
have not been designated by the City as Underwriters) for the distribution of the Series 2015 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.
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 2015 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 faimess 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 2015 Bonds.
CONTINGENT FEES
The City has retained Bond Counsel, Disclosure Counsel and the Financial Advisor with respect
to the authoization, sale, execution and delivery of the Series 2015 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 ofthe Series 2015 Bonds.
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY LAWS
Section 517.051, Florida Statutes, as amended, and Rule 38400.003, 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
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 authorizedby the City Commission. At the
time of the delivery of the Series 2015 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 2015 Bonds, contains an
4l
714
untrue statement of a material fact or 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 oflicial 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
PHILIP LEVINE, Mayor
JIMMY L. MORALES, City Manager
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APPENDIXA
General Information and Economic Data
Regarding the City of Miami Beach, Florida
and Miami-Dade County, Florida
716
GENERAL INFORMATION RE GARDING
THE CITY OF MIAMI BEACH
AND MIAMI-DADE COUNTY, FLORIDA
The following information pertaining to the City of Miami Beach, Florida (the "City") and Miami-
Dade County, Florida (the "County") is set forth for purposes of providing background information only.
The Series 2015 Bonds are payable only from the Resort Tax Revenues collected by the City, and other
amounts constituting Pledged Funds, as defined in this Official Statement. The Series 2015 Bonds do not
constitute a debt, liability or obligation or a pledge of the faith, credit or taxing power of the City, the
County, the State of Florida, or any political subdivision thereof.
INTRODUCTION
The City
The City is located on a barrier island surrounded by the Atlantic Ocean to the east and Biscayne
Bay to the west. The City comprises seven (7) square miles of land area and ten (10) square miles of
Biscayne Bay. The City is connected to the mainland by four (4) causeways.
The climate of the City is tropical, with an average annual temperature of 75 degrees Fahrenheit,
24 degrees Celsius. The City is the home of the Art Deco Historic District, consisting of one of the
greatest concentrations of Art Deco architecture in the United States. Within the Art Deco Historic District
is the world famous Ocean Drive, which has been called the "Riviera" of Florida. The economy of the area
is based on tourism. For Fiscal Year 2014, hotel, food and beverage sales accounted for an estimated$2.2
billion in sales within the City. The demographics of the City have drastically changed over the last thirty-
five (35) years. ln the 1980 Census, the average age of the City's population was 65.3 years old. That
average declined to 43.7 years of age by the 2000 Census and to 40.3 years of age by the 2010 Census.
After the significant changes between 1980 and 2010, the City's demographics are beginning to stabilize
with a younger, more affluent population. Based on information provided by the U.S. Census Bureau for
2013 (the most recent year for which City estimates are crurently available from the U.S. Census Bureau),
the median age in the City was estimated to be 39.3 years of age and the median family income was
estimated to be $52,576.
The County
The County is the largest county in the southeastern United States in terms of population and one
of the largest in terms of land area. The County consists of 2,209 square miles of land area. The
population of the County is clustered mainly along the coastal, eastem areas, with the westem area of the
County comprising a part of the Florida Everglades. The County was created on January 18, 1836 under
the Territorial Act of the United States. It included the land area now forming Palm Beach and Broward
Counties, together with the land area of the present Miami-Dade County. In 1909, Palm Beach County
was established from the northern portion of what was then Dade County. ln 1915, Palm Beach County
and then Dade County contributed nearly equal portions of land to create what is now Broward County.
There have been no significant boundary changes to the County since 1915. There are thirty-five (35)
incorporated municipalities in the County and the County serves as a municipal govemment for its
unincorporated areas. In addition to the City, the municipalities in the County include the cities of Miami,
Hialeah and Coral Gables.
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POPULATION
The U.S. Census Bureau estimated the population of the City and of the County to be 91,026 and
2,641,866, respectively, in 2013. For 2014, the population in the County is estimated to be 2,662,874.
The U.S. Census Bureau population estimates for the City for 2014 have not been released. Projections
by the Nielsen Company, a leading provider of demographic and economic data, provide for the City's
population to grow to 96,484 by the year 2020. Set forth below are general population statistics for the
City and the County and age data relating to the City's population growth.
Population, City of Miami Beach
and Miami-Dade County 1980 -2014
Calendar Year
City of
Miami Beach
Miami-Dade
Percent Chanee CounW Percent Chanee
l 980
l 990
2000
2010
20t3*
20t4*
96,298
92,639
87,933
87,779
91,026
N/A
10.6%
(3.8)
(s.3)
(0.1)
0.4
1,625,598
1,937,094
2,260,ooo
2,496,435
2,641,966
2,662,974
28.20
19.2
16.7
10.5
5.8
6.7
Source: U.S. Department of Commerce, Bureau of Census.
* Estimated as of July l, 2013 for City population and as of July l, 2014 for County population. Population
estimates for the City for 2014 are not yet available.
Population Breakdown
City of Miami Beach, f 990 - 2013
Age Group 1990 2010 2013*2000
Under l8
l8 and over
2l and over
65 and over
Median Age:
t4.zyo
85.8
83.1
23.4
44.5
13.40h
86.6
84.1
19.2
39.0
12.8%
87.2
84.9
16.2
40.3
15.6%
84.4
82. I
16.0
39.3
Source: U.S. Department of Commerce, Bureau of Census.
* 2013 is the most recent year for which information is available.
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GOVERNMENT
The City was incorporated as a municipal corporation on March 26,1915. The City operates under
a Commissionlcity Manager form of govemment. The City Commission consists of the Mayor and six
(6) Commissioners who serve as the policy-making body of the City. Authority is vested in the City
Commission to enact ordinances, hold public hearings, approve contracts, establish the City's budget and
tax assessments, and authorize construction of all public improvements.
The Mayor and City Commission are elected on a citywide, nonpartisan basis. Elections are held
in odd numbered years, with the Mayor elected to serve two-year terms with a limit of three (3) consecutive
terms. Commissioners are elected to serve four-year terms with a limit of two (2) consecutive terms. City
Commission terms are staggered so that not all Commissioners are up for re-election at the same time. On
a rotating basis, the City Commission selects one (1) of its members to serve as Vice Mayor for a three-
month term. The Mayor, who is the presiding officer at City Commission meetings, may vote on all
matters that come before the City Commission, but has no power of veto. The City Commission appoints
the City Manager, the City Attomey and the City Clerk. All other department heads are appointed by the
City Manager, with the consent of the City Commission.
The City Manager is vested with the responsibility to ensure that policies, directives, resolutions,
and ordinances adopted by the City Commission are enforced and implemented. As the City's Chief
Executive Officer, the City Manager is responsible for providing executive level leadership, vision and
guidance to the organization, providing recommendations to the City Commission and implementing policy
directives in an effrcient and effective manner. ln addition, the City Manager is responsible for the daily
operations of the City, preparing and administering the budget, planning the development of the City,
supervising City employees, interacting with citizen groups and other units of govemment, and is otherwise
responsible for the health, safety, and welfare of the residents of and visitors to the City. With the
exception of the City Attomey's Office and the City Clerk's Office, the City Manager has the power to
appoint or remove all heads of the various departments of the City.
SCOPE OF SERVICES
The City provides a full range of municipal services, including police and fire protection,
recreational activities, parks, cultural events, sanitation services, water, sewer and storm water services,
neighborhood and community services, and the construction and maintenance of sfreets and infrastructure.
ECONOMIC AND DEMOGRAPHIC DATA
Family Income
The estimated median family income for the City has been consistently higher than the median
family income for the County. During the last five years, the median family income for the City has
ranged from being 9.6% higher than the median family income for the County in 2010 to being 20.70
higher in 2011.
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Estimated Median Family Incomes, 2009 - 2013(')
Calendar Year
City of
Miami Beach Percent Chanse
Miami-Dade
Countv Percent Change
2009
20t0
20tt
2012
2013Q)
$54,643
50,758
57,318
56,457
52,576
2.3%
(7.1)
12.9
(l.s)
(6.e)
$47,697
46,126
46,577
47,382
46,904
(7.8)%
(3.3)
1.0
1.7
(1.0)
Source: U.S. Department of Commerce, Bureau of Census.
(l) Amounts are presented in dollars, adjusted for inflation.(2) 2013 is the most recent year for which information is available.
Per Capita Personal Income
Between 2009 and 2013, the estimated per capita personal income for the County increased by 12.9
percent, from $35,329 in2009 to $39,880 in 2013. Such increase is slightly higher than the rate of growth
in the State of Florida, which experienced a per capita personal income growth rate of approximately 11.1
percent during the same period, and generally consistent with the rate of growth in the United States, which
experienced a per capita personal income growth rate of approximately 13.7 percent during the same
period.
Per Capita Personal Income, 2009 - 2013(r)
Miami-Dade State of
Yeal2) County % of U.S. Florida % of U.S. United States
2009
2010
20tt
20t2
2013(3)
$35,329
36,592
38,242
39,467
39,880
89.7%
91.2
90.3
89.3
89. l
$37,350
38,478
40,215
44,041
41,497
94.80
95.8
95.0
92.9
92.7
$39,379
40,144
42,332
44,200
44,765
(l)
(2)
Source: U.S. Department of Commerce, Bureau of Economic Analysis/Regional Economic Information System.
Information provided as of the last available update, dated November 20,2014.
Estimates for 2013 are new estimates. Amounts for 2009 through 2012 are revised from estimates previously
provided for such years.
(3) 2013 is the most recent year for which information is available.
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720
EMPLOYMENT
The following tables provide information relating to the City's labor force and the principal
employers in the County for the fiscal year ended September 30, 2014 and comparative data for the fiscal
year ended September 30, 2005.
City of Miami Beach Employment 2009 - 2014*
Labor Force 2009 2010 201t 2012 2013 2014
Labor Force Employed
Labor Force Unemployed
Total Labor Force
Unemployment Rate
42,447
4,315
46,762
9.2%
44,129
4,088
48,217
8.s%
46,295
3,237
49,532
6.s%
46,992
3,042
50,034
6.1%
47,630 49,191
2,477 2,344
50,107 51,535
4.9Yo 4.5o
Source: U.S. Department of Labor, Bureau of Labor Statistics.
* Data provided for December of each year. Data for years 2010
subject to change.
to 2014 represents provisional data, which is
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Miami-Dade County
Ten Largest Public Employers
2014 2005
Employers
Miami-Dade County Public Schools
Miami-Dade County
Federal Govemment
Florida State Govemment
Jackson Health System
City of Miami
Florida lntemational University
Homestead Air Force Base
Miami VA Medical Center
Miami-Dade College
City of Miami Beach
TOTAL
Employees
33,477
25,502
19,200
17,100
9,797
3,997
3,534
3,250
2,500
2,390
Percentage
of Total
County
Employment
2.74%
2.08
1.57
1.40
0.80
0.33
0.29
0.27
0.20
0.20
Emplovees Rank
54,387 I
32,265 2
20,100 3
18,900 4
11,700 5
3,954 8
5,000 7
2,018 9
7,500 6
1,839 10
157.633.
Rank
I
2
J
4
5
6
7
8
9
l0
l2oJ47 9.88o/o
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014.
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Emplovers
University of Miami
Baptist Health South Florida
American Airlines
Camival Cruise Lines
Miami Children's Hospital
Mount Sinai Medical Center
Florida Power & Light Co.
Royal Caribbean Intemational
Wells Fargo Bank
Bank of America Merrill Lynch
United Parcel Service
Bellsouth
Winn-Dixie Stores
Precision Response Corporation
Publix Super Markets
Burdines-Macy's
TOTAL
Miami-Dade County
Ten Largest Private Employers
20t4 2005
Emplovees Rank
9,079 2
10,300 I
9,000 3
3,665 9
Employees
12,818
1 1,353
1 1,031
3,500
3,500
3,321
3,01I
2,ggg
2,050
2,000
Percentage
of Total
County
Emplovment
1.05%
0.93
0.90
0.29
0.29
0.27
0.25
0.24
0.17
0.16
5,000
4,800
4,616
4,196
4,000
3,368
58.44.
Rank
I
2
3
4
5
6
7
8
9
10
4
5
6
7
8
10
5s.s73 4.s5%
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014.
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BUILDING PERMITS
The following is a calculation of the total value of the Building Permits issued by the City during
the past ten (10) years.
City of Miami Beach, Florida
Value of Building Permits Issued
Fiscal Years 2005 - 2014
Fiscal Year
Ended
Seotember 30.Number of Permits Total Value
2005
2006
2007
2008
2009
20t0
20ll
2012
2013
2014
12,837
12,226
12,729
I 1,056
10,277
10,188
I 1,159
12,580
13,898
13,972
$ 1,235,909,151
1,177,266,348
1,165,346,118
1,109,923,131
567,660,721
299,508,078
373,852,763
417,811,132
506,646,472
818,831,235
Source: City of Miami Beach Building Department.
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PROPERTY TAXES
The following table summarizes the direct and overlapping tax (millage) rates for the past ten (10)
years. The table reflects the fact that, except during the years when millage rates needed to increase in
response to the significant reduction in assessed values experienced throughout Florida and the United
States during the economic downturn, millage rates in the City have generally decreased during the past
ten (10) years.
Tax Roll Fiscal Year
Year as of Ended
Januarv I September 30
City of Miami Beach, Florida
Direct and Overlapping Tax Rates
($1 per $1,000 of Assessed Value)
Fiscal Years 2005 - 2014
City of Miami Beach
Direct Rates
Debt Total School
Operating Service Direct District
Millaee Millaee Millaee Millaee
County State
Millaee Millaee Total
Overlaonins Rates
2005
2006
2007
2008
2009
2010
20tt
2012
2013
2014
2006
2007
2008
2009
20to
20ll
2012
2013
2014
2015
7.48t0
7.3740
5.6555
5.6555
5.6555
6.2155
6. l 655
6.0909
5.8634
5.7942
0.5920
0.2990
0.24t5
0.2375
0.2568
0.2870
0.2884
0.2568
0.2529
0.2295
8.0730
7.6730
5.8970
s.8930
s.9123
6.5025
6.4s39
6.3477
6.1163
6.0237
8.4380
8.1050
7.9480
7.7970
7.9950
8.2490
8.0050
7.9980
7.9770
7.9740
7.0348
6.8083
5.6711
5.9263
6.0051
6.6565
5.7695
s.6610
5.7980
5.9009
0.7355 24.2813
o.73ss 23.3218
0.6585 20.t746
0.6585 20.2748
0.658s 20.s709
0.6585 22.0665
0.4708 20.6992
0.4634 20.4701
0.4455 20.3368
0.4t87 20.3t73
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014 ard
Miami-Dade County Property Appraiser's Millage Tables.
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The following table summarizes the tax levies and collections in the City for the past ten (10) years.
City of Miami Beach, Florida
Property Tax Levies and Collections
Fiscal Years 2005 - 2014
Collected within
Fiscal Year of Lew
Tax Rol[ Fiscal Year Taxes
Year as of Ended Levied for
January I September 30 Fiscal Year
Collections
in
Percentage Subsequent
Amount of Levy Years
Total Collections to Date
Percentage
Amount of Levy
2004
2005
2006
2007
2008
2009
2010
20tl
20t2
2013
2005
2006
2007
2008
2009
2010
20tr
2012
2013
2014
$110,739,153
135,910,285
165,759,439
150,418,073
150,588,328
138,703,567
136,549,286
134,753,401
139,r33,369
143,266,670
$ 97,731,071
132,497,342
163,120,484
145,433,238
144,321,499
131,355,903
128,719932
129,572,373
134,848,787
141,551,552
88.25Yo $1,086,183
97.48 1,814,064
98.41 2,145,835
96.69 4,646,716
95.84 4,633,049
94.70 3,550,990
94.27 290,254
96.t6 125,152
95.62 3,403,910
97.53 N/A
$ 98,817,254 89.23%
134,301,406 98.82
165,266,3t9 99.70
150,079,954 99.78
148,954,548 98.92
134,906,893 97 .26
129,010,186 94.48
129,697,525 96.25
138,252,697 99.37
141,551,552 98.80
Source: City of Miami Beach Comprehensive Annual Financial
Miami-Dade County Property Appraiser's Office.
Report for the Fiscal Year ended September 30,2014 arrd
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The following tables summarize the ten (10) largest taxpayers in the City, the type of property
owned by such taxpayers and the assessed value ofsuch property for the Fiscal Year ended September 30,
2014 and, for comparison, for the Fiscal Year ended September 30, 2005.
City of Miami Beach
Ten Largest Taxpayers
Fiscal Year 2Ol4
Taxpayer
Fountainbleau Florida Hotel LLC
MB Redevelopment Inc. / Loews Hotel
2201 Collins Fee LLC
Florida Power & Light Company
Di Lido Beach Hotel Corp.
2377 Collins Resort LP
VCP Lincoln Road LLC
Eden Roc LLP
MCZ lCentrum Flamingo II LLC
MCZ lCentrum Flamingo III LLC
TOTAL
Taxable
Assessed
Value
s 327,5r3,062
229,900,000
200,811,436
186,802,731
112,960,000
I10,925,385
98,000,000
97,429,200
95,590,000
79,860,000
$IJl521,&14
Percentage of
City's Certified
Taxable
Assessed ValueTwe of Propertv
Hotel
Hotel
Apartments
lndustrial
Hotel
Hotel
Retail
Hotel
Apartments
Apartments
1.33%
0.93
0.81
0.76
0.46
0.45
0.40
0.40
0.39
0.32
025%
Source: 2013 Miami-Dade Counfy, Florida Ad Valorem Assessment Roll for the City of Miami Beach and City
of Miami Beach, Florida Comprehensive Annual Financial Report for the Fiscal Year Ended September
30,2014.
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Taxpayer
Loews Miami Beach Hotel
Morton Towers
Fountainbleau Hotel
Sandy Lane Residential LLC
Di Lido Beach Hotel Corp.
Eden Roc Acquisition LP
Shore Club
Morton Towers Expansion
South Gate Apartments
2201 Collins Fee LLC
City of Miami Beach
Ten Largest Taxpayers
Fiscal Year 2005
Twe of Propertv
Hotel
Apartments
Hotel
Hotel
Hotel
Hotel
Hotel
Apartments
Apartments
Apartments
Taxable
Assessed
Value
s143,400,000
I10,675,000
104,449,118
72,230,700
61,900,000
49,500,000
48,500,000
48,325,000
48,000,000
44.583.667
$23_!J53.485
Percentage of
City's Certified
Taxable
Assessed Value
1.020h
0.79
0.74
0.51
0.44
0.35
0.35
0.34
0.34
0.32
s.20%TOTAL
Source: 2004 Miami-Dade County, Florida Ad Valorem Assessment Roll for the City of Miami Beach and City
of Miami Beach, Florida Comprehensive Annual Financial Report for the Fiscal Year Ended September
30,2014.
LOCAL ECONOMY
Tourism is the largest sector of the City's economy, with over $2.2 billion in direct tourist spending
on hotel, food and beverage, and constitutes a large portion of the City's $l billion retail marketplace. In
Fiscal Year 2013, the City's hotels hosted more than 5 million ovemight visitors, and approximately 7
million tourists visited South Beach and the Art Deco Historic district. Results reported for Fiscal Year
2014 evidence a continued upward trend.
Hotel room sales in the City for Fiscal Year 2014 increased by 7% from Fiscal Year 2013,
following the 9o/o increase a year earlier, demonstrating the continued strength of the City's lodging market
and its major role in the robust tourist economy of South Florida. The City's hotel room occupancy rates
remained stable in Fiscal Year 2014 at77Yo, as was the case in Fiscal Year 2013, reflecting continued
absorption of an inventory of hotel rooms that has increased significantly in recent years, from 13,506
rooms at the beginning of 2008 to 17,751 in 2014. This additional inventory has provided the City with
additional hotel room resources and product that is expected to continue to attract future visitors to and
investment in the City. Evidence of the strength of the local economy is the fact that, with the exception
of a de minimis 1% decline in the first quarter of 2008, hotel room demand has increased every quarter
from the third quarter of 2007 through the fourth quarter of 2014.
A-T2
728
The City is also a regional destination, with approximately 7 to 9 million day trips by residents of
the surrounding area, making it one of the most popular destinations in Florida. However, in recent years,
the City has diversified beyond its traditional tourism based economy to become a leading multi-industry
business center, with entertainment, health care, culture, and professional services industries. The City
serves as host for several major television shows, including Bum Notice (USA), Magic City (Starz) and
Ballers (HBO), and has been the host for several recent feature productions, including Iron Man 3, Step
Up Revolution, Pain & Gain and Ride Along 2. [n addition, the City hosted the inaugural eMerge
Americas Conference, showcasing the best and brightest technology innovators and entrepreneurs, including
Rokk3rlabs, a tech hub that is based in the City. In December 2014, the world's most prestigious art fair,
Art Basel, based in Switzerland, celebrated the thirteenth anniversary of its Miami Beach exhibition. Over
250 of the world's leading art galleries participate in Art Basel Miami Beach and an estimated 73,000
intemational visitors attended the 2014 event. Art Basel Miami Beach has increased in attendance and
sales every year since inception.
Retail tenants continue to open locations and expand in the City, joining established operations,
such as Armani Exchange, Kenneth Cole, Urban Outfitters, Diesel, Nicole Miller, Forever 21, H&M and
Gap, which recently opened its new two story location in the City. New retailers that joined the Miami
Beach market in 2014 included Athleta & Intermix, with Lululemon, Zadiq and Voltaire and Kiko Milano
scheduled to join in 20 I 5. As of September 30 20 14, Class A office space in prime locations continues
to generate interest, with a vacancy rate at the low level of approximately 9.9%. Such office space is
anchored by corporate tenants, such as LNR Property Corporation, Terranova, and Benetton.
Although there are factors beyond the City's control that have impacted the production of
entertainment projects, the entertainment industry continues as an important part of the City's economy.
The City remains a key location for the production of movies, fashion campaigns and television series.
Many international talent and model agencies have established and continue operations in the City and the
City continues to grow as an intemational destination for major events. In addition to Art Basel Miami
Beach, Design Miami, the South Beach Food and Wine Festival, the Miami International Auto Show, the
South Beach Comedy Festival, the Miami Beach lntemational Boat Show and the Winter Music Conference
continue to provide a strong base for the special events, meeting and trade show segment of the City's
economy.
The City also remains a leader in the real estate industry, as the median price of homes and
condominiums continued to stabilize through 2014. Development in the City continues to grow,
specifically in North Beach, an area historically overlooked for significant projects by developers. Growth
management initiatives in the late 1990's resulted in more limited supply, somewhat reducing the exposure
of excess new residential inventory that was experienced in some other cities. Since the end of 2008, as
recessionary pressures eased on the economy, the City has experienced quarterly increases of units sold,
and a decline in the number of condominium units for sale, from over 4,000 in early 2008, to 1,470 in
December 2013. In 2014 however, due to rising prices and a strengthening dollar, the sales velocity of the
market has eased, with the condo listing inventory increasing to 3,409 in 2014 from record lows in 2013.
MIAMI BEACH VISITOR AND CONVENTION ACTIVITY
Miami-Dade County and the Miami Beach Convention Center host a large number of conventions
and the City welcomes a large number of ovemight visitors each year. Set forth below is information
relating to convention center attendance and overnight visitor activity.
A-13
729
City of Miami Beach, Florida
Convention Center Attendance and Overnight Visitors
Fiscal Years 2005 - 2014
Fiscal Year
Convention Center
Attendance
Ovemight
Visitors
Total Overnight
Visitor Soendine
2005
2006
2007
2008
2009
20t0
20tl
2012
20t3
20t4
N/A
649,671
707,133
889,695
632,700
708,875
661,625
661,327
589,663
737,954
5,300,000
5,143,740
4,994,053
4,963,569
5,3g3,og l
5,558,408
5,539,010
5,841,612
5,697,053
6,961,200
s 7,200,000,000
7,889,608,756
7,344,7t9,992
7,468,633,814
7,524,151,558
8,104,378,579
8,088,739,484
9,201340,602
t0,614,t59,967
10,500,000,000
Source: City of Miami Beach Finance Department.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]
A-14
730
Orisin
Tourism and Visitor Activity
Domestic and International Overnight Visitors
Miami-Dade County Fiscal Years 2010 - 2014
(in 000)
Fiscal Year Ended Seotember 30.
20t0 20t1 20t2 2013 2014
Domestic Regions
Northeast
Southem
Midwest
Westem
Total Domestic Visitors
International Regions
South America
Caribbean
Central America
Europe
Canada
Other Intemational Regions
Total International Visitors
Total Overnight Visitors
Expenditures*
Domestic Ovemight Visitors
lntemational Overnight Visitors
Total Expenditures
3,196.0
1,568.5
1,220.6
558.9
6.948.s
2,836.8
688.5
525.1
1,306.5
587.4
11s.8
6.060.1
12.604)
$ 6,484.7
12.428.6
$l_E.el33
3,362.1
1,700.1
1,291.2
595.1
6,948.5
3,182.9
702.8
537.6
1,324.7
627.9
I19.8
6,495.7
)3A442
$ 7,088.7
14,528.6
$2re!_2.3
3,423.2
1,750.6
1,300.9
600.2
7,074.9
3,435.6
718.8
550.1
1,364.4
640.5
120.3
6.833.7
13.908 6
s 7,482.3
15.183.0
$us55]
3,401.4
1 ,781 .0
1,263.6
641.2
7.087.2
3,737.1
719.2
561.5
1,332.4
660.6
120.9
7 ,131.7
ll2r8.e.
s 7,839.9
15.954.1
$ru
3,520.1
1,833.1
1,270.8
679.2
7,303.2
3,659.0
755.0
59s.3
1,430.2
689.7
t30.7
7,260.0
1!.5632
$ 8,206.3
16,528.2
$2il34;
Source: Greater Miami Convention and Visitors Bureau.
* Average Daily Expenditures.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]
A-15
731
Overnight Visitors by Region
Fiscal Years 2010 - 2014*
Fiscal Year Ended Seotember 30.
Resion 2010 20tt 2012 20t3 2014
Miami Beach
Downtown Miami
Airport Area
North Miami-Dade/Sunny Isle
South Miami-Dade
Coral Gables
Key Biscayne
Coconut Grove
Doral
Total
44.1o
18.7
13.8
9.5
5.8
5.4
2.5
1.3
N/A
)00%
4r.20
2t.7
13.0
9.8
5.8
5.7
2.4
0.8
0.7
190%
42.0%
t7.6
17.2
10.0
5.0
4.9
2.7
0.9
0.7
190%
43.20
18.I
16.5
10.8
4.7
4.2
1.3
0.5
0.9
w%
47.8%
t9.2
12.8
8.8
3.9
3.9
1.5
1.5
3.3
100%
Source: Greater Miami Convention and Visitors Bureau.
* Numbers may not add, due to rounding.
TRANSPORTATION
Surface Transportation
The County has a comprehensive transportation network designed to meet the needs of residents,
travelers and area businesses. The County's intemal transportation system includes (i) Metrorail , a24.8
mile above-ground, electric rail system connecting South Miami-Dade and the City of Hialeah with the
downtown Miami and civic center areas; (ii) Metromover, a fully automated, 4.4 mile above-ground,
electric rail, double-loop people mover system that carries passengers around downtown Miami's central
business center, south to the Brickell Avenue business and international banking centers and north to the
Andrienne Arsht Performing Arts Center and Omni shopping center areas; and (iii) the County's Metrobus
system, which operates over approximately 29.3 million revenue miles per year and provides over 76.8
million passenger trips annually. The County also provides para-transit services to qualified elderly and
handicapped riders. The County's para-transit services supply over 1.68 million passenger trips annually.
In addition, cargo rail service is available from both Miami Intemational Airport and the Port of Miami,
and Amtrak has a passenger station in the City of Miami. Tri-Rail, a 72-mile train system, links the City
of West Palm Beach, the Town of Boca Raton, the City of Fort Lauderdale, the City of Hollywood and
Miami lntemational Airport.
Miami International Airport
Miami International Airport is one of the busiest airports in the world for both passenger and cargo
traffic. It ranks twetfth (12'h) in the nation and trventy-fifth (25'h) in the world in passenger traffic and has
the second highest intemational passenger traflic in the United States. The airport ranks third (3'd) in the
A-16
732
nation and eleventh (11'h) in the world in tonnage of domestic and international cargo movement. During
Fiscal Year 2014 Miami lntemational Airport handled 40,844,964 passengers and 2,187,943 tons of air
freight. More than 88 airlines serve Miami Intemational Airport, flying passengers to more than 150
destinations around the globe.
Port of Miami
The Port of Miami, known as the "cruise capital of the world," is an island port that encompasses
649 acres of land. It is the world's largest multi-day cruise port and is operated by the Seaport Department
of Miami-Dade County. Embarkations and debarkations on cruise ships totaled over 4.7 million passengers
at the Port of Miami during Fiscal Year 2014. The Port of Miami is currently home to twenty-eight (28)
cruise ships that operate throughout the year. Such ships, owned by eight (8) separate cruise ship
companies, include some of the largest cruise ships in the world.
The Port of Miami is also a hub for Caribbean and Latin American commerce. These countries
accounted for over one-half of the 7.6 million tons of cargo transferred through the Port of Miami during
Fiscal Year 2014. The Port of Miami has also expanded its relationships in the global community. As a
result, trade with the Far East, Asia and the Pacific coast accounted for almost 39Yo of the total cargo
handled at the Port of Miami during Fiscal Year 2014.
In August 2014, access to the Port of Miami was increased by the opening of the PortMiami
Tunnel. The PortMiani Tunnel consist of two (2) parallel tunnels (one in each direction) that travel
undemeath Biscayne Bay connecting MacArthur Causeway on Watson Island with the Port of Miami on
Dodge Island. The PortMiami Tunnel provides direct access from highways I-95 and I-395, creating a
highly desired additional entrance to the Port of Miami and a major improvement in traffic flow in
downtown Miami. The PortMiarni Tunnel is expected to be a significant catalyst for future development
at the Port of Miami and in the downtown Miami area.
RECREATION
There are numerous parks and playgrounds in the City. Each park provides different amenities,
from tennis and bocce courts to swimming pools and tot lots, to Vita courses and barbecue pits. There are
four (4) Vita courses, two (2) public swimming pools, and numerous tennis courts, including the Holtz
Tennis Stadium, which hosts championship, professional and amateur toumaments.
Offshore, the Gulf Stream provides a variety of game fish, while the Miami Beach Marina provides
an abundance of space to house boats as well as direct access to the Atlantic Ocean and the Gulf Stream.
The Marina is a private development on City owned, bay front land in the South Pointe area of the City.
Renovation has increased the number of boat slips to 388, making the Marina a first class facility and the
largest marina in the area.
ln the north part of the City, the public can enjoy a leisurely sail in the quiet waters of Biscayne
Bay from the Miami Beach Sailport. The facility, though open to all ages, was specially designed to teach
young adults the basic art of sailing on small prams.
The City owns two (2) championship golf courses that are open to the public. The two (2)
championship courses, Miami Beach Golf Course and Normandy, offer a clubhouse complete with a
restaurant, lounge and pro shop.
A-t7
733
APPENDIX B
Excerpts from Comprehensive Annual Financial Report
of the City of Miami Beach, Florida
for the Fiscal Year Ended September 34,2014
734
APPENDIX C
The Bond Resolution
735
APPENDIX D
Proposed Form of Opinion of Bond Counsel
736
APPENDIXE
Proposed Form of Opinion of Disclosure Counsel
737
Date of Delivery
City Commission of the
City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beach, Florida 33139
City of Miami Beach, Florida
Resort Tax Revenue Bonds
Series 2015
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 Resort Tax Revenue
Bonds, Series 2015 (the "Series 2015 Bonds"). The Series 2015 Bonds are being issued with the terms,
for the purposes and subject to the conditions set forth in Resolution No. No. 2015-_adopted by the
Mayor and City Commission of the City on October _, 2015 (the "Bond Resolution"), as described in
the Official Statement dated November _, 2015 relating to the Series 2015 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 2015 Bonds. To the extent that the opinions expressed herein relate to
or are dependent upon the determination that the proceedings and actions related to the authoization,
issuance and sale of the Series 2015 Bonds are lawful and valid under the laws of the State of Florida, or
that the Series 2015 Bonds are valid and binding obligations of the City enforceable in accordance with
their terms, or that interest on the Series 2015 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 2015 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 last sentence of this 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 officials of the City, Bond Counsel for the City, the Consulting Engineers
for the City in connection with the issuance of the Series 2015 Bonds, the Financial Advisors for the City,
the Underwriters for the issuance of the Series 2015 Bonds and Moskowitz, Mandell, Salim & Simowitz,
P.A., Counsel to the Underwriters, in which the contents of the Official Statement and related matters were
discussed.
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 2015
Bonds and the above-mentioned discussions, nothing has come to our attention which would lead us to
E-l
738
City Commission of the
City of Miami Beach, Florida
Date of Delivery
Page 2
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 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.
We are also of the opinion that the continuing disclosure undertaking set forth in the Resolution
and in the Disclosure Dissemination Agent Agreement of the City dated December _, 2015 and delivered
at the closing for the Series 2015 Bonds, satisfies the requirements set forth in Rule l5c2-12(b)(5) of the
United States Securities and Exchange Commission, as such requirements apply to the issuance of the
Series 2015 Bonds.
ln reaching the conclusions expressed herein we have, with your conculrence, assumed and relied
on, without independent verification, the genuineness and authenticity of all signatures not witnessed by
us, the authenticity of a[[ 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 opinions, 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 opinions expressed herein are based upon existing law 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 opinions expressed herein after the date hereof. The opinions
expressed herein represent our professional judgment, are not a guarantee of result, and are limited to the
laws of the State of Florida and the United States of America.
The opinions expressed herein are furnished by us as Disclosure Counsel to our client, the City,
and solely for the use of the addressee named above. Such opinions shall not extend to, and may not be
relied upon by, any other persons, firms, or corporations without our express prior written consent. The
opinions expressed herein are limited to the matters set forth herein, and to the documents referred to
herein, and do not extend to any other agreements, documents or instruments executed by the City. No
other opinion should be infened beyond the matters expressly stated herein.
Respectfully submitted,
LAW OFFICES OF STEVE E. BULLOCK, P.A.
E-2
739
APPENDIXF
Form of Disclosure Dissemination Agent Agreement
740
[APPENDIX G
Form of Specimen Municipal Bond Insurance Policyl
741
CITY OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds,
Series 2015
BOND PURCHASE AGREEMENT
November
-2015
Mayor and City Commission
City of Miami Beactu Florida
1700 Convention Center Drive
Miami Beactu Florida 33139
Ladies and Gentlemen:
Merrill Ly..ku Pierce, Fenner & Smith Incorporated (the "Senior Managing
Underwriter"), acting on behalf of itself and Citigroup Global Markets Inc., Morgan Stanley &
Co., LLC and Siebert Brandford Shank & Co., LLC (collectively, with the Senior Managing
Underwriter, the "lJnderwriters"), offer to enter into this Bond Purchase Agreement (this
"Purchase Agreement") with the City of Miami Beach, Florida (the "City"), Ior the sale by the
City and the purchase by the Underwriters of the City's $Resort Tax Revenue
Bonds, Series 2015 (the "Series 2015 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."
Capitalized 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.
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
(a)
742
(b)
City, and the City hereby agrees to sell to the Underwriters all (but not less than
all) of the Series 2015 Bonds for a purchase price equal to $100,431 ,270.05 (which
purchase price is the aggregate principal amount of the Series 2015 Bonds of
plus a net original issue premium of $and less an
Underwriters,discountof$-).ThepurchasepricefortheSeries2015
Bonds shall be payable to the City in immediately available funds.
In connection with the execution of this Purchase Agreement, the Senior
Managing Underwriter, on behalf of the Underwriters, has delivered to the City a
wire transfer credited to the order of the City in immediately available federal
funds in the aggregate amount of
Dollars ($-) (the "Good Faith Deposit"), which is being delivered to the
City on account of the purchase price of the Series 2015 Bonds and as security for
the performance by the Underwriters of their obligation to accept and to pay for
the Series 2015 Bonds, if the City does not accept this offer, the Good Faith
Deposit shall be immediately returned to the Senior Managing Underwriter by
wire transfer credited to the order of the Senior Managing Underwriter in the
amount of the Good Faith Deposit, in federal funds to the Senior Managing
Underwriter. In the event the hereinafter defined Closing takes place, the amount
of the Good Faith Deposit shall be credited against the purchase price of the Series
2015 Bonds pursuant to Section 1(a). ln the event of the City's failure to deliver the
Series 20L5 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 wire to the Senior Managing Underwriter in federal funds the Good
Faith Deposit without interest, and such wire shall constitute a full release and
discharge of ali 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 2015 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.
743
(c)The Series 2015 Bonds will be issued pursuant to the Constitution and the laws of
the State of Florida, in particular Chapter 67-930, Laws of Florida, Acts of 1.967 , as
amended, and Chapter 1.66, Florida Statutes, as amended from time to time, and
pursuant to the Miami Beach City Charter, as amended, and Chapter 102, Article
IV of the Miami Beach City Code, as amended, including as amended by an
ordinance (the "Resort Tax Ordinance") to be enacted by the Mayor and City
Commission of the City of Miami Beach, Florida (the "Commission") levying the
additional tax provided for in Section 5.03, Article IV of the Miami Beach City
Charter, as amended (collectively, the " Act"), and pursuant to the terms and
conditions of Resolution No. 2000-3582 adopted by the Mayor and City
Commission of the City of Miami Beach, Florida (the "Commission") on
November 21, 2007, and by Resolution No. 201,5-- adopted by the
Commission on October 21.,2015 (the "Bond Resolution"). The Series 2015 Bonds
will be secured as provided in the Bond Resolution. The Series 2015 Bonds shall
mafure and have such other terms and provisions as are described on Exhibit "B"
hereto. Proceeds of the Series 2015 Bonds will provide funds, together with other
available funds, to (i) pay the costs of certain capital improvements to the Miami
Beach Convention Center as described in the Bond Resolution (the "Series 2015
Project"), and (ii) pay costs of issuance of the Series 2015 Bonds[, including the
premium for a Reserve Account Insurance Policy]. It shall be a condition to the
obligation of the City to sell and deliver the Series 2015 Bonds to the
Underwriters, and to the obligation of the Underwriters to purchase and accept
delivery of the Series 2015 Bonds, that the entire aggregate principal amount of
the Series 2015 Bonds shall be sold and delivered by the City and accepted and
paid for by the Underwriters at the Closing.
The Underwriters agree to make a bona fide public offering of substantially all of
the Series 2015 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 2015 Bonds.
At the Closing, the Underwriters shall deliver to the City a certificate, in a form
acceptable to Bond Counsel, stating the facts of the sale of the Series 2015 Bonds in
a manner such that the issue price can reasonably be established.
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
(d)
(e)
744
(0
the applicable rules of the Municipal Securities Rulemaking Board ("MSRB"), with
respect to distribution of the Official Statement
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.
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 even! 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 metnner 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 2015 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 2015 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 (bX4) of the Rule.
The City hereby approves and authorizes the delivery and distribution of the
Preliminary Official Statement dated as of November 5, 2015 (the "Preliminary
(g)
745
(a)
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 2015
Bonds.
SECTION 2.
The City represents and warrants to and agrees with the Underwriters as follows:
The Bond Resolution and the Resort Tax Ordinance 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
Resort Tax Ordinance. On the date hereof, the Bond Resolution and the Resort
Tax Ordinance 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 Resort Tax Ordinance 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 Resort Tax
Revenues, for the payment of principal and interest on the Series 2015 Bonds on
parity and equal status with any other Bonds hereinafter issued under the Bond
Resolution (the "Parity Bonds").
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. ln addition, any amendments to
the Preliminary Official Statement and the Official Statement prepared and
fumished 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 2015 Bonds, the Bond Resolution, the Resort Tax
Ordinance and the Disclosure Dissemination Agent Agreement relating to the
Series 2015 Bonds (the "Continuing Disclosure Agreement") conform to the
descriptions thereof set forth in the Official Statement.
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
(b)
(c)
746
(d)
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
constifute 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 Resort Tax
Revenues, including the City's receipts of the Resort Tax Revenues in the amount
contemplated by the Official Statemen! and the execution and delivery of the
Series 2015 Bonds and the Continuing Disclosure Agreement; and this Purchase
Contract and the adoption of the Bond Resolution, the adoption and/or enactment
of the Resort Tax Ordinance, 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, indenfure, 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, 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 nafure 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 2015 Bonds and the
Bond Resolution.
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.
On the date hereoi 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.
The City has full right, power and authority to issue, sell and deliver the Series
2015 Bonds to the Underwriters as described herein; to provide funds to finance
the Series 2015 Project; to have enacted and/or adopted the ordinances and/or
resolutions which established the rates, fees, charges and other tax income which
comprise the Resort Tax Revenues; to enter into this Purchase Agreement, and the
Continuing Disclosure Agreement (collectively, the "Bond Documents"), to issue
and deliver the Series 2015 Bonds as provided in this Purchase Agreement and
the Bond Resolution, to apply the proceeds of the sale of the Series 2015 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.
(e)
(0
747
(e)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 2015 Bonds and the Bond Documents; authorized the
execution and delivery of the Official Statemenf and authorized the use of the
Official Statement in connection with the public offering of the Series 2015 Bonds.
The City represents that it will have no bonds or other indebtedness outstanding
that are secured by the Resort Tax Revenues, other than as described in the
Official Statement. All conditions and requirements of the Bond Resolution
relating to the issuance of the Series 2015 Bonds have been complied with or
fulfilled, or will be complied with or fulfilled on the date of Closing.
Since September 30, 201.4, there has been no material adverse change in the
financial position, results of operations or condition, financial or otherwise, of the
City or its Resort Tax Revenues 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.
No authorization, approval, consent or license of any govemmental body or
authority, not already obtained, is required for the valid and lawful execution and
delivery by the City of the Series 2015 Bonds, the Bond Documents, the Official
Statement, the adoption of the Bond Resolution and the adoption and/or
enactment of the Resort Tax Ordinance, 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 laws of the various
states.
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.
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,
govemmental 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 2015 Bonds or the collection of the Resort Tax Revenues, pledged to pay
the principal of and interest on the Series 2015 Bonds in the manner and to the
extent provided in the Bond Resolution, or the application of the proceeds of the
Series 2015 Bonds or in which an unfavorable decision, ruling or finding would
materially adversely affect the financial position of the City or the collections of its
Resort Tax Revenues or the validity or enforceability of the Series 2015 Bonds, the
(h)
(i)
(j)
(k)
748
(l)
Bond Resolution, the Resort Tax Ordinance or the Bond Documents; (iii)
contesting in any way the completeness or accuracy of the Official Statement; or
(iv) adversely affect the exclusion of interest on the Series 2015 Bonds from gross
income for federal income tax purposes.
When duly executed and delivered, the Series 2015 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.
The City will fumish 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 2015
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 2015 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 2015 Bonds; provided that the City will not be
required to qualify to do business or submit to service of process in any such
jurisdiction.
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.
A.y 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.
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 collection data as to the City and the Resort Tax Revenues, 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.
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
at the dates and for the periods indicated.
(m)
(n)
(o)
(p)
(q)
749
(.)
(s)
The City will provide to the rating agencies rating the Series 2015 Bonds
appropriate periodic credit information necessary for maintaining the ratings on
the Series 2015 Bonds.
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.
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.
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 2015 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.
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.
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 lJnderwriter,
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.
(t)
(u)
(v)
(w)
SECTION 3.
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 Resort Tax Ordinance.
SECTION 4.
At 10:00 a.m. (Eastern Time) on December 17,2015, 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
750
mentioned in Section 5(b) of this Purchase Agreement and shall release the Series 2015 Bonds, in
the form of one typewritten, fully registered bond with a CUSIP identification number thereon
for each maturity of the Series 2015 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 2015
Bonds and pay the purchase price of the Series 2015 Bonds as set forth in Section 1(a) of this
Purchase Agreement.
SECTION 5.
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 Resort Tax Ordinance 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 2015
Bonds shall be applied as described in the Official StatemenU and (iii) the
Commission shall have duly adopted and there shall be in fulI 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:
(ii)
the opinion of Bond Counsel with respect to the Series 2015 Bonds, dated
the date of Closing, substantially in the form attached to the Official
Statement as Appendix E, 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;
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 statements in the Official Statement under the captions
,,INTRODUCTION", "PURPOSE OF THE SERIES 2015 BONDS", "THE
SERIES 2015 BONDS" (except for information under the subheading
"Book-Entry Only System"), and "SECURITY FOR THE SERIES 2015
BONDS", and believe that, insofar as such statements purport to
summarize certain provisions of the Series 2015 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 MATIERS" and believe that such statements are
(i)
10
751
(iii)
accurate; and (C) the Series 2015 Bonds are exempt from the registration
requirements of the Securities Act of 1933, as amended (the "L933 Act")
and the Bond Resolution is exempt from qualification under the Trust
Indenture Act of 1.939, as amended (the "1939 Act");
the opinion of the Law Offices of Steve E. Bullock, P.A., Disclosure
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 they 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 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, (ii) the
Continuing Disclosure Agreement complies, in all material respects, with
the requirements of Rule 15(c)2-12(b)(5), and (iii) the Series 2015 Bonds are
exempt from the registration requirements of the L933 Act and the Bond
Resolution is exempt from qualification under the 1939 Act;
the opinion of Raul Aguila, Esq., Counsel to the City, 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 govemmental consents,
approvals and authorizations necessary for execution and delivery of the
Bond Documents, for issuance of the Series 2015 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 Resort Tax
Revenues, for the security of the Series 2015 Bonds on parity and equal
status with the Parity Bonds; (D) the Commission has duly adopted the
Bond Resolution and duly enacted and/or adopted the Resort Tax
Ordinance and approved the form, execution, distribution and delivery of
the Official Statemen! (E) the Series 2015 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,
(iv)
11
752
(v)
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 cour! 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 2015 Bonds, the Bond Resolution, the Resort Tax Ordinance, the
Bond Documents, or any of the kansactions 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 assessment or collection of the Resort Tax Revenues or the pledge of
the Resort Tax Revenues for the payment of the Series 2015 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 2015 Bonds, and compliance with the
provisions thereoi 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 tmst, indenfure, 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;
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 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
12
753
event affecting the City, the Series 2015 Project, the Resort Tax Revenues
or the Series 2015 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;
(vi) a customary signature certificate, dated the date of Closing, signed on
behalf of the City by the City Clerk of the City;
(vii) letters from Moody's lnvestors Service, Inc. ("Moody'r") and Standard &
Poor's Ratings Services ("S&P") addressed to the City, to the effect that the
Series 2015 Bonds have been assigned ratings of " _" (_ outlook) and
"
-"
(- outlook), respectively, which ratings shall be in effect as of
the Closing date;
(viii) a customary authorization and incumbency certificate, dated the date of
Closing, signed by authorized officers of the Bond Registrar;
(ix) copies of the Blue Sky Survey and Legal lnvestment Survey, If any,
prepared by Counsel to the Underwriters, indicating the jurisdictions in
which the Series 2015 Bonds may be sold in compliance with the "blue
sky" or securities laws of such jurisdictions;
(x) such additional documents as may be required by the Bond Resolution to
be delivered as a condition precedent to the issuance of the Series 2015
Bonds;
the opinion of Moskowitz, Mandell, Salim & Simowitz, P.A., counsel to
the Underwriters, dated the date of Closing and addressed to the
Underwriters, and covering such matters as the Senior Managing
Underwriter may reasonably request;
(xii) Executed or certified copies of the Bond Documents; and
(xiii) such additional legal opinions, proceedings, instruments and other
documents as the Senior Managing Underwriter, IJnderwriters' 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.
(xi)
13
754
SECTION 5.
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 2015 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; 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 2015 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.
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 2015 Bonds; and (iii) the cost of preparing, printing and distributing the
Blue Sky and Legal Investment Surveys, if any, and the filing fees, if any, required
by the "blue sky" laws of various jurisdictions.
(b)
SECTION 8.
The City acknowledges and agrees that: (i) the kansactions contemplated by this
Purchase Agreement are arm's length, commercial transactions between the City and the
Underwriters in which the Underwriters are acting solely as a principal and are not acting as a
municipal advisor, financial advisor or fiduciary to the City; (ii) the Underwriters have not
assumed any advisory or fiduciary responsibility to the City with respect to the transactions
contemplated hereby and the discussions, undertakings and procedures leading thereto
(irrespective of whether the Underwriters or their affiliates have provided other services or are
currently providing other services to the City on other matters); (iii) the only obligations the
Underwriters have to the City with respect to the transaction contemplated hereby expressly are
set forth in this Purchase Agreemen| (iv) the City has consulted its own financial and/or
t4
755
municipal, legal, accounting, tax, and other advisors, as applicable, to the extent it has deemed
appropriate and (v) the Underwriters have financial and other interests that differ from those of
the City, The primary role of the Underwriters is to purchase the Series 2015 Bonds for resale to
investors, in an arm's-length commercial transaction between the City and the Underwriters.
SECTION 9.
The Underwriters shall have the right to cancel their obligations hereunder if the Senior
Managing Underwriter notifies the City in writing of their 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 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 .u-t 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 lntemal Revenue Service shall be made or proposed having the purpose or
effect of imposing federal income taxation, or any other event shall have occurred
which results in or proposes the imposition of federal 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 2015 Bonds
which, in the Senior Managing Underwriter's opinion, materially and adversely
affects the market price of the Series 2015 Bonds.
Any legislation, ordinance, rule, or regulation shall be introduced in or be enacted
by any govemmental 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 lJnderwriter's
reasonable opinion, materially adversely affects the market price of the Series
2015 Bonds.
A stop order, ruling, regulation, or official statement by, or on behalf of, the SEC
or any other govemmental agency having jurisdiction of the subject matter shall
be issued or made to the effect that the issuance, offering, or sale of obligations of
(b)
(c)
15
756
(d)
the general character of the Series 2015 Bonds, or the issuance, offering, or sale of
the Series 2015 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 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.
Legislation shall be introduced by amendment or otherwise in, or be enacted by,
the Congress of the United States of America t 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 2015 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
2015 Bonds, as contemplated hereby or by the Official Statement.
Any event shall have occurred, or information shall have become known, which,
in the Senior Managing Underwriter's reasonable opinion, makes untrue it u.y
material respect any representation by or certificate of the City hereunder, or any
statement or information fumished to the Underwriters by the City for use in
connection with the marketing of the Series 2015 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.
Additional material restrictions not in force as of the date hereof shall have been
imposed upon trading in securities generally by any govemmental authority or
by any national securities exchange.
The New York Stock Exchange or any other national securities exchange, or any
govemmental authority, shall impose, as to Series 2015 Bonds or obligations of
the general character of the Series 2015 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.
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.
(e)
(0
(g)
(h)
t6
757
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 2015 Bonds by the City or the purchase, offering, sale, or distribution
of the Series 2015 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 National Association of Securities Dealers, Inc. relating to the issuance, sale,
or delivery of the Series 2015 Bonds by the City or the purchase, offering, sale, or
distribution of the Series 20L5 Bonds by the Underwriters.
There shall have occurred any new outbreak or escalation of hostilities, any
declaration by the United States of war or any national or intemational 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 make
it impracticable or inadvisable for the Underwriters to market the Series 2015
Bonds or to enforce contracts for the sale of the Series 2015 Bonds.
Prior to Closing, any of the rating agencies which have rated the Series 2015
Bonds shall inform the City or the Underwriters that the Series 2015 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.
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 20L5 Bonds or
the ability of the Underwriters to enforce contracts of the sale of the Series 2015
Bonds.
SECTION 1.0.
Any notice or other communication to be given under this Purchase Agreement may be
given by delivering the same in writing as follows:
(i)
0)
(k)
(t)
77
758
To the City at:
City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beactr, FL 33139
Attention: John Woodruff, Interim Chief Financial Officer
To the Underwriters (as the Senior Managing Underwriter, the representative on behalf
of the Underwriters) at:
Merrill Ly..tu Pierce, Fenner & Smith Lrcorporated
355 Alhambra Circle, Suite 1360
Coral Gables, Florida 33134
Attention: Jose R. Pagan
SECTION 1-1.
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.
SECTION 12.
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 2015 Bonds hereunder regardless of any investigation
made by or on behalf of the Underwriters.
SECTION 1-3.
This Purchase Agreement shall be govemed by and construed in accordance with the
laws of the State of Florida.
SECTION 14.
This Purchase Agreement may be executed i. *y number of counterparts, each of which
shall be deemed an original, but all of which together shall constitute one and the same
agreemen! such counterparts may be delivered by facsimile transmission.
[Signature Page to Follow]
18
759
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,
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED, on behalf of itself and
CITIGROUP GLOBAL MARKETS INC.,
MORGAN STANLEY & CO., LLC and SIEBERT
BRANDFORD SHANK & CO., LLC
Name:Jose R. Pagan
Title : Authorized Representative
Accepted and confirmed as of the
date first above written:
CITY OF MIAMI BEACH, FLORIDA
Name: Philip Levine
Title: Mayor
By,
APPRO/ED AS TO
fOnr.ll &LANGUAGE
&FOB DGCUNON
f^o Cr'\-rst'
DdoCltyAitotneY
19
760
EXHIBIT A
(Disclosure and Truth-in-Bonding Statement)
CITY OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds
Series 2015
November
-2015
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 Resort Tax Revenue Bonds, Series 2015 (the "Series 2015 Bonds"), Merrill Lynch,
Pierce, Fenner & Smith lncorporated (the "Senior Managing Underwriter"), acting on behalf of
itself and Citigroup Global Markets Inc., Morgan Stanley & Co., LLC and Siebert Brandford
Shank & Co., LLC (collectively, with the Senior Managing Underwriter, the "I-Jnderwriters"), has
agreed to underwrite a public offering of the Series 2015 Bonds. Arrangements for underwriting
the Series 2015 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 Stafutes, as amended, certain information in respect of the arrangements contemplated
for the underwriting of the Series 2015 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 2015
Bonds are set forth in schedule A-1 attached hereto.
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
(b)
Exhibit A-1
761
(d)
(c)
(e)
(0
or to exercise or attempt to exercise any influence to effect any transaction in
connection with the purchase of the Series 2015 Bonds by the Underwriters.
The total underwriting spread is $_ ($__J$1,000 of Bonds).
The Management Fee is $0 ($0/$1,000 of Bonds).
TheUnderwriters,Expensesare$-($/$1,000ofBonds).
No other fee, bonus or other compensation has been or will be paid by the
Underwriters in connection with the issuance of the Series 2015 Bonds to any
person not regularly employed or retained by the LJnderwriters, except
Underwriters' Counsel, Moskowitz, Mandell, Salim & Simowitz, P.A., as shown
on Schedule A-1 hereto, including any "finder" as defined in Section
218.386(1Xa), Florida Statutes, as amended.
The names and addresses of the Underwriters are:
Merrill Lynch, Pierce, Fenner & Smith Incorporated
355 Alhambra Circle, Suite 1360
Coral Gables, Florida 331,34
Attention: Jose R. Pagan
Citigroup Global Markets Inc.
100 North Tampa Street, Suite 3750
Tampa, Florida 33602
Attn: Kevin Dempsey
Morgan Stanley & Co., LLC
2400 East Commercial Blvd., Suite 1200
Fort Lauderdale, Florida 33308
Attn:J.W. Howard
Siebert Brandford Shank & Co., LLC
1025 Connecticut Avenue NW, Suite 1202
Washington, DC 20036
Attn:Jon Kim
(h)TheCityisproposingtoissue$-principalamountoftheSeries2015
Bonds, as described in the Official Statement dated November 5, 2015 relating to
the Series 2015 Bonds (the "Official Statement"). These obligations are expected
to be repaid over a period of approximately _ years. At a true interest cost rate
of _"/q total interest paid over the life of the Series 2015 Bonds will be
$_. Proceeds of the Series 2015 Bonds will provide funds, together with
(g)
Exhibit A-2
762
other available funds, to (i) pay the costs of certain capital improvements to the
Miami Beach Convention Center, and (ii) pay costs of issuance of the Series 2015
Bonds.
(i) The anticipated source of repayment or security for the Series 2015 Bonds is the
Resort Tax Revenues (as defined in the Bond Resolution, which in turn is defined
in the Purchase Agreement). Authorizing these obligations will result in an
aVerageannualamountofapproximately$-(totaldebtservicedivided
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 2015 Bonds.
[Remainder of page intentionally left blank]
Exhibit A-3
763
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,
MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED, on behaif of itself and
CITIGROUP GLOBAL MARKETS INC., MORGAN
STANLEY & CO., LLC and SIEBERTBRANDFORD
SHANK & CO., LLC
Name:Jose R. Pagan
Title: Authorized Representative
By,
Exhibit A-4
764
SCHEDULE " A-1"
DETAILED BREAKDOWN OF UNDERWRITERS' DISCOUNT
$_
CITY OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds
Series 2015
Soread Breakdown+
Average Takedown
Expenses
Total
Expense Breakdown
Underwriter's Counsel
DTC
Ipreo
CUSIP
Miscellaneous
Total
s/$1,000
$
$/s1.000
$
Amount
$
Amount
Schedule A-1
765
EXHIBIT B
$
CITY OF MIAMI BEACH, FLORIDA
Resort Tax Revenue Bonds
Series 2015
MATURITIES, PRINCIPAL AMOUNTS,INTEREST RATES, YIELDS AND PRICES
$_ Serial Bonds
Maturity Principal
(Seotember 1) Amount lnterest Rate Yield Price
$-
-%
Term Bond Due September 1,20 ; Yield
-%;
Price
-
* Yield and price to the first optional redemption date of September 1,20-.
Exhibit B-1
766
Redemption Provisions
Ootional Redemotion
The Series 2015 Bonds maturing on or before September 1., 20- are not subject to
redemption prior to maturity. The Series 2015 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 L,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 2015 Bonds to be
redeemed, together with accrued interest to the date fixed for redemption and without premium.
Mandatorv Sinkins Fund Redemotion
The Series 2015 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:
Due
(September 1)
Amortization
Reouirement+
* Final maturity.
Exhibit B-2
767
-8 1 3 1 -5280 I 2t AMERTCAS
DISCLOSURE DISSEMINATION AGENT AGREEMENT
This Disclosure Dissemination Agent Agreement (the "Disclosure Agreement"), dated as
of , 2015, 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 ofthe 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 dehned). The capitalized terms shall have the
following meanings:
"Annual Filing Date" means the date, set in Sections 2(a) and2(D,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 (bX5Xi) 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 (bx5)(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 CUSIP
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
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.
768
-81 31 -5280 l2l AMERTCAS
"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 t 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.
"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, intemrptions 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, intemrptions in Internet service or telephone service (including due to a virus,
electrical delivery problem or similar occuffence) 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 perfornance 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 (bX5Xi)(C) of the Rule
and listed in Section 4(a) of this Disclosure Agreement.
"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
arangement 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"
769
-81 31 -5280/2/AMERtCAS
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 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 ended September 30,2015. 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 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
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.
(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;
770
-81 31 -5280/2/AMERtCAS
(iiD 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 the Section of this Disclosure Agreement indicated:
1. "Principal and interest payment delinquencies," pursuant to
Sections 4(c) and (a)(1);
2. "Non-Payment related defaults, if material," pursuant to Sections
4(c) and a@)Q);
3. "Unscheduled draws on debt service reseryes reflecting financial
difficulties," pursuant to Sections 4(c) and a(a)(3);
4. "Unscheduled draws on credit enhancements reflecting financial
difficulties," pursuant to Sections 4(c) and a@)@);
5. "Substitution of credit or liquidity providers, or their failure to
perform," pursuant to Sections 4(c) and a(a)(5);
6. "Adverse tax opinions, the issuance by the Intemal 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," pursuant to Sections 4(c) and a@)$);
7 . "Modifications to rights of securities holders, if material," pursuant
to Sections 4(c) and a@)Q);
8. "Bond calls, if material, and tender offers" pursuant to Sections
4(c) and a(a)(8);
9. "Defeasances," pursuant to Sections 4(c) and 4(a)(9);
10. "Release, substitution, or sale of property securing repa5rment of
the securities, if material," pursuant to Sections 4(c) and a(a)(10);
1 1. "Rating changes," pursuant to Sections 4(c) and a(aX1 1);
12. "Bankruptcy, insolvency, receivership or similar event of the
obligated person," pursuant to Sections 4(c) and a@)Q2);
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
771
-81 31 -5280/2/AMERTCAS
agreement relating to any such actions, other than pursuant to its terms, if
material," pursuant to Sections 4(c) and 4(a)(13); and
14. "Appointment of a successor or additional trustee or the change of
name of a trustee, if material," pursuant to Sections 4(c) and a(a)(l4).
(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, identiffing 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.
(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.
(0 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 10:00
a.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
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
[with respect to Resort Tax Revenues] for
contain the following Annual Financial Information
the prior Fiscal Year: the information in the Official
" and tt ".Statement under the captions "
(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
772
-81 31 -5280/2iAMERtCAS
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-payrnent related defaults, if material;
3. Unscheduled draws on debt service reserves reflecting financial
difficulties;
4. Unscheduled draws on credit enhancements relating to the Bonds
reflecting financial diffi culties;
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;
I l. 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 fficer for an
Obligated Person in a proceeding under the U.S. Banhuptcy 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 goyernmental body and fficials or oficers 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 goyernmental authority having supervision or jurisdiction over
substantially all of the assets or business of the Obligated Person.
773
-81 31 -5280/2/AMERtCAS
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; and
14. Appointment of a successor or additional trustee or the change of name of
a trustee, if material.
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) and shall be accompanied by a Certification. Such notice or Certification shall
identiff 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 (bxii) 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.
774
-81 31 -5280/2/AMERtCAS
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
1933 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.Voluntarlz 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 Reportine Oblieation. 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 fulI 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 Agent under this
Disclosure Agreement. The Issuer may, upon thirty 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,
altemately, 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
775
-81 31 -5280/2/AMERtCAS
Dissemination Agent may resign at any time by providing thirty days' prior written notice to the
Issuer.
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 11. 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 veriff
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 extemal) 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 identiffing 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
9
776
-8 1 3 1 -5280 I 2t AMERTCAS
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
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 lqss 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 Resort
Tax Revenues to pay any costs and expenses to be incurred in the performance of this Disclosure
Agreernent by it, and the performance of its obligations hereunder shall be subject to the availability
of Resort Tax Revenues for that purpose. 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 deerned 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 Underwriter, 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. Countemarts. 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.
10
777
-81 31 -5280/2/AMERTCAS
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:
CITY OF MIAMI BEACH, FLORIDA,
as Issuer
By:
John Woodruff
Interim Chief Financial Officer
APPRO/EDASTO
FORM & IANGUAGE
& FOR EGCI.ITION
CltyArbrnsy Rnf Dds -
11
778
-81 31 -5280/2/AMERtCAS
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: Resort Tax Revenue Bonds, Series 2015
Date of Issuance:
Date of Official Statement:
CUSIP Numbers:
2015
201s
A-1
779
4131-5280t2tAMERtCAS
EXHIBIT B
NOTICE TO MSRB OF FAILURE TO FILE ANNUAL RE,PORT
Issuer:City of Miami Beach, Florida
Obligated Person: City of Miami Beach, Florida
Name of Bond Issue: Resort Tax Revenue Bonds, Series 2015
Date of Issuance:,2015
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 , 2015, 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
780
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA AUTHORIZING THE ISSUANCE OF NOT
TO EXCEED $8O,OOO,OOO IN AGGREGATE PRINCIPAL AMOLINT OF CITY
OF MIAMI BEACH, FLORIDA PARKING REVENUE BONDS, SERIES 2015,
FOR THE PRINCIPAL PURPOSE OF PAYING THE COST OF CERTAIN
IMPROVEMENTS TO THE PARKING SYSTEM, PURSUANT TO SECTION
209 OF RESOLUTION NO. 2010-27491 ADOPTED BY THE CITY ON
SEPTEMBER 20, 2010; PROVIDING THAT SAID SERIES 2015 BONDS AND
INTEREST THEREON SHALL BE PAYABLE SOLELY AS PROVIDED IN
SAID RESOLUTION NO. 2OIO-27491 AND THIS RESOLUTION;
PROVIDING CERTAIN DETAILS OF THE SERIES 2OI5 BONDS;
DELEGATING OTHER DETAILS AND MATTERS IN CONNECTION WITH
THE ISSUANCE OF THE, SERIES 2015 BONDS, INCLUDING WHETHER
THE SERIES 2015 BONDS SHALL NOT BE SECURED BY THE RESERVE
ACCOLINT AND WHETHER TO SECURE A CREDIT FACILITY AND/OR A
RESERVE ACCOLINT INSURANCE POLICY, TO THE CITY MANAGER,
WITHIN THE LIMITATIONS AND RESTRICTIONS STATED HEREIN;
APPOINTING LINDERWzuTERS, A BOND REGISTRAR AND A
DISCLOSURE DISSEMINATION AGENT; AUTHORIZING THE
NEGOTIATED SALE OF THE SERIES 2015 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 2OI5
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 2015 BONDS AND CREATING CERTAIN FUNDS, ACCOLINTS
AND SUBACCOUNTS; AUTHORIZING A BOOK-ENTRY REGISTRATION
SYSTEM WITH RESPECT TO THE SERIES 2015 BONDS; COVENANTING
TO PROVIDE CONTINUING DISCLOSURE IN CONNECTION WITH THE
SERIES 2OI5 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 Parking System (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 its (i) $17,155,000 original principal amount
of City of Miami Beach, Florida Parking Revenue Refunding Bonds, Series 2010A, currently
Outstanding in the principal amount of $10,395,000, and (ii) $27,405,000 original principal
003 -4 43O -s4 4 6 I 2 lAM E R r CAS
781
amount of City of Miami Beach, Florida Parking Revenue Bonds, Series 2010B, all of which are
currently Outstanding, pursuant to Resolution No. 2010-27491 adopted by the Commission on
September 20,2010 (the "Original Resolution" and as amended and supplemented from time to
time, the "Bond Resolution"); and
WHEREAS, the City has determined that certain improvements to the Parking System as
more particularly described in Exhibit A attached hereto and made a part hereof (the "Series
2015 Project") are necessary and desirable; and
WHEREAS, Section 209 of the Original Resolution provides for the issuance of
Additional Bonds under the Bond Resolution for the principal purpose of paying all or any part
of the Cost of any Improvements, upon meeting certain conditions contained in said Section 209;
and
WHEREAS, the Series 2015 Project constitutes Improvements under the Bond
Resolution; and
WHEREAS, the City has determined that it is desirable to issue Additional Bonds (the
"Series 2015 Bonds") pursuant to the provisions of Section 209 of the Original Resolution and
this resolution, which constitutes a Series Resolution for the Series 2015 Bonds under the Bond
Resolution, for the purpose of paying, together with any other available moneys of the City, the
Cost of the Series 2015 Project and funding as necessary the Reserve Account; 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 and RBC Capital Markets, LLC, formerly RBC Capital Markets Corporation, the City's
Financial Advisor, the determination of various terms of the Series 2015 Bonds, whether the
Series 2015 Bonds shall not be secured by the Reserve Account, whether to secure a Credit
Facility and/or Reserve Account Insurance Policy with respect to the Series 2015 Bonds, the
final award of the Series 2015 Bonds and certain other actions in connection with the issuance of
the Series 2015 Bonds, all as provided and subject to the limitations contained herein; and
WHEREAS, the City has determined that due to the character of the Series 2015 Bonds,
current favorable 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 2015 Bonds; and
WHEREAS, in connection with the issuance of the Series 2015 Bonds, the requirements
of Ordinance No. 2007 -3582, adopted by the Commission on November 21, 2007 , including the
holding of two public hearings, have been complied with prior to the adoption of this Series
Resolution;
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.
003 -4 430 -5 4 46 / 2 IAM E R rCAS
782
SECTION 2. A Series of Additional Bonds of the City in an aggregate principal amount
not to exceed $80,000,000 is authorizedto be issued pursuant to, and subject to the conditions of,
Section 209 of the Original Resolution and the authority granted to the City by the Act, for the
purpose of paying, togetherwith any other available moneys, the Cost of the Series 2015 Project
and funding as necessary the Reserve Account. The Series 2015 Bonds shall be designated "City
of Miami Beach, Florida Parking Revenue Bonds, Series 2015," 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 2015 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, but not to exceed the
maximum rate permitted by law, shall be stated to mature on such dates, but not later than
September 30,2045, 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 2015 Bonds (the "Series 2015 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 2015 Bonds shall be payable in accordance with the
provisions of the Bond Resolution. The execution of the Series 2015 Mayor's Certificate shall
be conclusive evidence of the City's approval of the details of the Series 2015 Bonds.
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 andlor a Reserve Account Insurance Policy with respect to
all or a portion of the Series 2015 Bonds, the City Manager is authorized to secure a Credit
Facility and/or a Reserve Account Insurance Policy with respect to all or a portion of the Series
2015 Bonds. The City Manager is authorized to provide forthe payment of anypremiums for
such Credit Facility and/or Reserve Account Insurance Policy from the proceeds of the Series
2015 Bonds. The Mayor is authorized, after consultation with the City Attomey, to enter into,
execute and deliver such agreements as may be necessary to secure such Credit Facility and,/or
Reserve Account Insurance Policy, 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/or Reserve Account Insurance Policy and of such agreements.
Any agreements with any providers of Credit Facility andlor Reserve Account Insurance Policy
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 2015
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
003-4430-s446 /2 IAM ERTCAS
783
such payments; provided, however, that to the extent so determined by the City Manager, in
reliance upon the recommendations of the Chief Financial Officer and the Financial Advisor, the
Series 2015 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
created under the Bond Resolution.
SECTION 4. It is hereby found and determined that due to the character of the Series
2015 Bonds, current favorable market conditions, the uncertainty inherent in a competitive
bidding process and the recommendations of the Financial Advisor, the negotiated sale of the
Series 2015 Bonds is in the best interest of the City. The negotiated sale of the Series 2015
Bonds to J.P. Morgan Securities LLC (the o'Senior Managing Underwriter") on behalf of itself
and SunTrust Robinson Humphrey, Inc. and Estrada Hinojosa & Company, 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 99Yo of the
aggregate principal amount of the Series 2015 Bonds (the "Minimum Purchase Price") and at a
true interest cost rate ("TIC") not to exceed 6.00% (the "Maximum TIC"). The City Manager,
after consultation with the Chief Financial Officer and the Financial Advisor, is hereby
authorized to award the Series 2015 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 2015 Bond Purchase Agreement (as 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 2015 Bonds.
SECTION 5. Upon compliance with the requirements of Section 278.385, Florida
Statutes, by the Underwriters, the Commission hereby authorizes the Mayor to execute and
deliver a Bond Purchase Agreement for the Series 2015 Bonds (the "Series 2015 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 Attomey. The
execution of the Series 2015 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 2015 Bond Purchase
Agreement.
SECTION 6. The Bond Registrar is hereby authorized and directed to authenticate the
Series 2015 Bonds and to deliver the Series 20i5 Bonds to or upon the order of the Underwriters
upon pa).rnent of the purchase price, as shall be set forth in the Series 2015 Bond Purchase
Agreement, and satisfaction of the conditions contained in Section 209 of the Original
Resolution.
SECTION 7. The proposed Preliminary Official Statement (the "Series 2015
Preliminary Official Statement") and Official Statement (the "Series 2015 Official Statement")
in connection with the issuance of the Series 2015 Bonds are hereby approved in substantially
the form of the Series 2015 Preliminary Official Statement 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
o03 -4 43O -54 46 / 2 / AM E R r CAS
784
execution of the Series 2015 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 2015
Preliminary Official Statement and the Series 2015 Official Statement. The distribution of said
Series 2015 Preliminary Official Statement in connection with the marketing of the Series 2015
Bonds and the execution and delivery of the Series 201 5 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 Attomey, is hereby authorized to make any necessary
certifications to the Underwriters regarding a near final or deemed final preliminary official
statement, if and to the extent required by Rule l5c2-12 of the United States Securities and
Exchange Commission (the "Rule").
SECTION 8. The proceeds of the Series 2015 Bonds shall be applied in accordance
with the provisions of Section 209 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 2015 Bonds, including, to the extent provided in such certificate, for the payment of
interest accruing on the Series 2015 Bonds prior to, during and after construction of the Series
2015 Project.
In accordance with the provisions of the Bond Resolution, there is hereby created within
the Construction Fund a "Series 2015 Construction Account" and within said Series 2015
Construction Account, a "Series 2015 Construction Subaccount" for the deposit of proceeds of
the Series 2015 Bonds to be applied to the payment of the Cost of the Series 2015 Project, other
than the portion thereof representing expenses incurred in the issuance of the Series 2015 Bonds,
and a "Series 2015 Cost of Issuance Subaccount" for the deposit of proceeds of the Series 2015
Bonds to be applied to the payment of expenses incurred in the issuance of the Series 2015
Bonds.
The proceeds of the Series 2015 Bonds shall be invested in accordance with the
provisions of Section 602 of the Original Resolution in Investment Obligations as determined by
the Chief Financial Officer.
SECTION9. In connection with the issuance of the Series 2015 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 2015 Arbitrage Rebate Fund," which
shall be held by the City and constitute an Arbitrage Rebate Fund under the Bond Resolution.
SECTION 10. The Series 2015 Bonds shall be executed in the form and manner
provided in the Bond Resolution. The Series 2015 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
2015 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 2015 Bonds ceases to be in effect, the Series 2015 Bonds shall be issued in fully
certificated form.
0o3 -4430-s446 / 2 lA M E R rCAS
785
SECTION I 1. For the benefit of the Holders and beneficial owners from time to time of
the Series 2015 Bonds, the City agrees, in accordance with and as the only obligated person with
respect to the Series 2015 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 2015 Continuing Disclosure
Agreement"), with Digital Assurance Certif,rcation, L.L.C. ("DAC"), which is hereby appointed
as disclosure dissemination agent with respect to the Series 2015 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
Attomey. The execution of the Series 2015 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 2015 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 2015 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 2015 Continuing Disclosure Agreement.
The Chief Financial Officer is fuither authorized to establish procedures in order to
ensure compliance by the City with the Series 2015 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 12. U.S. Bank National Association is hereby appointed as Bond Registrar for
the Series 2015 Bonds.
SECTION 13. In any case where the date of maturity of interest on or principal of the
Series 2015 Bonds or the date fixed for redemption of Series 2015 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 date of maturity or the date fixed for redemption, and no
interest shall accrue for the period after such date of maturity or redemption.
SECTION 14. 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 2015
Bonds, the Bond Resolution, the Series 2015 Bond Purchase Agreement, the Series 2015
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 2015 Bonds,
the Bond Resolution, the Series 2015 Bond Purchase Agreement, the Series 2015 Continuing
Disclosure Agreement and this Series Resolution.
003 -4 430 -s 446 / 2 lA M E RI CAS
786
SECTION 15. This Series Resolution shall become effective immediately upon its
adoption.
PASSED AND ADOPTED this day of October, 2015.
Mayor
(Seal)
Attest:
City Clerk
APPROVEDASTCI
FORM A LANGUAGE
& FOR DGCUNON
.!-I.J-1(,;.ls
GltyAnmsy
oo3-4 430 -5446 I 2 IAM ER I CAS
787
EXHIBIT A
SERIES 2015 PROJECT
The Series 2015 Project consists of a parking structure and improvements to a surface
parking lot to service the Miami Beach Convention Center.
The Commission may approve by resolution other Improvements as part of the Series
2015 Project in addition to and/or in lieu of the above Improvements.
003-4430-5446/ 2 IAMERTCAS
A-t
788
SEB DRAFT - O9l21l15
PRf,LIMINARYOt'l'tcIAl,S'IATEiVIENTDATEDNOVENTBER .2015
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 ofcertain representations, interest on the
Series 2015 Bonds is excludedfrom gross incomeforfederal income tax purposes and is not an item of
tax preferencefor purposes of thefederal alternative minimum tax imposed on individuals and corporations
and (ii) the Series 2015 Bonds and the income thereon are exemptfrom 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 2015 Bonds
may be subiect to certain federal taxes imposed only on certain corporations, including the corporate
alternative minimum tax on a portion of that interest. For a more complete discussion of the tax aspects
relating to the Series 2015 Bonds, see the discussion under the heading "TAX MATTERS" herein.
---,.-,---$65,000,000*
CITY OF MIAMI BEACH, FLORIDA
PARIilNG REVENUE BONDS
SERIES 2015
Dated: Date of Delivery Due: September l, as shown on inside cover page
The City of Miami Beach, Florida Parking Revenue Bonds, Series 2015 (the "series 2015 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 2015 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 2015 Bonds. Purchasers will not
receive certificates representing their ownership interests in the Series 2015 Bonds purchased. See
"DESCRIPTION OF THE SERIES 2015 BONDS - Book-Entry Only System" herein. Interest on the
Series 2015 Bonds will accrue from their date of delivery and will be payable on March l, 2016 and
semiannually on each September 1 and March I thereafter. U.S. Bank National Association, Jacksonville,
Florida, will serve as the initial bond registrar and paying agent (collectively, the "Bond Registrar") for the
Series 2015 Bonds. While the Series 2015 Bonds are registered through the DTC book-entry only system,
principal of and interest on the Series 2015 Bonds will be payable by the Bond Registrar to DTC.
The Series 2015 Bonds are being issued for the purpose of providing funds to (i) finance a portion
of the costs of acquiring and constructing a new parking garage as a component of the renovations to be
made to the City's Convention Center; (ii) fund a deposit to the Reserve Account, if necessary, including
the cost of any Reserve Account Insurance Policy or Reserve Account Letter of Credit determined by the
City to be advisable (as such terms are hereinafter defined); and (iii) pay the costs of issuing the Series
2015 Bonds, including the premium for a municipal bond insurance policy, if any. See "PURPOSE OF
THE ISSUE" herein.
The Series 2015 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 Parking System 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 of the City of
Miami Beach, Florida Parking Revenue Refunding Bonds, Series 2010,{ and the City of Miami Beach,
789
Florida Parking Revenue Bonds, Series 20108, and (ii) that may be granted by the City in favor of
Additional Bonds, Refunding Bonds, Alternative Parity Debt and parity Short-Term lndebtedness. See
"SECURITY AND SOURCES OF PAYMENT" herein.
The Series 2015 Bonds are subject to optional and mandatory sinking fund redemption prior to
maturity as described herein.
THE CITY IS OBLIGATED TO PAY THE PRINCIPAL OF AND INTEREST ON THE SERIES
2OI5 BONDS SOLELY FROM THE PLEDGED REVENUES. THE SERIES 2OI5 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 2015 BONDS. ISSUANCE OF THE SERIES 2015 BONDS
SHALL NOT DIRECTLY, INDIRECTLY OR CONTINGENTLY OBLIGATE THE CITY, MIAMI-DADE
COUNTY, FLORIDA, THE STATE OF FLORIDA OR ANY POLITICA.L 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
2OI5 BONDS, EXCEPT AS PROVIDED IN THE RESOLUTION.
The City may elect to purchase a municipal bond insurance policy to be delivered by a
municipal bond insurance provider concurrently with the delivery of the Series 2015 Bonds to
guarantee timely payment of the principal of and interest on the Series 2015 Bonds, or one or more
maturities of the Series 2015 Bonds, and may elect to satisfy any Reserve Account Deposit
Requirement upon issuance of the Series 2015 Bonds with a Reserve Account Insurance Policy or
Reserve Account Letter of Credit.
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 to obtain information essential to the
making of an informed investment decision.
The Series 2015 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 uponfor the City by Raul J. Aguila, Esquire, Miami Beach,
Florida, 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. Greenberg Traurig,
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 2015 Bonds. It is expected that the Series 2015 Bonds will be availablefor delivery through DTC
in New York, New York on or about December , 2015.
J.P. Morgan
SunTrust Robinson Humphrey
Dated: November _,2015
Estrada Hinojosa & Company, Inc.
790
* Preliminary, subject to change.
Red herring: This Preliminaty Olficictl Stqtement and the inJbnnation contctined herein are subject to
amentlment and completion without notic'e. 'lhe Sefies 2015 Bontls may nol be sold and olfers to buy may,,
nttt be trcc'epted prictr to the time lhe OlJic'ial Stotement is delivered in final form. Untler no circurnstqnces
shall this Preliminttry OfJiciol Statement constitute an offer to sell or the solicitation o-f ttn rffir to buy, nor
shall there be on-r- sale of'the Series 2015 Boncls in any jttrisdiction in vvhich such o.f./er, solicitation or strle
,,vould he unlau.,fiil prior to registration nr qualifi<:crtion under the securities /arvs of an.t, such jurisdiction
791
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES,
PRICES, YIELDS AND INITIAL CUSIP NUMBERS*I
$ Series 2015 Serial Bonds
Due
GgptemUer_1)
2016
2017
2018
20t9
2020
202t
2022
2023
2024
202s
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
Principal
Amount
lnterest
Rate
%
Price Yield
%
Initial
CUSIP Number
593235-
593235-
59323s-
593235-
593235-
s9323s_
593235-
593235-
59323s-
s93235-
593235-
593235-
s9323s_
593235-
593235-
593235-
593235-
593235-
593235-
593235-
59323s-
s9323s_
593235-
59323s-
593235-
593235-
593235-
593235-
593235-
593235
792
$_ _% Series 2015 Term Bonds Due Septemb er l, 20-- Price: _ I Yield: _o/o
Initial CUSIP Number: 593235
* Preliminary, subject to change.
t Neither the City nor the Underwriters is responsible for the use of CUSP Numbers, nor is any representation
made as to their correctness. The CUSIP Numbers are included solely for the convenience of the readers of this
Official Statement.
793
City Manager_
Jimmy L. Morales, Esquire
Interim Chief Financial Officer
John Woodruff
Bond Counsel
Squire Patton Boggs (US) LLP
Miami, Florida
Financial Advisor
RBC Capital Markets, LLC
St. Petersburg, Florida
CITY OF MIAMI BEACH, FLORIDA
MAYOR
Philip Levine *
VICE MAYOR
Edward L. Tobin *
CITY COMMISSION
Michael Grieco, Commissioner
Joy Malakoff, Commissioner
Micky Steinberg, Commissioner
Deede Weithom, Commissioner *
Jonah Wolfson, Commissioner *
ADMINISTRATION
Assistant City Manager
Kathie G. Brooks
Parking Director
Saul Frances
CONSULTANTS
City Attornelt
Raul J. Aguila, Esquire
City Clerk
Rafael E. Granado, Esquire
Disclosure Counsel
Law Offices of Steve E. Bullock, P.A.
Miami, Florida
Independent Auditors
Crowe Horwath LLP
Fort Lauderdale, Florida
* The Mayor is running against a single opponent in the general election of the City to be held on November 3,
2015. In addition, a new commissioner will be elected in such general election for the City Commission seat for
Districts IV, V and VI or, if required because a candidate did not receive more than fifty percent (50%) of the
votes cast in the general election, in a run-off election. If required, the run-off election will be held on November
17,2015. The results of the election are expected to be certified by the current Mayor and Cify Commission in
a meeting to be held sometime after the general election or, if a run-off election is held, after the run-off election.
The current Mayor and City Commission are expected to serve until newly elected members have been seated.
794
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 2015 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 idormation in this Official Statement in accordance with, and as part
of, their 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 2015
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 ol 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," 'oproject," "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 forwardJooking 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 2OI5 BONDS HAVENOTBEENREGISTEREDUNDERTHE 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 2015 BONDS
FROM REGISTRATION OR QUALIFICATION IN CERTAIN STATES CANNOT BE REGARDED AS
795
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 2OI5 BONDS FOR SALE. ANY
REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE.
IN CONNECTION WITH THIS OFFERING, THE LINDERWRITERS MAY OVERALLOT OR
EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE
SERIES 2OI5 BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE
OPEN MARKET, AND SUCH STABILZING,IF COMMENCED, MAY BE DISCONTINUED AT ANY
TIME. THE UNDERWRITERS MAY OFFER AND SELL THE SERIES 2OI5 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 LTNDERWRITERS.
THIS OFFICIAL STATEMENT SHALL NOT CONSTITUTE A CONTRACT BETWEEN THE
CITY OR THE UNDERWRITERS AND ANY ONE OR MORE HOLDERS OF THE SERIES 2OI5
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: IV}VW.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 l5c2-12 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS
AMENDED, EXCEPT FOR CERTAIN FINANCIAL INFORMATION PERMITTED TO BE OMITTED
PURSUANT TO RULE lsc2-12(b)(1).
796
TABLE OF CONTENTS
INTRODUCTION.
PURPOSE OF THE ISSUE.
General.
Series 2015 Project..
ESTIMATED SOURCES AND USES OF FUNDS.
DESCRIPTION OF THE SERIES 2OI5 BONDS.
General.
Redemption Provisions..
Book-Entry-Only System
Discontinuance of Book-Entry Only System
SECURITY AND SOURCES OF PAYMENT
General.
FlowofFunds. ...
Reserve Account.
RateCovenant.....
Additional Bonds.
Refunding Bonds.
Limited Liability..
Other Parity lndebtedness
Subordinated Indebtedness
Modifications or Supplements to Bond Resolution. . .
MUNICIPAL BOND INSURANCE. . . . .
THE PARKING SYSTEM
General.
Organization
Operations.
Parking Rates. .
Current Developments. . . . .
Future Plans for Parking Projects.
Parking System Covenants.
Summary Statement of Revenues and Expenses. . . . .
HISTORICAL NETREVENUES, DEBT SERVICEAND DEBT SERVICE COVERAGE. . . . . . . . .
General.
Management Discussion of Parking System..
DEBT SERVICE SCHEDULE
THE CITY.
General.
City Govemment. . .
PENSION AND OTHER POST EMPLOYMENT BENEFITS. . .
Defined Benefit Plans..
Other Retirement and Compensation Plans.
Other Post Employment Benefits.
TAX MATTERS. .
General.
Risk of Future Legislative Changes and/or Court Decisions. . .
Original Issue Discount and Original Issue Premium
FINANCIAL STATEMENTS.. . .
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l5
l6
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I
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797
CONTINUINGDISCLOSURE.. .......45LITIGATION,.... ...... 46
LEGALMATTERS. .....46ENFORCEABILITYOFREMEDIES... .......47RATINGS. ..... . 47
UNDERWRITING.. .....48FINANCIALADVISOR. .......49
CONTINGENTFEES. ..,49
DISCLOSUREREQUIREDByFLORIDABLUE SKyLAWS ....... 49
AUTHORZATIONCONCERNINGOFFICIALSTATEMENT..... .....,,. 49
MISCELLANEOUS.. .... 49
APPENDICES
APPENDIX A
APPENDIXB
APPENDIX C
APPENDX D
APPENDX E
APPENDX F
[APPENDIX G
General Information and Economic Data Regarding the
CityofMiami Beach, Florida andMiami-Dade County, Florida. . . . . . . . A-l
Excerpts from Comprehensive Annual Financial Report of the City of
Miami Beach, Florida for the Fiscal Year Ended September 30,2014. . . . B-1
TheResolution.... ....... C-l
Proposed Form of Opinion of Bond Counsel.. . . . . D-l
Proposed Form of Opinion of Disclosure Counsel. . . . . . . E-l
Form of Disclosure Dissemination Agent Agreement. . . . . . F-l
Specimen Municipal Bond Insurance Policy. . . . . . G-ll
tv
798
OFFICIAL STATEMENT
relating to
$65,000,000*
CITY OF MIAMI BEACH, FLORIDA
PARIflNG REVENUE BONDS
SERIES 2OI5
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"), the facilities owned or leased
by the City for public parking of automobiles and other motor vehicles upon payment of a fee or charge
for the privilege of parking, excluding Separate Parking Facilities (as hereinafter defined) (the "Parking
System") and the sale by the City of its $65,000,000* aggregate principal amount of Parking Revenue
Bonds, Series 2015 (the "Series 2015 Bonds"). The Series 2015 Bonds are being issued pursuant to the
Constitution and Laws of the State of Florida, including Chapter 166, Florida Statutes, as amended, 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. 2010-27491 adopted by the Mayor and City
Commission of the City (collectively, the "City Commission") on September 20, 2010 (the "Bond
Resolution") and Resolution No. 2015-- adopted by the City Commission on October _, 2015 (the
"Series 2015 Resolution" and, collectively with the Bond Resolution, the "Resolution"). For a complete
description of the terms and conditions of the Series 201 5 Bonds and the provisions of the Resolution, see
"APPENDIX C - The Resolution."
The Series 2015 Bonds will be issued in book-entry only form and purchasers of the Series 2015
Bonds will not receive certificates representing their interest in the Series 2015 Bonds purchased. The
Series 2015 Bonds will contain such other terms and provisions, including provisions regarding redemption,
as described in "DESCRIPTION OF THE SERIES 2015 BONDS" herein.
The City has previously issued pursuant to the Bond Resolution its (i) $17,155,000 original
principal amount of City of Miami Beach, Florida Parking Revenue Refunding Bonds, Series 20104 (the
"Series 2010A Bonds"), $10,395,000 of which are currently Outstanding; and (ii) $27,405,000 original
principal amount of City of Miami Beach, Florida Parking Revenue Bonds, Series 20108 (the "Series
20108 Bonds" and, together with the Series 2010A Bonds, the "Outstanding Bonds"), all of which are
currently Outstanding. The Series 2015 Bonds, the Outstanding 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 2015 Bonds will be secured by a lien on and pledge of
the Pledged Revenues as described herein, on a parity with the Outstanding Bonds and any other Bonds,
Altemative Parity Debt or parity Short-Term lndebtedness that may be issued from time to time under the
Bond Resolution. See "SECURITY AND SOURCES OF PAYMENT - General and - Reserve Account"
herein.
The City may elect to purchase a municipal bond insurance policy (the 6Bond Insurance
Policy") to be delivered by a municipal bond insurance provider (the 56Bond Insurer") concurrently
* Preliminary, subject to change.
799
with the delivery of the Series 2015 Bonds to guarantee timely payment of the principal of and
interest on the Series 2015 Bonds, or one or more maturities of the Series 2015 Bonds, and may elect
to satisfy any Reserve Account Deposit Requirement upon issuance of the Series 2015 Bonds with a
Reserve Account Insurance Policy or Reserve Account Letter of Credit.
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 2015 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. Al[ 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 lnterim Chief Financial Officer, 1700 Convention Center Drive, Miami Beach, Florida
33139, Telephone number: (305) 673-7466.
Capitalized terms used but not defined in this Official Statement shall have the meanings ascribed
to such terms in the Resolution. See "APPENDX C - The Resolution."
PURPOSE OF THE ISSUE
General
The Series 2015 Bonds are being issued by the City for the purpose of providing funds to (i)
finance a portion of the costs of acquiring and constructing a new parking garage as a component of the
renovations to be made to the City's Convention Center (the "Series 2015 Project"); (ii) fund a deposit to
the Reserve Account, if necessary, including the cost of any Reserve Account lnsurance Policy or Reserve
Account Letter of Credit determined by the City to be advisable; and (iii) pay the costs of issuing the Series
2015 Bonds, including the premium for a municipal bond insurance policy, if any.
Series 2015 Project
The Improvements constituting the Series 2015 Project consist of new parking facilities to service
the newly renovated 1.4 million square foot Miami Beach Convention Center (the "Convention Centet'').
Renovations to the Convention Center are estimated to cost approximately $596 million, including the cost
of constructing the Series 2015 Project, and are expected to provide a state-of-the-art event facility,
including new ballrooms, meeting roons, versatile indoor/outdoor public spaces and a new 5.8 acre public
park containing a flexible lawn area, a food pavilion and a public plazato honor the City's veterans. Such
renovations are currently scheduled to be completed during Fiscal Year 2018. The improvements
comprising the Series 2015 Project include the following:
an 802-space parking garage;
a seventy-two (72) space surface parking lot; and
a new internalized loading area that will include enclosed ground floor parking, a truck
loading and delivery area and two (2) helix ramping entrance accesses to roof level parking
at the Convention Center.
[TO BE REVISED BY THE CITY, AS NEEDED]
800
The Commission may determine by resolution to undertake authorized capital improvements to the
Parking System in addition to and/or in lieu of the Improvements or any portion of the Improvements
described above.
The Series 2015 Project will be included among the facilities of the Parking System. See "THE
PARKING SYSTEM" herein.
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 2015 Bonds:
Sources of Funds
Par Amount of Series 2015 Bonds
Net Original Issue Discount/Premium
Total Estimated Sources of Funds
Uses of Funds
Deposit to Series 2015 Construction Subaccount'')
Deposit to Reserve Account
Deposit to Series 2015 Cost of Issuance Subaccount'2)
Underwriters' Discount
Total Estimated Uses of Funds
(l) See "PURPOSE OF THE ISSUE - Series 2015 Project" herein.(2) To pay certain costs of issuance of the Series 2015 Bonds, including, without limitation, printing costs, bond
counsel fees, disclosure counsel fees, fees ofthe financial advisor and any premiums paid to the Bond Insurer
for issuance of the Bond Insurance Policy and the Reserve Account Insurance Policy or Reserve Account Letter
of Credit.
DESCRIPTION OF THE SERIES 2015 BONDS
General
The Series 2015 Bonds will be dated their date of delivery. The Series 2015 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 2015 Bonds is payable semiannually commencing on March
1,2016 and on each September I and March I 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, Jacksonville, Florida, to serve as the paying agent and as the bond regisffar for the Series 201 5
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 2015 Bonds, or the date fixed for redemption of the Series 2015 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
801
made on the date of maturity or the date fixed for redemption, and no interest shall accrue for the period
after such date of maturity or redemption.
The Series 2015 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 2015 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
2015 Bonds shall be in book-entry-only form, the principal of and interest on the Series 2015 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 "THE SERIES 2015 BONDS - Book-Entry Only System" herein.
Redemption Provisions
Optional Redemption
The Series 2015 Bonds maturing on or before September 1,20_are not subject to redemption
prior to maturity. The Series 2015 Bonds maturing on or after September l, 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 2015 Bonds to be redeemed, together with accrued interest
to the date fixed for redemption and without premium.
Mandatorv Sinkins Fund Redemption
The Series 2015 Bonds maturing on September I,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:
Due
(September l)
{'
Amortization
Requirement
s
* Final maturity.
Notice of Redemption
Mailinq qf Notice of Redemption At least thirty (30) days, but not more than sixty (60) days,
before the redemption date, a notice of redemption shall be (a) filed by the City with the Bond Registrar
and (b) mailed by the Bond Registrar, ftrst class mail, postage prepaid, to all registered owners of Series
2015 Bonds (which, so long as DTC shall act as securities depository for the Series 2015 Bonds, shall be
Cede & Co.) to be redeemed at their addresses as they appear on the registration books of the Bond
802
Registrar. 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 2015 Bonds are to be redeemed, the
numbers or other distinguishing marks of such Series 2015 Bonds to be redeemed in part and the respective
portions thereof to be redeemed. Subject to the next succeeding paragraph, such notice shall further state
that on such date there shall become due and payable upon each of the Series 2015 Bonds to be redeemed
the redemption price or the specified portions thereof in the case of Series 2015 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 2015 Bonds or portions thereof so redeemed.
In the case of an optional redemption of the Series 2015 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 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 2015 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.
E-ffect of Callinx 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 2015 Bonds so called
for redemption shall become and be due and payable at the redemption price provided for redemption of
such Series 2015 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 2015 Bonds to be redeemed, all as provided in the Resolution, interest on the Series 2015 Bonds
so called for redemption shall cease to accrue, such Series 2015 Bonds shall cease to be entitled to any lien,
benefit or security under the Resolution and the Holders or registered owners of such Series 2015 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 2015 Bonds, payment of the principal of and interest on the Series 2015
Bonds to DTC Participants or Beneficial Owners (as such terms are hereinafter defined) of the Series 2015
Bonds, confirmation and transfer of beneficial ownership interest in the Seies 2015 Bonds and other
related transactions by and between DTC, the DTC Participants and the Beneficial Owners of the Seies
2015 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 2015 Bonds. The Series 2015 Bonds will be
issued as fully-registered securities registered in the name of Cede & Co., as DTC's partnership nominee,
803
or such other name as may be requested by an authorized representative of DTC. One fully-registered
Series 2015 Bond certificate will be issued for each maturity of the Series 2015 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 l7A
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 lncome 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
Standard & Poor's 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 rvww.dtcc.com.
Purchases of Series 2015 Bonds under the DTC system must be made by or through Direct
Participants, which will receive a credit for the Series 2015 Bonds on DTC's records. The ownership
interest of each actual purchaser of each Series 2015 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 2015 Bonds
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
2015 Bonds, except in the event that use of the book-entry system for the Series 2015 Bonds is
discontinued.
To facilitate subsequent transfers, all Series 2015 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 2015 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 2015 Bonds. DTC has no knowledge of the actual Beneficial Owners
of the Series 2015 Bonds; DTC's records reflect only the identity of the Direct Participants to whose
accounts such Series 2015 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 lndirect Participants, and by DTC Participants to Beneficial Owners, will be govemed by
arrangements among them, subject to any statutory or regulatory requirements as may be in effect from
804
time to time. Beneficial Owners of Series 2015 Bonds may wish to take certain steps to augment the
transmission to them of notices of significant events with respect to the Series 2015 Bonds, such as
redemptions, defaults and proposed amendments to the documents securing the Series 2015 Bonds. For
example, Beneficial Owners of the Series 2015 Bonds may wish to ascertain that the nominee holding the
Series 2015 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 2015
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 2015 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 whose
accounts the Series 2015 Bonds are credited on the record date (identified in a listing attached to the
Omnibus Proxy).
Principal and interest payments on the Series 2015 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 govemed 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.
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 TIIE CITY NOR THE BOND REGISTRAR WILL HAVE ANY
RESPONSIBILITY OR OBLIGATION TO ANY DTC PARTICIPAIIT OR THE PERSONS FOR
WHONI TIIEY ACT AS NOMINEES WITH R.ESPECT TO THE SERIES 2015 BONDS IN
RESPECT OF THE ACCURACY OF AIIY RECORDS MAINTAINED BY DTC OR ANY DTC
PARTICIPAIIT, THE PAYMENT BY DTC OR ANY DTC PARTICIPAIIT OF ANY AMOUNT IN
RESPECT OF THE PRTNCTPAL OF OR TNTEREST ON THE SERTES 2015 BONDS, ANy
NOTICE WHICH IS PERMITTED OR REQUIRED TO BE GIVEN TO BONDHOLDERS UNDER
THE BOND RESOLUTION, THE SELECTION BY DTC OR ANY DTC PARTICIPAIIT OR ANY
PERSON TO RECEIVE PAYMENT IN THE EVENT OF A PARTIAL REDEMPTION OF THE
SERIES 2015 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
2015 BONDS, AS NOMINEE OF DTC, REFERENCES IN THIS OFFICIAL STATEMENT TO
805
THE BONDHOLDERS OR REGISTERED OWNERS OF THE SERIES 2015 BONDS SHALL
MEAN CEDE & CO., A}tD SHALL NOT MEAN THE BENEFICIAL OWNERS OF THE SERIES
2015 BONDS.
Discontinuance of Book-Entry Only System
ln the event the City determines that it is in the best interest of the Beneficial Owners to obtain
Series 2015 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 2015 Bond certificates. ln such
event, the City shall prepare and execute, and the Bond Registrar shall authenticate, transfer and exchange,
Series 2015 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 2015 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 2015 Bond certificates as described herein.
ln the event Series 2015 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 2015 Bonds
to any DTC Participant having Series 2015 Bonds credited to its DTC account; or (ii) to arange for another
securities depository to maintain custody of certificates evidencing the Series 2015 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 all moneys held in the respective Funds
and 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 2015 Bonds are payable from and secured by the Pledged
Revenues on a parity with the Outstanding Bonds and any other Bonds, Altemative Parity Debt or parity
Short-Term Indebtedness that may be issued from time to time under the Bond Resolution.
"Net Revenues" is defined in the Bond Resolution as being, for any particular period, the amount
ofRevenues 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 Parking System, including, but not limited to, the
income derived by the City from the direct fees and charges made for parking, all indirect revenues
received through the supplying of any other services legally suppliable by the City to users of the Parking
System, all rents received by the City from the rental of space comprising any part of the Parking System,
including receipts from concessionaires, all fees received by the City from the management by other parties
of all or any part of the Parking System, income received by the City from parking violation fines imposed
upon users of the Parking System which under State law may be applied to purposes consistent with the
Bond Resolution, Federal Direct Payments received by the City, any proceeds of use and occupancy
806
insurance on the Parking System or any part thereof, payments made to the City under Interest Rate Swap
arrangements, and income from investments made under the Bond Resolution; provided, however,
Revenues shall not include grants, contributions or donations, investment income from investments of
moneys on deposit in the Constmction Fund and the Subordinated lndebtedness 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 Parking System, and the proceeds of
Bonds or other System Debt; and provided further, however, Revenues shall not include Federal Direct
Payments for purposes of the calculations of Net Revenues in connection with the issuance of Additional
Bonds and Refunding Bonds and in connection with the rate covenant. No Federal Direct Payments will
be received by the City with respect to the Series 2015 Bonds.
"Current Expenses" is defined in the Bond Resolution as the City's reasonable and necessary
current expenses of maintenance, repair and operation of the Parking System and shall include, without
limiting the generality of the foregoing, all ordinary and usual expenses of maintenance, repair and
operation, which may include expenses not annually recurring, any reasonable payments to pension or
retirement funds properly chargeable to the Parking System, insurance premiums, engineering expenses
relating to maintenance, repair and operation, management fees paid by the City to any independent
operators or managers of any part of the Parking System, fees and expenses of the Bond Registrar and
Escrow Agent, legal and accounting expenses, expenses incurred in the collection of parking violation fines
imposed on users of the Parking System which under State law may be applied to purposes consistent with
the Bond Resolution, costs of complying with the continuing disclosure requirements under the Rule, any
fees, fines, or penalties lawfully imposed on the Parking System, any taxes which may be lawfully imposed
on the Parking System or its income or operations and reserves for such taxes, annual fees for the
maintenance of Credit Facilities, Liquidity Facilities, Reserve Account lnsurance Policies, Reserve Account
Letters of Credit or Interest Rate Swaps (other than payments due under an lnterest 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 Parking System under the provisions of the Bond Resolution
or by law, including any amounts required from time to time to pay artitrage rebate 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 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, or the Subordinated Indebtedness Account.
"Parking System" is defined in the Bond Resolution as the City's parking system pursuant to which
parking facilities are made available by the City for public parking of automobiles and other motor vehicles
upon payment of a fee or charge for the privilege of parking, whether such facilities are owned by the City,
leased by the City as lessor or lessee, or consist of parking spaces on public streets (whether such streets
are City streets, County roads or State roads) for which the City lawfully charges a parking fee by meter
or otherwise, and shall (i) include the Project, any Improvements and any Separate Parking Facilities
consolidated with the Parking System pursuant to Section 709 of the Bond Resolution, and (ii) exclude any
Separate Parking Facilities not so consolidated with the Parking System.
Flow of Funds
The City maintains a special fund designated the "Parking System 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 and Subordinated Indebtedness Account. The Bond Resolution also establishes the Construction
807
Fund. All such funds and accounts are held by the City; 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 Parking System into the
Enterprise Fund. Not later than the twentieth (20'h) day of each month, the City withdraws 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) the amounts required
to make the deposits described below, or if the available amounts on deposit in the Enterprise Fund are less
than the required amounts, the entire balance of the Enterprise Fund (other than the amount required to be
retained therein for the payment of Current Expenses) and deposits the funds withdrawn in the following
order;
(a) To the Bond Service Subaccount of the Debt Service Account, an amount which
will equal one-sixth (l/6) of the interest payable on the Bonds of each Series on the next Interest
Payment Date, plus one-twelfth (lll2) 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 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 (taking into account 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 will
equal one-twelfth (1/12) or, if any Bonds are required to be retired semiannually, 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 Reserye 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; and
(d) 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
lndebtedness Account.
If the amount deposited in any month to the credit of any of the Accounts or subaccounts created
under the Bond Resolution shall be less than the amount required to be deposited under the foregoing
provisions of this Section, the requirement therefor shall nevertheless be cumulative and the amount of any
deficiency in any month shall be added to the amount otherwise required to be deposited in each month
thereafter until such time as all such deficiencies have been satisfied.
l0
808
Reserve Account
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, except (i) for a Series of
Bonds that is not secured by the Reserve Account, and (ii) that the Series Resolution for one or more
particular Series of Bonds may establish a separate subaccount within the Reserve Account for such
particular Series of Bonds and, in such event, such Series of Bonds shall be secured only by the moneys
held for the credit of such subaccount and by no other amounts held for the credit of the Reserve Account,
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. No separate subaccount is being established
within the Reserve Account for the benefit of the Series 2015 Bonds.
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, however, 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; and provided fuither that, if the Series
Resolution corresponding to a Series of Bonds provides that such Series of Bonds shall not be secured by
the Reserve Account or any separate subaccount therein, the Reserve Account Requirement shall be
calculated without taking into account such Series of Bonds.
Upon the issuance of a Series of Bonds, unless funded from the proceeds of such Series of Bonds,
the City is required to provide for the funding of the Reserve Account in equal monthly installments over
a period of twelve (12) months (the "Reserve Account Deposit Requirement") in an amount equal to the
increase in the Reserve Account Requirement resulting from the issuance of such Series of Bonds, unless
the Series Resolution for such Series of Bonds establishes 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). If the Reserve Account contains less than the Reserve
Account Requirement, then the City is required to make deposits therein from the Enterprise Fund each
month (after making deposits to the Debt Service Account), of one-twelfth (lll2) of the deficiency, until
the Reserve Account Requirement is met.
Moneys held for the credit of the Reserve Account will first be used for the purpose of paying the
interest on and the principal of the Bonds which are secured by the Reserve Account whenever and to the
extent that the moneys held for the credit of the Bond Service Subaccount shall be insufficient for such
purpose and thereafter for the purpose of making deposits to the credit of the Redemption Subaccount in
respect of such Bonds whenever and to the extent that withdrawals from the Enterprise Fund are
insuflicient for such purposes; provided, however, that moneys held for the credit ofa separate subaccount
in the Reserve Account shall be applied to the foregoing purposes and in the foregoing manner, but only
for the benefit of the Series of Bonds for which such separate subaccount was established. Unless
otherwise specified by a Series Resolution, if the moneys held in the Reserve Account exceed the Reserve
Account Requirement, such excess is required to be withdrawn and deposited to the credit of the Enterprise
Fund.
The Bond Resolution permits the City to provide all or a portion of the Reserve Account
Requirement by depositing in the Reserve Account (or any subaccount therein) an insurance policy, surety
bond, letter of credit or other acceptable evidence of insurance maintained by the City, in lieu of or in
ll
809
partial substitution for cash or securities on deposit in the Reserve Account (or the applicable subaccount
therein), covering such amount of the Reserve Account Requirement; provided, however, that the entity
providing such facility is, at the time of so providing, of sufficient credit quality to enable debt backed by
its facilities to be rated in one of the two highest rating categories (without regard to any gradations within
such categories) by Fitch Rating Inc., Standard & Poor's Ratings Services or Moody's lnvestors Service,
Inc.
In the event that upon the occurrence of any deficiency in the Debt Service Account, the Reserve
Account is then funded with one or more Reserve Account Insurance Policies and/or Reserve Account
Letters of Credit, the City or the Bond Registrar, as applicable pursuant to the provisions of any such
facilities, shall, on the lnterest Payment Date or principal payment date or redemption date to which such
deficiency relates, draw upon or cause to be paid under such facilities, on a pro-rata basis thereunder, an
amount sufficient to remedy such deficiency, in accordance with the terms and provisions of such facilities
and any corresponding reimbursement or other agreement goveming such facilities; provided however, that
if at the time of such deficiency the Reserve Account is only partially funded with one or more Reserve
Account Insurance Policies and/or Reserve Account Letters of Credit, prior to drawing on such facilities
or causing payments to be made thereunder, there shall first be applied any cash and securities on deposit
in the Reserve Account to remedy the deficiency and, if after such application a deficiency still exists, the
City or the Bond Registrar, as applicable, shall make up the balance of the deficiency by drawing on such
facilities or causing payments to be made thereunder, as provided in this paragraph.
Notwithstanding anything to the contrary contained in the Bond Resolution, the Series Resolution
for a Series of Bonds may provide that such Series of Bonds shall not be secured by the Reserve Account
or any subaccount therein and, in such event, such Series of Bonds shall not be secured by the Reserve
Account or any subaccount therein and shall not have a claim upon any moneys held for the credit of the
Reserve Account or any subaccount therein and such moneys shall not be applied for the benefit of such
Series of Bonds.
[The City will, on the date of issuance of the Series 2015 Bonds, deposit into the Reserve Account
from proceeds of the Series 2015 Bonds an amount equal to the Reserve Account Requirement for the
Series 2015 Bonds or, in lieu of such a deposit or anyportion thereof will deposit a Reserve Account
lnsurance Policy and/or Reserve Account Letter of Credit.l
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 Parking System 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 thirty-five percent (135%) of the
Principal and lnterest Requirements on all Bonds then Outstanding 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) and Subordinated Indebtedness
Account for such Fiscal Year.
If in any Fiscal Year the Net Revenues are less than the amount required under the preceding
paragraph, within thirty (30) days of the receipt of the audit report for such Fiscal Year (which may be the
City's Consolidated Audited Financial Report relating to the Parking System), the City is required to
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810
employ a Rate Consultant, to review and analyze the financial status and operations of the Parking System,
and to submit, within sixty (60) days thereafter, a written report to the City recommending revisions of the
rates, fees and charges of the Parking System and the methods of operation of the Parking System 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, the Parking Director
and 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 Rate Consultant, 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 Rate Consultant in respect to its rates, fees,
charges and methods of operation, the failure of Net Revenues to meet the rate covenant described above
shall 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 lnterest
Requirements on all Bonds Outstanding under the Bond Resolution and other System Debt for such Fiscal
Year.
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 Altemative Parity
Debt and parity Shot-Term lndebtedness that may be issued and then Outstanding under the Bond
Resolution, subject to the conditions described below, for the purpose of paying all or any part of the Cost
of any [mprovements and the funding, as necessary, of the Reserve 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 certif,tcate of the Chief Financial Officer, an Accountant or the Rate Consultant
demonstrating that either (D (A) 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 per centum (ll0%\ and (B)
the percentage derived by dividing the Net Revenues projected for the Parking System 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, including the Net
Revenues attributable to the lmprovements, as certified by the Rate Consultant, adjusted as
permitted below, by the Maximum Principal and lnterest 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 then one hundred fifty per centum (150%); 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 lnterest Requirements, including the Principal and lnterest Requirements with respect
to the Additional Bonds then to be delivered, for any future Fiscal Year is not less than one
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811
hundred fifty per centum (150%) (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 event of
default has occurred and is continuing, that the issuance of such Series of Additional Bonds witt
cure the same; and
(d) an opinion of the City Attomey 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.
ln determining whether to execute and deliver the certificate mentioned in paragraph (a) above, the
following adjustments to Net Revenues may be made:
(l) 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 Parking System, the Net
Revenues for the Measurement Period shall be adjusted to show the Net Revenues which would
have been derived from the Parking System in such Measurement Period as if such increased rates,
fees, rentals or other charges for the services ofthe Parking System 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 automobile parking facilities, then the Net Revenues derived from the
Parking System 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 automobile parking facilities as if such existing automobile parking facilities had been a
part of the Parking System during the Measurement Period. For the purposes of this paragraph,
the Net Revenues derived from said existing automobile parking facilities during the Measurement
Period shall be adjusted by deducting the cost of operation and maintenance of said existing
automobile parking facilities from the gross revenues of said existing automobile parking facilities
in the same Inanner 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
automobile parking facilities, then the Net Revenues of the Parking System during the
Measurement Period shall be increased by the least amount which said public or private entity shall
guarantee to pay in any one 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 Parking System and pledged for the Bonds in the same manner as other Net Revenues of the
Parking System.
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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 "APPENDX C - The Resolution"
and, in particular, Sections 209 of the Bond Resolution. The Series 2015 Bonds are being issued as
Additional Bonds.
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 Altemative 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, if necessary, and paying any expenses in connection with such
refunding.
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 lnterest
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.
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, Sections 210 of the Bond Resolution.
Limited Liability
The City is not obligated to pay the Series 2015 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 2015 Bonds. The issuance of the Series 2015 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 of Florida or any
political subdivision thereof is pledged to the payment of the Series 2015 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 2015 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 Convertible Bonds and
Alternative Parity Debt that satisff the conditions established in the Bond Resolution for the issuance of
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813
Additional Bonds or Refunding Bonds. Such obligations also include the issuance of Short-Term
lndebtedness 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 per cent (10%) of the Net Revenues of the
Parking System, 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 2015 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, Section 211 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 Altemative
Parity Debt so long as such obligations are issued as Subordinated lndebtedness. Subordinated
Indebtedness is payable solely from amounts on deposit in the Subordinated lndebtedness 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 Altemative Parity Debt. As a result, the lien
on Net Revenues in favor of Subordinated lndebtedness is junior and subordinate to the pledge of and lien
on Net Revenues in favor of the Outstanding Bonds, the Series 2015 Bonds and any other Bonds or
Altemative Parity Debt issued under the Bond Resolution.
Modifications or Supplements to Resolution
Except as set forth in the third (3'u) 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 permit, or be construed as permitting (i) an extension of the maturity of the principal of or the interest
on any Bond, (ii) a reduction in the principal amount of any Bond or the redemption premium or the rate
ofinterest thereon, (iii) the creation ofa superior or parity pledge or lien to the pledge and lien created by
the Bond Resolution, other than as permiued by the Bond Resolution, (iv) a preference or priority of any
Bond or Bonds over any other Bond or Bonds, or (v) a reduction in the aggregate principal amount of the
Bonds required for consent to such supplemental resolution.
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 offrcial statement or other offering document pursuant to which such Additional Bonds
or Refunding Bonds are offered and sold to the public.
ln addition, for purposes of providing the written consent of the Holders of any Series of Bonds
to any supplemental resolution modifring, 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.
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Notwithstanding the foregoing, the City may, from time to time, without the consent of the Holders
of any Series of Bonds or providers of Credit Facilities, Liquidity Facilities, Reserve Account Insurance
Policies or Reserve Account Letters of Credit, amend, change, modify or alter the Bond Resolution for any
of the specifically authorized reasons set forth in Sections l00l(a) through (l) of the Bond Resolution. See
"APPENDIX C - The Resolution."
MUNICIPAL BOND INSURANCE
TO COME,IF NEEDED
TTIE PARIilNG SYSTEM
[THIS SECTION SHALL BE UPDATED, AS NEEDED,
AS MORE SPECIFIC INFORMATION IS PROVIDEDI
General
The Parking System includes all parking facilities made available by the City for public parking
of automobiles and other motor vehicles upon payment of a fee or charge for the privilege of parking,
whether such facilities are owned by the City, leased by the City as lessor or lessee, or consist of parking
spaces on public streets (whether such streets are City streets, County roads or State roads) for which the
City lawfully charges a parking fee by meter or otherwise, and any space within such parking facilities
which is intended to be used as retail space as of the date of issuance of the Series 2015 Bonds, and shall
(i) include the Series 2015 Project, any Improvements and any Separate Parking Facilities consolidated with
the Parking System pursuant to the Bond Resolution and (ii) exclude any Separate Parking Facilities not
so consolidated with the Parking System.
At the time of issuance of the Series 2015 Bonds, the excluded Separate Parking Facilities consist
of the three (3) parking facilities located at (i) Seventh Street and Collins Avenue, (ii) Sixteenth Street
between Washington Avenue and Collins Avenue and (iii) Fifth Street and Alton Road.
In addition to the Separate Parking Facilities described above, the City Commission may by
resolution determine to own or operate additional Separate Parking Facilities; provided, however, that prior
to the adoption of any such resolution designating any facility as a Separate Parking Facility, there shall
be delivered to the City Manager a certificate of the Chief Financial Officer containing such officer's
determination that the ownership and operation of such Separate Parking Facility will not have a material
adverse impact on the Net Revenues of the Parking System and stating the Chief Financial Officer's
reasons for such determination.
The City may incur debt to acquire or improve Separate Parking Facilities without compliance with
any test or limit contained in the Bond Resolution so long as such debt is payable solely from the revenues
generated by such Separate Parking Facilities and the holders ofsuch debt have no recourse and are in no
way payable from the Revenues of the Parking System. The revenues, current expenses and debt service
associated with the Separate Parking Facilities and any debt of the City incurred therefor shall not be
included in Revenues, Current Expenses and Principal and lnterest Requirements under the Bond
Resolution.
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Any of the Separate Parking Facilities may be consolidated with the Parking System upon
demonstration of compliance with the tests for the incurrence of Additional Bonds contained in the Bond
Resolution. In determining such compliance, the revenues and current expenses of the Separate Parking
Facility shall be included in computing Net Revenues and the debt service on any debt payable from
revenues of such Separate Parking Facility shall be included in Principal and Interest Requirements.
[The City's Parking Department (the "Department") is the single largest provider of parking in the
City, serving residential, commercial, visitor and tourist parking needs. The Department is comprised of
three (3) divisions: administration, on-street parking and off-street parking. The Departrnent manages and
operates 66 surface parking lots and 10 garages. There are 17 residential parking permit zones within the
City. The Department is also responsible for ensuring that the regulations governing parking within the
City are followed and operates a parking enforcement unit for such purpose.
Aso|-,2015theParkingSystemconsistedofl3,377parkingspaces.ofthistotal,
8,447 were metered spaces on streets and in off-steet lots and 4,930 were spaces contained in ten (10)
garages. Currently, of the ten ( 1 0) garages have metered spaces and _ of the ten ( I 0) garages
have an attendant collecting a flat fee at entry. The remaining _ garages have state-of-the-art revenue
control systems and collect the rate of $ 1 .75 per hour. The City is in the process of converting the _
garages without state-of-the-art revenue control systems to ticket dispenser, card reader and cashier
operations.l
Organization
The City exercises exclusive jurisdiction, control and supervision over the Parking System. The
City Commission has the legal authority to fix rates, fees and charges, and to acquire, construct, finance
and operate the Parking System and any additions thereto, without supervision or regulation by the County
or the State or any other political subdivision thereof, or by any other commission, board, bureau or
agency.
The City uses the concept of private sector expertise with public sector oversight. The City has
a parking management team consisting of an Assistant Director, an Operations (Project) Manager, and
seven (7) parking operations supervisors, all of whom are employees of the City. The City has
competitively bid for contract services, including, but not limited to cashiers, attendants, supervisors,
security services, janitorial services and landscaping services, with the objective being to obtain the best
value for such contract services at the lowest cost. The City manages and operates all municipal parking
facilities by retaining all operating controls. All contracts are based on a unit price - either through an
hourly rate or set unit price - and all contracts may be terminated at the convenience of the City, with thirty
(30) days' prior notice. Contractors are not entitled to terminate their contracts. Other services that have
been successfully outsourced include parking meter collections and towing.
The Department is managed by the City Manager, the Assistant City Manager in charge of the
Department, the Chief Financial Officer, the Director and the Assistant Director of the Department. In
addition to overseeing the office of the Assistant Director, the Director of the Department specifically
manages the Department's finances, revenue collections, purchasing and payroll matters. He also
specifically oversees the Department's human resources, labor relations, organizational development,
customer relations, public information, meter rentals, sales and marketing activities. The Assistant Director
of the Department specifically manages all (i) aspects of (a) on-street parking operations, including meter
installations, repairs, maintenance and collections, and (b) off-street parking operations, including issues
relating to safety, cleanliness and affordable service; (ii) matters relating to (a) enforcement of parking rules
and regulations and traffic flow and (b) private contracts to provide services for the Parking System; and
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(iii) parking-related sign installations, maintenance and removals, light maintenance, painting, striping and
pressure cleaning.
In addition to being in charge of the Department, the Assistant City Manager overseeing the
Department is also responsible for the following departments of the City: Transportation, Traffic
Management, Tourism, Culture and Real Estate, Housing and Community Development and Education.
On September 10, 2015 the Chief Financial Officer and the Assistant Finance Director for the City
resigned from their respective positions. The Chief Financial Officer had served in her position for
eighteen ( 1 8) years and the Assistant Finance Director had been an employee of the City for seventeen ( I 7)
years. No explanations were provided by either employee in connection with the submittal of their
resignations. However, the City Manager has stated that his decision to accept their resignations had
nothing to do with the performance of the City's Finance Department nor the financial status of the City.
Each position has been filled by the City Manager's appointment of experienced City employees who will
serve in the position of Interim Chief Financial Officer and Interim Assistant Finance Director, respectively,
until permanent replacements axe selected.
Set forth below is a description of the management officials of the City who are responsible for
the operation of the Parking System:
Jimmy L. Morales, Esq., City Manager. Mr. Morales was appointed City Manager for the City
of Miami Beach, Florida in April20l3. Prior to accepting his position as City Manager, Mr. Morales was
a shareholder and member of the Board of Directors of the law firm, Steams Weaver Miller Weissler
Alhadeff & Sitterson, P.A. from 2000-2013. Mr Morales also served as City Attomey for the City of
Doral, Florida from2009-2013 and as City Attomey for the City of Marathon, Florida from 2005-2009.
ln addition, Mr. Morales served as a member of the Board of County Commissioners of Miami-Dade
County, Florida from1996-2004. He has received numerous professional awards, honors and recognitions,
including the Greater Miami Chamber of Commerce Bill Colson Leadership Award for Outstanding
Leadership and Superior Ability in 2000, the SAVE Dade Champion of Equality award in 2006, and
induction into the Miami Beach High School Hall of Fame in 2004. He was selected as one of the Top
Lawyers in South Florida by the South Florida Legal Guide in 2008-2009 and 20ll and as one of the
Florida Super Lawyers in 2006-2010. Mr. Morales received his Bachelor of Arts, Magna Cum Laude, from
Harvard University and his Juris Doctorate, Magna Cum Laude, from Harvard Law School.
John Woodruff, Interim Chief Financial Officer. Mr. Woodruff was appointed Lrterim Chief
Financial Officer for the City of Miami Beach, Florida in September 2015. Prior to accepting his position
as lnterim Chief Financial Officer, Mr. Woodruff served as Director of the Office of Budget and
Performance Improvement for the City from June 2013 to September 2015. Prior to joining the City, Mr.
Woodruff served as co-owrer 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 luly 2012 and as a Manager
in such office from April2002 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 intemed with the U.S. Departrnent of Commerce, the lntemational Affairs
Department for the City of San Antonio and the Mayor's Office for the City of San Antonio. Mr.
Woodruff received a Masters in Business Administration, in Intemational 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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Kathie G. Brooks, Assistant City Manager. Ms. Brooks was appointed an Assistant City
Manager for the City of Miami Beach, Florida in April 2013 and served the City as its interim City
Manager from July 2012 to April 201 3. Prior to accepting her position in the office of the City Manager,
Ms. Brooks served as the City's Budget and Performance Improvement Director from 2004-2012. Pi,'or
to joining the City, Ms. Brooks served in various capacities and senior level positions for Miami-Dade
County, Florida for two decades, including in the Miami-Dade CountyBudget Departrnent from2003-2004,
the Miami-Dade County Manager's Office of Performance Improvement from 2001-2003, the Miami-Dade
County Solid Waste Department from 1989-2001 and in the Miami-Dade County Transit Department from
1984-1989. Prior to her service in government, Ms. Brooks was a transportation planner for the firm of
Schimpeler Corradino and Associates from 1980-1983. Ms. Brooks received her Bachelor and Master of
Arts in Geography from the University of Miami.
Saul Frances, Parking Director. Mr. Frances was appointed Parking Director for the City of
Miami Beach, Florida in October 2000. Prior to such appointment, Mr. Frances served as Assistant Parking
Director for the City from December 1993 to October 2000. Prior to joining the City, Mr Frances served
as Director of Planning and Development for the City of Miami Parking System from April 1987 to
December 1993. Mr. Frances has received several professional awards, honors and recognitions. He has
been designated a Certified Administrator of Public Parking by the International Parking Institute and is
also a Certified Parking Enforcement Specialist in the State of Florida. Mr. Frances received his Bachelor
of Science in Business Administration from Florida Intemational University.
Monica Beltran, Assistant Parking Director. Monica Beltran was appointed Assistant Parking
Director for the City of Miami Beach, Florida in December 2014. Prior to joining the City, Ms. Beltran
served in various capacities with the Miami-Dade County Aviation Department in a career that spanned
over thirty-five (35) years. During her tenure with County government, Ms. Beltran served as Landside
Operations Supervisor from 1987 -2006 and as Director of Landside Operations from 2006-2014. Ms.
Beltran also served as the American with Disabilities Act Coordinator for the Miami Intemational Airport.
Ms. Beltran received her Bachelor of Arts in French and Spanish and her Master in Public Administration
from Florida Intemational University.
Operations
Parking meters are the main collection devices for the Parking System and a major portion of the
Revenues collected annually is received from Parking System meter operations. Any on-street and off-
street parking spaces that are currently operated with a single space parking meter and not scheduled to be
converted to multi-space pay stations will be upgraded with new single space meters, including a new "In-
car Meter" option, known as "iPark." An iPark is a device that can be preloaded and reloaded with a value
of time that may be purchased via telephone or on-line. All functions of the device can be accomplished
remotely from the comfort of the user's home or vehicle.
In addition, monthly parking permits, with respect to off-street parking, and semi-annual and annual
parking permits, with respect to ovemight on-sfreet parking for residents, provide permit holders
identification emblems to park within designated parking locations. A limited number of spaces are also
leased to private organizations, provided such an arrangement is legally permissibte and practical, from a
financial and operational perspective.
Collections for most of the meters of the Parking System are conducted on a rotating, five-day basis
by a private contractor retained by the City. However, the most active meters are collected more
frequently. Collections involve scheduling of routes, removing the meter coin boxes, which remain locked
upon removal, and depositing contents into a larger locked container for transport. The containers are then
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transferred to a secure central site, which offers the capability of close supervision, before they are
unlocked. The collections are then counted and delivered to the Parking System's bank depository. ln a
continuing effort to strengthen monetary controls, a modern, automated coin counting operation has been
established.
The standard hours of parking enforcement are from 8:00 a.m. to either 6:00 p.m. or midnight,
depending on location, daily.
Parking Rates
Historical debt service coverage for the Parking System has been at ample levels, which has
allowed the City to fund several projects from revenues of the Parking System. One notable example of
the strength of revenues of the Parking System historically is the City Hall Garage ("CHG") located on
Meridian Avenue and lTth Street. The CHG supports the City Center area of the City and was fully
funded without debt. Construction of the CHG was funded with impact fees, excess Net Revenues and
funds provided by the Miami Beach Redevelopment Agency.
An internal review of the Parking System's rates is conducted annually as a component of the
Department's budget process. Rates of the Parking System are reviewed from various perspectives,
including, without limitation: (1) Revenues versus Current Expenses and the overall financial position of
the Enterprise Fund; (2) local private and public sector rates; and (3) other communities with similar
economic generators and land uses. If the intemal review warrants further examination, a rate analysis is
conducted by a reputable and nationally recognized firm, which is typically, an engineering firm with
experience as a parking consultant. The firm's recommendations are analyzed by City staffand thereafter,
provided to the City Commission. The last increase in rates of the Parking System occurred in Fiscal Year
2012, when the hourly meter rate was increased from $1.50 to $1.75 in the South Beach area of the City.
Additionally, the Parking System receives parking fine revenue from the Miami-Dade County Clerk
of Courts, the entity that performs all processing, collection and adjudication of parking fines for all
jurisdictions in the County. The City receives two-thirds (213) and the State receives one-third (l/3) of all
revenues collected for parking fines assessed within the City.
On-Street Meters: The rates at on-street meters are $1.00 per hour in the Middle and North Beach
areas of the City and $1.75 per hour in the South Beach area of the City. Similarly, time limits at the
meters range from one (l) hour to twelve (12) hours, depending on rate and location. ln general, the short-
term meters are located to serve customers of nearby businesses and promote turnover of the parking
spaces, while the longer-term meters serve employees and visitors to some beach areas.
Parkins Lots: The rates at metered parking lots are $1.00 per hour north of 23'd Street and $1.50
per hour south of 23'd Street. The lower rates are usually at the long-term lots and the higher rates at the
short-term lots. Generally, when lots are used for special events, a flat rate of $15.00 per vehicle is
charged upon entry. Parking lots have both transient revenues and monthly permit parking revenues.
Monthly parking revenues are at the rate of $70.00 per month, plus tax, for all municipal parking lots.
Garages: The l2'h Street and l3'h Street Municipal Parking Garages charge for parking at the rate
of $1.00 per hour or any part thereof, up to fifteen (15) hours. A maximum rate of $20.00 per 24-hour
maximum is charged. The 4Td Street Garage charges $1.00 per hour up to twenty-fow Q$ hours, with
a maximum of $8.00 for the entire day. The l7'h Street Garage charges $1.00 per hour for up to six (6)
hours, $8.00 for six (6) hours to seven (7) hours, $10.00 for seven (7) hours to eight (8) hours, $15.00 for
eight (8) hours to fifteen (15) hours and $20.00 for fifteen (15) hours to twenty (20) hours. Monthly
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parking revenues are at the rate of $70.00 per month, plus tax, for all garages. [Rates charged generally
for other garages will be provided by the City.l Storage in municipal parking garages is prohibited.
Current Developments
The current capital budget plan approved by the City for the Parking System includes funding for
parking garage expansions, construction of new parking garages, surface lot improvements and technology
enhancements. The City engaged Walker Parking Consultants, lnc. ("Walker Parking Consultants"), a
nationally recognized consulting firm, to perform a parking supply and demand analysis for the three (3)
major geographic areas of the City (South Beach, Middle Beach and North Beach) to plan for anticipated
growth within the City. Walker Parking Consultants performed a citywide analysis in 2003, which is still
being used to identiff priority areas and sites for parking development and/or enhancements.
The City is currently in the process of developing the Collins Park Garage, located on 23'd Street
and Liberty Avenue. Architectural and engineering services were awarded to Zaha Hadid Architects. The
new garage is expected to be a multi-level structure with 470 parking spaces and 17,000 square feet of
retail space on the ground floor. Construction of the Collins Avenue Garage is scheduled to commence
soon, with construction anticipated to be completed by the end of Fiscal Year 2016 or early in Fiscal Year
2017.
In addition to its development of new parking facilities, the City has several initiatives that were
recently developed or are in the process of being developed to increase mobility for residents and visitors
of the City. Such initiatives help to reduce the pressure to access limited parking resources in ceratin areas
of the City and during peak hours of demand. The initiatives include: (i) Citibike, formerly known as
"Deco Bike," which is a point to point, self-service bicycle sharing program that allows users to rent
bicycles at their discretion at kiosks throughout the City, and (ii) Car2Go, which is a car sharing service
providing for car rentals in a manner similar to the bicycle rentals facilitated by Citibike. The City is also
conducting a pilot program for the installation of electric vehicle charging stations within one of its current
parking garages.
The City recently implemented the first fully integrated license plate enabled parking payment
platforms in the country. The platforms include: (i) payment for parking by license plate at multi-space
pay stations (currently 750 units throughout the City); (ii) ParkMobile pay by phone services; (iii)
commercial and residential virnral parking permits; and (iv) LPR (License Plate Recognition) enabled
mobile and handheld enforcement devices.
Future Plans for Parking Projects
The City approved the Proposed Fiscal Years 20l4ll5 - 20l8ll9 Capital Improvement PIan and
Fiscal Years 20l4ll5 Capital Budget (the "CIP") on December 2,2014. The CIP includes capital projects
designed to upgrade and enhance the Parking System. The CIP contemplates funding for parking garage
improvements, construction of new parking garages, surface lot maintenance and improvements and
technology enhancements. Parking structures are contemplated for the North Beach and Middle Beach
areas of the City. Municipal Parking Lot No. P55, located on Collins Avenue and 27h Street, has been
preliminarily identified as a suitable location for a multiJevel parking structure as well. The City owns
the land at this site and is considering it for future development to increase access to parking in the area.
Except for issuance ofthe Series 2015 Bonds to finance the Series 2015 Project, no issuance of
Bonds is currently planned to finance the projects in the CIP. Future development of parking facilities by
the City will be determined based on demand, by location, and identification of available funding sources.
22
820
As a result, funding for the development of future Parking System projects may involve the issuance of
obligations secured by Net Revenues. However, such issuance would be required to comply with the
provisions of the Bond Resolution. See "SECURITY AND SOURCES OF PAYMENT" herein.
Reference is made to the CIP for more specific information conceming the various improvements
currently planned for the Parking System, the time period provided for the implementation of such
improvements and the sources of funding anticipated to be utilized to acquire, construct and install such
improvements. A copy of the CIP is available on the website for the City at rvrvrv.miamibeachfl.qov.
Parking System Covenants
The Bond Resolution contains the following covenants of the City:
Construction of Proiect and Improvements; Operation o-f Parkins SJ)stem. The City covenants that
it will construct the Project and all other Improvements for the construction or acquisition of which Bonds
or other System Debt shall be issued under the provisions of the Bond Resolution, or for which moneys
repayable from the proceeds of Bonds or other System Debt issued under the provisions of the Bond
Resolution shall have been advanced to the City, in accordance with the plans theretofore approved by the
Consulting Engineers and that, upon the completion of the Project or any such other Improvements, it will
operate and maintain the same as a part of the Parking System. Any contract with any person for the
construction of all or a portion of the Project or any other Improvements shall provide for such
performance and payment bonds or security in lieu thereof and for such ratings as shall be in compliance
with the laws of the State of Florida and the normally established practices of the City from time to time
in effect.
The City further covenants that it will establish and enforce reasonable rules and regulations
governing the use of the Parking System and the operations thereof, that all compensation, salaries, fees
and wages paid by it in connection with the maintenance, repair and operation of the Parking System will
be reasonable, that it will operate the Parking System in an efficient and economical manner, that it will
at all times maintain the Parking System or any part thereof in good repair and in sound operating
condition and will make all necessary repairs, renewals and replacements, that it will duly observe and
comply with all valid requirements of any municipal or governmental authority relative to the Parking
System, that, except as permitted by the Bond Resolution, the City will not create or suffer to be created
any lien or charge upon the Parking System or any part thereof or upon the Net Revenues ranking equally
with or prior to the Bonds, and that, out of the Net Revenues, it will pay or cause to be discharged, within
sixty (60) days after the same shall accrue, all lawful claims and demands for labor, materials, supplies or
other objects which, if unpaid, might by law become a lien upon the Parking System or any part thereof
or upon the Revenues; provided, however, that nothing contained in this paragraph shall require the City
to pay or cause to be discharged, or make provision for, any such lien or charge so long as the validity
thereofshall be contested in good faith and by appropriate legal proceedings.
No Free Parkins. To the extent permitted by law, the City will not permit free parking or services
to be supplied by the Parking System, except that (i) the City Commission, officers and employees may
use facilities of the Parking System free of charge only while on official City business, (ii) the City may
establish the hours during which meter charges shall be applicable and (iii) the City may permit free
parking during hours when the volume of parking business does not justify the expense of collecting
parking charges.
Enforcement qf Collections. The City will diligently enforce and collect, or cause to be enforced
and collected, the rates, fees and other charges for the use of the Parking System, will take, or cause to be
23
821
taken, all steps, actions and proceedings for the enforcement and collection ofsuch rates, fees and charges
to the fulI extent permitted or authorized by law, and will maintain accurate records with respect thereto.
All such rates, fees, charges and revenues pledged under the Bond Resolution shall, as collected, be held
in trust to be applied as provided in the Bond Resolution and not otherwise.
Manasement bv Others of the Parkins System. All or any part of the Parking System may be
managed by independent managers or operators or by any authority created by the City for such purpose
under such provisions as are acceptable to the City Commission; provided, however, that prior to the
approval of any such management arrangement, there shall be delivered to the City Manager (i) a certificate
of the Chief Financial Officer containing the Chief Financial Officer's determination that such management
arrangements will not have a material adverse impact on the Net Revenues of the Parking System and
stating the Chief Financial Officer's reasons for such determination and (ii) an opinion of Bond Counsel
to the effect that such management arrangement will have no adverse impact on the exclusion of interest
on any of the Bonds or other System Debt from gross income for federal income tax purposes. Any and
all financial considerations received by the City by reason of such management arrangement shall be
regarded as Revenues for purposes of the Bond Resolution.
Sale or Other Disposition of the Parkinq Svstem. Except as otherwise provided in the Bond
Resolution, the City shall not sell, lease or otherwise dispose of all or any part of the Parking System.
(a) To the extent permitted by law, the City, without restriction, may in any Fiscal
Year sell, lease or otherwise dispose of assets forming a part of the Parking System, the aggregate
value of which in each such Fiscal Year does not exceed the lesser of $1,000,000 or one half of
one per centum (ll2 of l%) of the book value of the net property, plant and equipment of the
Parking System, as shown on the Financial Statements for the latest Fiscal Year for which such
Financial Statements are available.
(b) To the extent permitted by law, the City may in any Fiscal Year sell, lease or
otherwise dispose of assets forming a part of the Parking System in excess of the amount set forth
in clause (a) above if, before any such transfer, there is delivered to the City Manager a report of
the Consulting Engineers or Rate Consultant demonstrating that the sale, lease or other disposition
of such property will not have a material adverse impact on the Net Revenues and stating such
consultant's reasons therefor. In determining whether to render such report, the Consulting
Engineers or the Rate Consultant shall consider the usefulness of the assets to be disposed of to
the operations of the Parking System, the uses to be made of any proceeds of a sale and the rental
income to be received with respect to any lease thereof.
(c) To the extent permiued by law, the City may in any Fiscal Year sell, lease or
otherwise dispose of any assets forming a part of the Parking System, without regard to the
limitations and conditions in clauses (a) and (b) above, if the City Commission by resolution
declares that such assets are not needed or serve no useful purpose in connection with the
maintenance and operation of the Parking System.
The proceeds of any disposition pursuant to immediately preceding subparagraphs (a), (b)
or (c) above shall be applied as described in "SECURITY AND SOURCES OF PAYMENT - Flow
of Funds" herein or to the defeasance of Bonds pursuant to the Bond Resolution.
(d) To the extent permitted by law, the City may sell, lease or otherwise dispose of
the assets of the entire Parking System if, upon application of the proceeds of any such disposition
as hereinafter described, there shall be no Bonds deemed to be Outstanding under the provisions
24
822
of the Bond Resolution and the City shall have paid or made full provision for the payment of all
other obligations of the City payable from the Revenues of the Parking System, including but not
limited to, Current Expenses then due and payable or to become due and payable, and all other
System Debt payable in any way from the Revenues of the Parking System and all fees then due
and owing or to become due in the future with respect to Credit Facilities. The proceeds of any
sale, lease or other disposition permitted by this clause (d) shall be applied first to the payment or
provision for payment of the obligations, including the Bonds, set forth above, and only after all
such obligations shall have been paid or full provision for their payment been made, shall the City
apply any of such proceeds to any other lawful purpose of the City.
No sale, lease or any other disposition of assets of the Parking System pursuant to immediately
preceding subparagraphs (a) through (d) above shall be consunmated, nor shall the proceeds ofany such
disposition be applied, unless prior to such consummation or application there shall be delivered an opinion
of Bond Counsel to the effect that such disposition and the application of the proceeds as described in such
immediately preceding subparagraphs will have no adverse impact on the exclusion of interest on any of
the Bonds or other System Debt from gross income for federal income tax purposes.
The Bond Resolution provides that without complying with the above provisions but subject to
compliance with the rate covenant and the tax covenants contained in the Bond Resolution, to the extent
permitted by law, the City may permit at such rates as the City shall deem reasonable (i) the exclusive use
of parking lots or structures, or any portion thereof, which are part of the Parking System in connection
with special events or occasions for periods of no more than one (l) week, including renewals; (ii) the
exclusive use of spaces in parking lots or structures which are part of the Parking System by individuals
who are members of the general public for periods of no more than one (l) month (however, such use may
be renewed for successive periods of no more than one (l) month each); (iii) the exclusive use of parking
lots or structures, or any portion thereof, which are part of the Parking System during periods (e.g., at
night) when there is little or no reasonably expected demand for use of such lots or structures by members
of the general public and when such exclusive use for such periods will not prevent any foreseeable use
of such lots or structures by members of the general public; or (iv) the rental of retail space within parking
structures that are part of the Parking System and intended, upon initial acquisition or construction by the
City of such structures, to be used as retail space. The income from such use as described in this paragraph
shall be deposited in the Enterprise Fund and applied as described in "SECURITY AND SOURCES OF
PAYMENT - Flow of Funds" herein.
Summary Statement of Revenues and Expenses
A summary of historical and current comparative financial information of the Enterprise Fund is
presented below.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
25
823
STATEMENT OF REVENUES, EXPENSES AND
CHANGES IN NET ASSETS OF THE ENTERPRISE FUND
Fiscal Year Ended September 30.
Nine Month July I Total
Period Ended through (Unaudited)
Iune 30, September 30, and(Unaudited) (Budeet) (Budget)
2013(tl
Operating revenues:
Charges for services $ 34,876,171 S 36,821,147 $ 38,600,651
Permits, rentals, and other 5,231,823 5,521,507 1,702,093
Total operating revenues 40,107,994 42,342,654 40,302,744
Operating expenses:
Personal services
Operating supplies
Contrachral services
Utilities
Insurance
Intemal services charges
Depreciation
Administrative fees
Amortization(r)
Other operating
Total operating expenses
Operating income (loss)
Non-operating revenues
(expenses):
Intergovemmental revenues
Interest and fiscal charges
Gain on disposition of
capital assets
Unrealized gains (losses)
on investments
Interest income
Total non-operating revenues
(expenses)
Income (loss) before transfers
and capital contributions
Capital Contributions
Transfers in
Transfers out
Change in net position
Net position - beginning
Net position - ending
23,878 14,188
(103,764t (302,070) 3,277,5s4
tt,487 ,990
-0-
3,468,295
(8,264,833)
6,69t,452
t40,794,267
$llL!![U $-tl!Jr1.337 $llz4l3) $14J4t.r82) $1_13161,8_12
Source: Comprehensive Annual Financial Report of the City of Miami Beach, Florida for Fiscal Years ended September 30, 2011 through
September 30,2014.
Source: City of Miami Beach, Florida, Department of Finance. Represents actual totals for the period indicated.
As a result of the implementation of GASB 67, beginning in Fiscal Year 2014, amortization expenses are included with interest expenses and fiscal
charges.
201l(t)2012(')
9,952.848 10,342,637
252,28t 225,343
6,220,925 6,363,160
999,985 969,466
271,253 t52,791
2,996,270 3,372,560
3,254,856 3,181,804
3,270,868 3,147,440
24,794 t3,240
323,094 435,036
27.567,174 28,203,477
12,540,820 t4,t39,177
-0- -0-
(77 t,se4) (815,935)
-0- -0-
643,952 499,677
12,437,056 13,837,107
24s,834 (4,8tt,624)
374,837 4,970,954
(5,363,864) (8,652,304)
7,693,863 5,344,t33
127,756,271 135,450,134
$l_31t5!.r34 $!!u.2.!@-
9,704,448
207,870
7,013,483
t,770,790
48,298
4,459,650
4,977,984
3,425,000
20,780
464,005
32,092,308
8,2t0,436
3,5t9,248
(750,090)
16,440
(9,22r)
501,t77
20t44\
$ 38,483,390
t,565923
40,049,313
11,591,813
56,823
8,107,560
1,728,924
217,s38
3,375,776
6,9t7,62t
1,863,000
-0-
2,308,523
36,t67,578
3,88 I ,735
2,973,729
(666,3 ss)
27,438
18,066
4t7,423
2,770,30t
6,652,036
(5 17,53 8)
4,627,530
(9,010.1 59)
t,75t,869
147,003,468
20ls?l
$ 30,s23,r37
I,498,288
32,02t,425
8,944,155
t93,124
5,564,467
t,472,t50
118,184
2,450,047
4,866,54t
1,308,751
-0-
1.838,1 53
26,755,572
5,265.853
t,59t,092
(986,653)
35,r44
2,898
179,390
821 ,871
6,087,724
(164,374)
r77,007
(7,345,500)
(1,245,143)
2015Q)
s 9,668,863
523,7 t2
10,192,575
4,310,845
4,276
4,388, l 33
356,850
34,816
913,953
t,632,459
436,249
-0-
607.847
t2,685,428
(2,492,853)
1,3 10,908
(460,347)
-0-
-0-
67,6t0
9 18, 171
(t,s74,682)
-0-
-0-
(2,470,s00).
(4,045,182)
20l5Ql
$ 40.192,000
2,022,000
42,2t4,000
13,255,000
t97,400
9,9s2,600
1,829,000
153,000
3,364,000
6,499,000
1,745,000
-0-
2,446,000
39,441,000
2,773,000
2,902,000
( 1,447,000)
35,144
2,898
247,000
t,740,042
4,5t3,042
(164,374)
177,007
(9.816,000)
(5,290,32s)
t48,755,337
(l)
(2)
(3)
26
824
HISTORICAL NET REVENUES, DEBT SERVICE
AND DEBT SERVICE COVERAGE
General
The information in the following table sets forth the historical revenues, expenditures and debt
service coverage of the Parking System.
Fiscal Year Ended September 30.
201l(')2012t')
Revenues(')
Current Expenses(n)
Net Revenues Available
for Debt Service
Debt Service(')
Debt Service Coverage
Ratio
$40,7 51,946 $42,842,331
21,016,656 21,960,993
19,735,290 20,991,339
3,789,417 4,030,601
5.21x 5.21x
2014(t)2015(2\
$40,466,736 $42,461,000
27,386,957 31,187,000
4!1"'
$40,803,921
23,668,544
17,135,377 13,079,779 11,274,000
4,022,564
4.26x
4,026,993 4,022,s72
3.25x 2.80x
(l) Source: Comprehensive Annual Financial Report of the City of Miami Beach, Florida for Fiscal Years ended
September 30, 2010 through September 30,2014.(2) Source: City of Miami Beach, Florida, Department of Finance, based on actual totals for the nine month
period ended June 30, 2015 (unaudited) and amounts budgeted for the period ended July 1,2015
through September 30, 2015.
(3) Revenues include operating revenues and non-operating interest income.(4) Current Expenses do not include interest, depreciation, amortization or administrative fees.
(5) Represents Principal and Interest Requirements on the Outstanding Bonds, plus debt service on any other
System Debt. Upon issuance of the Series 2015 Bonds, the only other System Debt Outstanding will be the
Outstanding Bonds. See "HISTORICAL NET REVENUES, DEBT SERVICE AND DEBT SERVICE
COVERAGE - Management Discussion of Parking System" and "DEBT SERVICE SCHEDULE' herein.
Management Discussion of Parking System
[ADDITIONAL INFORMATION FOR THIS SECTION, AS NEEDED,
TO BE PROVIDED BY THE CITYI
The Enterprise Fund had a change in net position for Fiscal Year 2014 of $ 1.8 million. Operating
revenues of the Parking System decreased by $253,43 I or O.60/o and operating expenses increased by $a. I
million or 12.7o/o from Fiscal Year 2013. Net non-operating revenues were $2.7 million and consisted of
$666,355 in interest and fiscal charges, $27,438 in gain on disposal ofcapital assets, $18,066 in unrealized
gain on investments and $417,423 in interest income. For Fiscal Year 2014 $3.0 million in
intergovemmental revenues were received as the City's share in parking ticket revenue from the County.
lntergovemmental revenues decreased by $545,519 or 15.5o/o from Fiscal Year 2013. The decrease in
revenues were, in part, the result of construction related projects that occupied many parking areas.
27
825
In the past the City has executed loan agreements with the City of Gulf Breeze, Florida Local
Government Pool to borrow funds for various purposes. Repayment of the portion of the $22,445,000 Gulf
Breeze Note, Series 1985C which was used to finance costs related to the construction of a parking garage
was allocated to the Enterprise Fund. The principal of such Note was required to be repaid in fourteen (14)
annual installments, commencing December 1,2002, with interest paid semiannually. As of September
30, 2014, the outstanding amount of the Gulf Breeze Note payable from the Enterprise Fund was
$1,494,728. Such amount is expected to be paid in full prior to the issuance of the Series 2015 Bonds.
[REMAINDEROF PAGE INTENTIONALLY LEFT BLANK]
28
826
DEBT SERVICE SCHEDULE
Set forth below are the debt service requirements of the Series 2015 Bonds, all other Bonds
Outstanding upon issuance of the Series 2015 Bonds and the total combined debt service on all Bonds
Outstanding immediately following issuance of the Series 2015 Bonds.
Fiscal Year
Ending
September 30
20t6
2017
201 8
20t9
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
Total
Series 2015 Bonds
Total Series
2015 Bonds
Outstanding and Outstanding
Principal
$
Interest
S
Total Bonds
$ 3,243,462.50
3,244,862.s0
3,239,t12.50
3,245,5t2.50
3,244,112.50
3,242,862.50
3,132,362.50
2,230,762.50
2,231,162.50
2,233,662.50
2,234,018.76
2,233,375.00
2,230,418.76
2,230,150.00
2,232,337.50
2,231,750.00
2,233,250.00
2,231,250.00
2,230,750.00
2,23 I,500.00
2,233,250.00
2,230,750.00
2,234,000.00
2,232,500.00
2,231,250.00
-0-
-0-
-0-
-0-
-0-
s:$:
29
$: $62J-68.425.U
827
THE CITY
General
The City is located on a barrier island surrounded by the Atlantic Ocean to the east and Biscayne
Bay to the west. The City comprises seven (7) square miles of land area and ten (10) square miles of
Biscayne Bay. The City is connected to the mainland by four (4) causeways.
The climate of the City is tropical, with an average annual temperature of 75 degrees Fahrenheit,
24 degrees Celsius. The City is the home of the Art Deco Historic District, consisting of one of the
greatest concentrations of Art Deco architecture in the United States. Within the Art Deco Historic District
is the world famous Ocean Drive, which has been called the "Riviera" of Florida. The economy of the area
is based on tourism. For Fiscal Year 2014, hotel, food and beverage sales accounted for an estimated$2.2
billion in sales within the City.
City Government
The City was incorporated as a municipal corporation on March 26,1915. The City operates under
a Commissionlcity Manager form of govemment. The City Commission consists of the Mayor and six
(6) Commissioners who serve as the policy-making body of the City. Authority is vested in the City
Commission to enact ordinances, hold public hearings, approve contracts, establish the City's budget and
tax assessments, and authorize construction of all public improvements.
The Mayor and City Commission are elected on a citywide, nonpartisan basis. Elections are held
in odd numbered years, with the Mayor elected to serve two-year terms with a limit of three (3) consecutive
terms. Commissioners are elected to serve four-year terms with a limit of two (2) consecutive terms. City
Commission terms are staggered so that not all Commissioners are up for re-election at the same time. On
a rotating basis, the City Commission selects one (1) of its members to serve as Vice Mayor for a three-
month term. The Mayor, who is the presiding officer at City Commission meetings, may vote on all
matters that come before the City Commission, but has no power of veto. The City Commission appoints
the City Manager, the City Attomey and the City Clerk. All other department heads are appointed by the
City Manager, with the consent of the City Commission.
Philip Levine serves as the Mayor of the City. Mayor Levine was elected as Mayor on November
5,2013 and his current term of office will expire in November 2015. Set forth below is a list which
contains the current members of the City Commission and the expiration of their respective terms of office:
Miami Beach, Florida City Commission
CiW Commission Members
Edward L. Tobin, Vice Mayor
Michael Grieco
Joy Malakoff
Micky Steinberg
Deede Weithorn
Jonah Wolfson
Date Term Ends
November 2015
November 2017
November 2017
November 2017
November 2015
November 2015
30
828
The next general election of the Citywill be held on November 3,2015. The Mayor is running
against a single opponent in the upcoming election, as are two (2) of the three (3) City Commissioners.
No City Commissioner whose term is expiring in November 2015 is running for reelection. In addition,
if noone running for the seat that has more than two (2) candidates on the ballot receives more than fifty
percent (50%) of the votes cast in the general election, a run-off election will be held to determine the
winner of that race. If required, the run-off election will be held on November 17,2015. The results of
the election are expected to be certified by the current Mayor and City Commission in a meeting to be held
sometime after the general election or, if a run-off election is held, after the run-off election. The current
Mayor and City Commission are expected to serve until newly elected members have been seated.
For more detailed information relating to the City, see "APPENDX A - General lnformation and
Economic Data Regarding the City of Miami Beach, Florida and Miami-Dade County, Florida."
PENSION AIID OTHERPOST EMPLOYMENT BENEFITS
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.
Emplovees' 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 1,2013, the date of the latest accrual valuation:
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
3l
829
Employee Plan Membership
Inactive plan members and beneficiaries currently receiving benefits
lnactive plan members entitled to benefits but not yet receiving them
Active plan members
Total members
1,055
125*
1,014
2.r94
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
* Includes members of the Employee Plan who are enrolled in DROP (as hereinafter defined).
Plan Benefrts. 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 PIan (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 membenhip 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 l, 1993 (but prior to
September 30, 2010) for members of the Government Supervisors Association of Florida ("GSAII";
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 TieC') includes any employee who became a member of the Employee Plan on or after (i)
September 30, 2010 for members of AISCME, 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 eamings, multiplied by the first fifteen (15) years of creditable seryice, plus four
percent (4%) of their final average monthly eamings, 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 eamings. Employee Plan First Tier unclassified members accrued four percent (4%) of their final
average monthly eamings 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 f,rnal
average monthly eamings.
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 eamings multiplied by the employee's number of years of
creditable service, subject to a maximum of eighty percent (80%) of such employee's final average monthly
eamings.
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 entitledto benefits of two and one-half percent (2.5%)
32
830
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 final 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 eamings for each year of creditable service as an elected official, city manager or
city attomey, 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
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 l, 2013, such benefit was also extended to Employee Plan
members of GSAF and, effective April 23,2014, was extended to Employee Plan members of A-FSCME
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 adjustrnent 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, 2014, there were ninety-four (94)
members of the Employee Plan in the DROP and the value of the DROP investment was $7,434,014, which
is included in the Plan's net position. The DROP also allows for member loans. Approximately $165,000
of DROP loans for the Employee Plan were outstanding as of September 30, 2014.
Contributions to the Emplqtee 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, 2014, lhe City was required to make contributions of
$25,602,030 or 40.3%o of covered payroll to the Employee Plan in accordance with actuarially determined
requirements computed through an actuarial valuation performed as of October 1,2013. For the Fiscal
Year ended September 30,2014, the employees contributed$7,373,407 and buybacks were $1,143,866.
33
831
Net Pension Liabiliy. The components of the City's net pension liability for the Employee Plan
as of September 30,2014 were as follows:
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
Set forth below is the progress made by the City accumulating sufficient assets to pay benefits of
the Employee Plan, when due.
Employee Plan Schedule of Employer Contributions
Employee Plan Net Pension Liability
Total Employee Plan liability
Employee Plan's fiduciary net position
City net Employee Plan liability
$679,514,531
(516,387,785)
$163.126.744
Percentage of
Annual Pension Cost
Contributed
100%
100
100
Financial Report for Fiscal Year Ended
(3) most recent valuation dates, is as
Fiscal Year
Ended
September 30
2012
2013
2014
Annual
Required
Contribution
$t6,243,133
21,222,051
25,602,030
Annual
Pension Cost
$16,312,068
21,222,051
25,602,030
Source: City of Miami Beach, Florida Comprehensive Annual
September 30,2014.
The funding status for the Employee Plan, as of the three
follows:
Employee Plan Funding Status
Valuation
Date
Actuarial
Value of
Plan Assets
$425,781,050
421,376,041
440,912,7st
Actuarial
Accrued
Liabilitv
$602,577,503
637,363,774
649,797,221
Unfunded
Actuarial
Accrued
Liability
(UAAL)
$176,796,453
215,987,733
208,884,470
Funded
Ratio
Annual
Covered
Pawoll
UAAL
asa
Percent of
Covered
Pawoll
266.5Yo
332.0
328.8
tolUtt
tulUt2
r0lUt3
70.7% $66,346,904
66.1 65,053,945
67.9 63,526,903
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended September 30,2014,
City of Miami Beach Employees' Retirement Plan Actuarial Valuation Report as of October l, 2Ol3 and City of
Miami Beach Employees' Retirement Plan Actuarial Valuation Report as of October 1,2012.
34
832
Police and Firefishters' 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 three (3) 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") or on or after September 30, 2013 ("Police and Firefighters' Plan Tier Three").
Membership in the Police and Firefighters' Plan consisted of the following as of October l, 2013,
the date of the latest accrual valuation:
Police and Firefighters' Plan Membership
Active members
Deferred vested members
Retired members
a. Service
b. Disabled
c. Beneficiaries
458
l5
540*
58
98
696 696
1 169Total members
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
* 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,
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 offorty-seven (47) and the length ofcreditable 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 @%) of the member's average monthly
salary for each year ofcreditable service in excess offifteen (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
35
833
percent (85%) of the member's average monthly salary. All Police and Firefighters' Plan members and
benelrciaries receiving a monthly pension as of September 30, 2010 will receive a2.5Yo increase in benefits
on October 1 of each year. Members that retire on or after September 30, 2010 will receive a 2.5Yo
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 [ife, 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 (4Yo) 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%o 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.
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 seryice retirement benefits.
For a non-seryice 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 altemative 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
36
834
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 a2.5o/o 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,
201 3 . 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 2.5Yo cost of living adjustment.
An active Police and Firefighten' 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 l.5Yo
cost of living adjustment increase in benefits annually on the anniversary date of the member's retirement.
At September 30,2014, $15,135,801, 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 Firefishters' 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 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 of Florida for active employees
for the Fiscal Year ended September 30, 2014, was $35,960,326 and covered payroll, excluding DROP
members, was approximately $50,750,000. The contribution required from the City and the State of
Florida for the Fiscal Year ended September 30, 2014 was actuarially determined by the October 1,2012
valuation to be $35,960,326. The actuarially computed annual covered payroll used in the October 1,2012
valuation was $46,313,650. The annual pension cost was $35,960,326 for the Fiscal Year ended September
30,2014.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
37
835
Police and Firefighters'Plan Net Pension
Total Police and Firefighters' Plan liability
Police and Firefighters' Plan's fiduciary net position
City net Police and Firefighters' Plan liability
Liability
$991,506,019
(769,298,572)
$222.207.447
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
Set forth below is the progress made by the City accumulating sufficient assets to pay benefits of
the Police and Firefighters' Plan, when due.
Police and Firefighters' Plan Schedule of Employer Contributions
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended
September 30,2014.
The funding status for the Police and Firefighters' Plan, as of the three (3) most recent valuation
dates, is as follows:
Police and Firefighters'Plan Funding Status
Fiscal Year
Ended
September 30
2012
20t3
2014
Annual
Required
Contribution
$36,297,459
39,492,050
35,960,326
Annual
Pension Cost
$36,297,459
39,492,050
35,960,326
Percentage of
Annual Pension Cost
Contributed
100%
100
100
Annual
Covered
Pawoll
$49,186,724
46,313,650
47,164,032
Valuation
Date
tolUtt
tLlUt2
rotyt3
Actuarial
Value of
Plan Assets
$531,821,181
545,067,653
663,233,454
Actuarial
Accrued
Liabiliw
$871 , I 18,629
902,778,465
955,238,606
Unfunded
Actuarial
Accrued
Liability
(UAAL)
$339,297,448
357,710,812
292.00s.1s2
Funded
Ratio
6t.r%
60.4
69.4
UAAL
asa
Percent of
Covered
Pawoll
689.8Y.
772_4
6t9.1
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for
September 30,2013 and September 30,2012.
38
Fiscal Year Ended September 30,2014,
836
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 of Florida, 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 of Florida and remitted to the plans for the year ended
September30,2014was$l,704,136forfirefightersand$.759,678forpoliceofficers. Thesepaymentswere
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 "Defured Contribution Plan") that was
created in accordance with Section 401(a) of the lntemal 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 Dehned 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 a0l(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 Conkibution 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
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, 2014,
is as follows:
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
39
837
Defined Contribution Plan Information
Members in Defined Contribution Plan
City's contribution
Percentage of covered payroll
Employees' contribution
Percentage of covered payroll
$149,422
149,109
32
8.20o/o
8.18
Source:3li,iY?T".""',lih::Tlffi".i'dT;il:"'AnnuarFinanciarReport
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. As with all govemmental entities providing similar plans, the City is required
to comply with the Govemmental Accounting Standard's Board Statement No. 45 - Accounting and
Financial Reporting by Employers for Postemployment Benefits Other than Pensions ("GASB 45"). GASB
45 applies accounting methodology similar to that used for pension liabilities to other post employment
benefits ("OPEB") and attempts to more fully reveal the costs of employment by requiring governmental
units to include future OPEB costs in their financial statements. While GASB 45 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-hve (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.
(b) Life lnsurance - 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 October 1,2012, the date of the most recent actuarial valuation, OPEB Plan participation consisted of
the following:
40
838
OPEB Plan Participation
OPEB Plan Participants
Retirees receiving benefits
1,941
1,17 5
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
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, 2014, the City paid $7.9 million in OPEB benefits on a pay-as-go basis
and$915,000totheOPEBTrust. TheCity'snetOPEBobligationasofSeptember30,2014was$47.2
million. For Fiscal Year 2014, the Parking System contributed $171,079 to the OPEB Trust, which was
allocated based on the covered payroll of the Department as a percentage of the City's total covered
payroll. 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 45. 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 City's annual OPEB cost for the year, the
amount actually contributed and the change in the net OPEB obligation.
OPEB Annual Costs and
Net Obligation for Fiscal Yezr 2014
Annual Required Contribution
lnterest on Net OPEB Obligation
Adjustment to Annual Required Contribution
Annual OPEB Cost (expense)
Contributions Made
Net OPEB Obligation
Net OPEB Obligation - Beginning of Year
Net OPEB Obligation - End of Year
$16,490,000
3,099,000
(2.238.000)
17,351,000
8.882.000
9,469,000
38.733.000
$fl-292J,00.
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report
for Fiscal Year Ended September 30,2014.
Set forth below is a description of the progress made by the City in accumulating sufficient assets
to pay OPEB benefits, when due.
4t
839
OPEB Annual Costs and Contributions
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended September 30,
2014.
OPEB Funding Status
Fiscal Year
Ended
September 30
2012
2013
2014
Annual
OPEB Cost
$19,064,000
16,212,000
17,351,000
Contribution
$ I I ,104,000
8,314,000
8,882,000
Unfunded
Actuarial
Accrued
Liability
(UAAL)
$ 194,823,000
172,338,000
181,642,000
Percent of
Annual OPEB
Cost Contributed
s8%
51
5l
Net OPEB
Oblieation
$30,835,000
38,733,000
47,202,000
Valuation
Date
to/t/tt
to/t/t2
r0lUt3
Actuarial
Value of
Plan Assets
$14,136,000
19,015,000
22,167,000
Actuarial
Accrued
Liabiliw
$208,959,000
191,353,000
203,809,000
Funded
Ratio
6.8%
9.9
10.9
Participants
Covered
Pawoll
$ 107,418,169
108,263,028
107,951,095
UAAL
asa
Percent of
Participants
Covered
Pawoll
55.lYo
159.2
168.3
Source: City of Miami Beach, Florida Comprehensive Annual Financial Report for Fiscal Year Ended September 30,2014,
September 30,2013 and September 30,2012.
TAX MATTERS
General
ln the opinion of Squire Patton Boggs (US) LLP, Bond Counsel, under existing law: (i) interest
on the Series 2015 Bonds is excluded from gross income for federal income tax purposes under Section
103 of the Intemal Revenue Code of 1986, as amended (the "Code"), and is not an item of tax preference
for purposes of the federal altemative minimum tax imposed on individuals and corporations; and (ii) the
Series 2015 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 2015 Bonds.
The opinion on 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 in the transcript
of proceedings and that are intended to evidence and assure the foregoing, including that the Series 2015
Bonds are and will remain obligations the interest on which is excluded from gross income for federal
42
840
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 2015 Bonds from gross income for federal income tax purposes but is not a guaranty
of that conclusion. The opinion is not binding on the Intemal 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
govemment 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
2015 Bonds being included in gross income for federal income tax purposes retroactively to the date of
issuance of the Series 2015 Bonds. The City has covenanted to take the actions required of it for the
interest on the Series 2015 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 2015 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 2015 Bonds or the market value of the Series 2015 Bonds.
A portion of the interest on the Series 2015 Bonds eamed by certain corporations may be subject
to a federal corporate altemative minimum tax. In addition, interest on the Series 2015 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 eamed 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 2015 Bonds. Bond Counsel will express no opinion regarding those consequences.
Payments of interest on tax-exempt obligations, including the Series 2015 Bonds, are generally
subject to IRS Form 1099-INT information reporting requirements. If a Series 2015 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 2015 Bonds ends with the issuance of the
Series 2015 Bonds, and, unless separately engaged, Bond Counsel is not obligated to defend the City or
the owners of the Series 2015 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 2015 Bonds, under current IRS procedures, the IRS will treat the City as the taxpayer and the
beneficial owners of the Series 201 5 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
43
841
2015 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 2015 Bonds.
Prospective purchasers of the Series 2015 Bonds upon their original issuance at prices other than
the respective prices indicated on the inside cover page of this Official Statement, and prospective
purchasers of the Series 2015 Bonds at other than their original issuance, should consult their own tax
advisers 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 2015 Bonds. There can be no
assurance that legislation enacted or proposed, or actions by a court, after the date ofissuance ofthe Series
2015 Bonds will not have an adverse effect on the tax status of interest on the Series 2015 Bonds or the
market value or marketability of the Series 2015 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 2015 Bonds from gross income for federal or state income tax purposes for all or
certain taxpayers.
For example, recent presidential and legislative proposals would eliminate, reduce or otherwise alter
the tax benefits currently provided to certain owners of state and local government bonds, including
proposals that would result in additional federal income tax on taxpayers that own tax-exempt obligations
if their incomes exceed certain thresholds. Investors in the Series 2015 Bonds should be aware that any
such future legislative actions (including federal income tax reform) may retroactively change the treatment
of all or a portion of the interest on the Series 2015 Bonds for federal income tax purposes for all or certain
taxpayers. In such event, the market value of the Series 2015 Bonds may be adversely affected and the
ability of holders to sell their Series 201 5 Bonds in the secondary market may be reduced. The Series 20 I 5
Bonds are not subject to special mandatory redemption, and the interest rates on the Series 2015 Bonds are
not subject to adjustment in the event ofany such change.
lnvestors 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 2015 Bonds ("Discount Bonds") as indicated on the inside cover page of this
Official Statement were 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 manrrity 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
2015 Bonds, and (ii) is added to the owner's tax basis for purposes of determining gain or loss on the
44
842
maturity, redemption, prior sale or other disposition of that Discount Bond. The amount of OID that
accmes each year to a corporate owner of a Discount Bond is taken into account in computing the
corporation's liability for federal alternative minimum tax. A purchaser of a Discount Bond in the initial
public offering at the price for that Discount Bond stated on the inside cover page of this Oflicial Statement
who holds that Discount Bond to maturity will realize no gain or loss upon the retirement of that Discount
Bond.
Certain of the Series 2015 Bonds ("Premium Bonds") as indicated on the inside cover page of this
Official Statement were 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 rcalize 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 at the price for that Premium Bond stated on the inside cover page of this Official Statement 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 advisers as to the
determination for federal income tax purposes of the amoant of OID or bond premium properly
accruable or amortizable in any period with respect to the Discount Bonds or Premium Bonds and as
to other federal tax consequences and the treatment of OID and bond premium for purposes of state and
local toxes 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, 2014 and,the report of Crowe Horwath LLP, independent certified
public accountants ("Crowe Horwath"), in connection therewith, dated March 30, 2015, are included in
APPENDIX B to this Official Statement as part of the public records of the City. Such financial statements
and report contain information relating to the City and the Parking System. In addition, the Financial
Report of the Parking System Enterprise Fund of the City of Miami Beach, Florida for the Fiscal Year
ended September 30, 2014 and the report of Crowe Horwath in connection therewith, dated March 30,
2015, may be obtained from the Chief Financial Officer for the City. See "INTRODUCTION" herein.
The consent of Crowe Horwath 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 2015 Bonds.
CONTINUING DISCLOSURE
The City will covenant for the benefit of the holders of the Series 2015 Bonds to provide certain
financial information and operating data relating to the Parking System not later than two hundred forty
45
843
(240) days following the end of each Fiscal Year, commencing with the Fiscal Year ending September 30,
2015 (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. C'DAC') will act as the initial
disclosure dissemination agent for the City. The specific nature of the information to be 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 l5c2-12 of the Securities and Exchange Commission.
On July 28,2014 Standard & Poor's Ratings Services ("S&P") announced that it had raised its
rating on the City's general obligation debt two (2) notches ,o "r4r{*" from "AA-." The disclosure
agreements entered into by the City in connection with the issuance of various series of bonds (the
"Disclosure Agreements") require the City to provide, among other things, notice of rating changes
affecting such series of bonds. Notice of the ratings increase announced by S&P on July 28,2014 was not
provided by the City within the time periods established in the Disclosure Agreements. Such notice was
filed by DAC, on behalf of the City, with the MSRB on April 29,2015.
Documents required to be filed pursuant to the Disclosure Agreements are currently on file and
available electronically from the MSRB at http://emma.msrb.ors/. lnformation regarding the Series 2015
Bonds and other outstanding bonds of the City may be found at the DAC intemet site,
"http//www.dacb0 ."
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 City Attomey, threatened against the City that seeks
to restrain or enjoin the issuance or delivery of the Series 2015 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 Parking
System to generate sufficient Net Revenues to pay debt service on the Series 2015 Bonds.
LEGAL MATTERS
Certain legal matters incident to the issuance of the Series 2015 Bonds and with regard to the tax-
exempt status of the interest on the Series 2015 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 2015 Bonds, will be delivered on the date of issuance of the
Series 2015 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 ofissuance.
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
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844
pertaining to the City or the Series 2015 Bonds that may be prepared or made available by the City, the
Underwriters or others to the Holders of the Series 2015 Bonds or other parties.
Certain legal matters incident to the issuance of the Series 2015 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 2015 Bonds, will be delivered
to the City by Disclosure Counsel at the time of original delivery of the Series 2015 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
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 Raul J. Aguila, Esquire, Miami Beach,
Florida, City Attomey. Greenberg Traurig, P.A., Miami, Florida, is serving as counsel to the Under"writers.
The legal opinions and other letters of counsel to be delivered concurrently with the delivery of
the Series 2015 Bonds express the professional judgment of the attomeys rendering the opinions or advice
regarding the legal issues and other matters expressly addressed therein. By rendering a legal opinion or
advice, the giver ofsuch opinion or advice does not become an insurer or guarantor ofthe 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 2015 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 2015 Bonds may not be readily available or may be limited.
The various legal opinions to be delivered concurrently with the delivery of the Series 2015 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 lnvestors Service, Inc. ("Moody's") and S&P are expected to assign ratings of "_:'
witha..-outlook,',and..-,',witha,,-out[oolg''respectively,totheSeries20l5
Bonds insured by the Bond lnsurance Policy, with the understanding that upon delivery of such Series 2015
Bonds the Bond Insurance Policy insuring the payments, when due, of the principal of and interest on such
Series 2015 Bonds will be issued by the Bond Insurer. See "MUNICIPAL BOND INSURANCE" herein.
In addition, Moody's has assigned to the Series 2015 Bonds a rating of "_," with a
out[ook,''andS&Phasassignedaratingof,,-,,,witha,,-outlook,''eachwithoutregard
to the issuance of the Bond Insurance Policy.l Such ratings and outlooks reflect the view of such
organizations. An explanation of the significance of such ratings and outlooks may be obtained only from
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Moody's and S&P, respectively. An explanation of the rating and outlook 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.
There is no assurance that the rating and outlook provided by Moody's and S&P, respectively, 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 such downward revision or
withdrawal of such ratings or outlooks may have an adverse effect on the market price of the Series 2015
Bonds.
UNDERWRITING
The Series 2015 Bonds are being purchased by J.P. Morgan Securities LLC, SunTrust Robinson
Humphrey, lnc. and Estrada Hinojosa & Company, 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 2015 Bonds by Bond
Counsel and the existence of no material adverse change in the condition of the City or the Parking System
from that set forth in the Official Statement.
The Series 2015 Bonds are being purchased at a purchase price of$(which
represents the $principal amount of the Series 2015 Bonds, [plus / minus a net
original issue premium / discount of $,l minus an Underwriters' discount of
$ ). The Series 2015 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 2015 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.
J.P. Morgan Securities LLC ("JPMS"), one of the Underwriters of the Series 2015 Bonds, has
entered into negotiated dealer agreements (each, a "Dealer Agreement") with each of Charles Schwab &
Co., Inc. ("CS&Co.") and LPL Financial LLC ("LPL") for the retail distribution of certain securities
offerings at the original issue prices. Pursuant to each Dealer Agreement, each of CS&Co. and LPL may
purchase Series 2015 Bonds from JPMS at the original issue price less a negotiated portion of the selling
concession applicable to any Series 2015 Bonds that such firm sells.
SunTrust Robinson Humphrey, lnc. ("STRH"), one of the Underwriters of the Series 2015 Bonds,
has entered into an agreement (the "Distribution Agreement") with SunTrust Investment Services, Inc.
("STIS") for the retail distibution of certain municipal securities offerings, including the Series 2015
Bonds. Pursuant to the Distribution Agreement, STRH will share a portion of its underwriting
compensation with respect to the Series 2015 Bonds with STIS. STRH and STIS are both subsidiaries of
SunTrust Banks, Inc. SunTrust Robinson Humphrey is the trade name for certain capital markets and
investment banking services of SunTrust Banks and its subsidiaries.
The Underwriters, respectively, may have entered into agreements with other broker- dealers (that
have notbeendesignatedbythe Cityas Underwriters) forthe distributionof the Series 2015 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.
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FINANCIAL ADVISOR
RBC Capital Markets, LLC, St. Petersburg, Florida, is serving as Financial Advisor to the City and
has acted in such capacitywith respect to the sale and issuance of the Series 2015 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 2015 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 2015 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 2015 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
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 authorizedby the City Commission. At the
time of the delivery of the Series 2015 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 2015 Bonds, contains an
untrue statement of a material fact or 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 surunary 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 offrcial 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.
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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
PHILIP LEVINE, Mayor
JIMMY L. MORALES, City Manager
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APPENDIXA
General Information and Economic Data
Regarding the City of Miami Beach, Florida
and Miami-Dade County, Florida
849
GENERAL INFORMATION REGARDING
THE CITY OF MIAMI BEACH
AltD MIAMI-DADE COUNTY, FLORIDA
The following information pertaining to the City of Miami Beach, Florida (the "City") and Miami-
Dade County, Florida (the "County") is set forth for purposes of providing background information only.
The Series 2015 Bonds are payable only from the Net Revenues of the City's Parking System, and other
amounts constituting Pledged Revenues, as defined in this Official Statement. The Series 2015 Bonds do
not constitute a debt, liability or obligation or a pledge of the faith, credit or taxing power of the City, the
County, the State of Florida, or any political subdivision thereof.
INTRODUCTION
The City
The City is located on a barrier island surrounded by the Atlantic Ocean to the east and Biscayne
Bay to the west. The City comprises seven (7) square miles of land area and ten (10) square miles of
Biscayne Bay. The City is connected to the mainland by four (4) causeways.
The climate of the City is tropical, with an average annual temperature of 75 degrees Fahrenheit,
24 degrees Celsius. The City is the home of the Art Deco Historic District, consisting of one of the
greatest concentrations of Art Deco architecture in the United States. Within the Art Deco Historic District
is the world famous Ocean Drive, which has been called the "Riviera" of Florida. The economy of the area
is based on tourism. For Fiscal Year 2014, hotel, food and beverage sales accounted for an estimated$2.2
billion in sales within the City. The demographics of the City have drastically changed over the last thity-
five (35) years. ln the 1980 Census, the average age of the City's population was 65.3 years old. That
average declined to 43.7 years of age by the 2000 Census and to 40.3 years of age by the 2010 Census.
After the significant changes between 1980 and 2010, the City's demographics are beginning to stabilize
with a younger, more affluent population. Based on information provided by the U.S. Census Bureau for
2013 (the most recent year for which City estimates are crrrently available from the U.S. Census Bureau),
the median age in the City was estimated to be 39.3 years of age and the median family income was
estimated to be $52,576.
The County
The County is the largest county in the southeastern United States in terms of population and one
of the largest in terms of land area. The County consists of 2,209 square miles of land area. The
population of the County is clustered mainly along the coastal, eastem areas, with the western area of the
County comprising a part of the Florida Everglades. The County was created on January 18, 1836 under
the Tenitorial Act of the United States. It included the land area now forming Palm Beach and Broward
Counties, together with the land area of the present Miami-Dade County. In 1909, Palm Beach County
was established from the northem portion of what was then Dade County. In 1915, Palm Beach County
and then Dade County contributed nearly equal portions of land to create what is now Broward County.
There have been no significant boundary changes to the County since 1915. There are thirty-five (35)
incorporated municipalities in the County and the County serves as a municipal govenrment for its
unincorporated areas. ln addition to the City, the municipalities in the County include the cities of Miami,
Hialeah and Coral Gables.
A-l
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POPULATION
The U.S. Census Bureau estimated the population of the City and of the County to be 91,026 and
2,641,866, respectively, in 2013. For 2014, the population in the County is estimated to be 2,662,874.
The U.S. Census Bureau population estimates for the City for 2014 have not been released. Projections
by the Nielsen Company, a leading provider of demographic and economic data, provide for the City's
population to grow to 96,484 by the year 2020. Set forth below are general population statistics for the
City and the County and age data relating to the City's population groMh.
Population, City of Miami Beach
and Miami-Dade County 1980 -2014
City of
Calendar Year Miami Beach Percent Chanse
Miami-Dade
Countv Percent Chanse
1980
1990
2000
2010
2013*
2014*
96,298
92,639
87,933
87,779
91,026
N/A
10.6%
(3.8)
(s.3 )
(0.1)
0.4
1,625,598
1,937,094
2,260,000
2,496,435
2,641,866
2,662,974
28.2%
t9.2
16.7
10.5
5.8
6.7
Source: U.S. Department of Commerce, Bureau of Census.
* Estimated as of July l, 2013 for City population and as of July l, 2014 for County population. Population
estimates for the City for 2014 are not yet available.
Population Breakdown
City of Miami Beach, 1990 - 2013
Age Group 1990 2010 2013*2000
Under 18
l8 and over
2l and over
65 and over
Median Age:
t4.2%
85.8
83.1
23.4
44.5
13.4%
86.6
84. I
19.2
39.0
12.8%
87.2
84.9
t6.2
40.3
t5.6%
84.4
82.1
16.0
39.3
Source: U.S. Department of Commerce, Bureau of Census.
* 2013 is the most recent year for which information is available.
A-2
851
GOVERNMENT
The City was incorporated as a municipal corporation on March 26,1915. The City operates under
a Commission/City Manager form of govemment. The City Commission consists of the Mayor and six
(6) Commissioners who serve as the policy-making body of the City. Authority is vested in the City
Commission to enact ordinances, hold public hearings, approve contracts, establish the City's budget and
tax assessments, and authorize construction of all public improvements.
The Mayor and City Commission are elected on a citywide, nonpartisan basis. Elections are held
in odd numbered years, with the Mayor elected to serve two-year terms with a limit of three (3) consecutive
terms. Commissioners are elected to serve four-year terms with a limit of two (2) consecutive terms. City
Commission terms are staggered so that not all Commissioners are up for re-election at the same time. On
a rotating basis, the City Commission selects one (1) of its members to serve as Vice Mayor for a three-
month term. The Mayor, who is the presiding officer at City Commission meetings, may vote on all
matters that come before the City Commission, but has no power of veto. The City Commission appoints
the City Manager, the City Attomey and the City Clerk. All other department heads are appointed by the
City Manager, with the consent of the City Commission.
The City Manager is vested with the responsibility to ensure that policies, directives, resolutions,
and ordinances adopted by the City Commission are enforced and implemented. As the City's Chief
Executive Officer, the City Manager is responsible for providing executive level leadership, vision and
guidance to the organization, providing recommendations to the City Commission and implementing policy
directives in an efficient and effective manner. In addition, the City Manager is responsible for the daily
operations of the City, preparing and administering the budget, planning the development of the City,
supervising City employees, interacting with citizen groups and other units of govemment, and is otherwise
responsible for the health, safety, and welfare of the residents of and visitors to the City. With the
exception of the City Attomey's Office and the City Clerk's Office, the City Manager has the power to
appoint or remove all heads of the various departments of the City.
SCOPE OF SERVICES
The City provides a full range of municipal services, including police and fire protection,
recreational activities, parks, cultural events, sanitation services, water, sewer and storm water services,
neighborhood and community services, and the construction and maintenance of streets and infrastructure.
ECONOMIC AND DEMOGRAPHIC DATA
Family Income
The estimated median family income for the City has been consistently higher than the median
family income for the County. During the last five years, the median family income for the City has
ranged from being 9.6% higher than the median family income for the County in 2010 to being 20.7%
higher in 2011.
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Estimated Median Family Incomes, 2009 - 2013(')
Calendar Year
City of
Miami Beach
Miami-Dade
Percent Chanse Countv Percent Chanee
2009
2010
20tt
2012
2013e)
$54,643
50,758
57,318
56,457
52,576
23%
(7.1)
t2.9
(1.5)
(6.e)
$47,697
46,126
46,577
47,382
46,904
(7.8)%
(3.3)
1.0
1.7
(1.0)
Source: U.S. Department of Commerce, Bureau of Census.
(l) Amounts are presented in dollars, adjusted for inflation.(2) 2013 is the most recent year for which information is available.
Per Capita Personal Income
Between 2009 and 2013, the estimated per capita personal income for the County increased by 12.9
percent, from 535,329 in2009 to $39,880 in 2013. Such increase is slightly higher than the rate of growth
in the State of Florida, which experienced a per capita personal income growth rate of approximately I l.l
percent during the same period, and generally consistent with the rate of growth in the United States, which
experienced a per capita personal income growth rate of approximately 13.7 percent during the same
period.
Per Capita Personal Income, 2009 - 2013(t)
Miami-Dade
Yeal2) Countv % of U.S.
State of
Florida % of U.S. United States
2009
2010
20tt
2012
2013(3)
$35,329
36,592
38,242
39,467
39,880
89.7%
91.2
90.3
89.3
89.1
$37,350
38,478
40,215
44,041
41,497
94.8%
95.8
95.0
92.9
92.7
$39,379
40,144
42,332
44,200
44,765
(l)
(2)
(3)
Source: U.S. Department of Commerce, Bureau of Economic Analysis/Regional Economic Information System.
lnformation provided as of the last available update, dated November 20,2014.
Estimates for 2013 are new estimates. Amounts for 2009 through 2012 are revised from estimates previously
provided for such years.
2013 is the most recent year for which information is available.
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EMPLOYMENT
The following tables provide information relating to the City's labor force and the principal
employers in the County for the fiscal year ended September 30, 2014 and comparative data for the fiscal
year ended September 30, 2005.
City of Miami Beach Employmentz00g -2014*
Labor Force 2009 2010 20ll 2012 2013 2014
Labor Force Employed 42,447 44,129 46,295 46,992 47,630 49,191
Labor Force Unemployed 4,315 4,088 3,237 3,042 2,477 2,344
Total Labor Force 46,762 48,217 49,532 50,034 50,107 51,535
Unemployment Rate 9.2% 8.5% 6.5% 6.1% 49% 4.5%
Source: U.S. Department of Labor, Bureau of Labor Statistics.
* Data provided for December of each year. Data for years 201 0 to 20 14 represents provisional data, which is
subject to change.
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Miami-Dade County
Ten Largest Public Employers
20t4 2005
Emplovers
Miami-Dade County Public Schools
Miami-Dade County
Federal Govemment
Florida State Govemment
Jackson Health System
City of Miami
Florida lntemational University
Homestead Air Force Base
Miami VA Medical Center
Miami-Dade College
City of Miami Beach
TOTAL
Percentage
of Total
County
Rank Emplovment
| 2.74o/o
2 2.08
3 1.57
4 1.40
5 0.80
6 0.33
7 0.29
8 0.27
9 0.20
10 0.20
Employees Rank
54,387 I
32,265 2
20,100 3
18,900 4
11,700 5
3,954 8
5,000 7
2,018 9
7,500 6
I,839 l0
L51.633.
Emplovees
33,477
25,502
19,200
17,100
9,797
3,997
3,534
3,250
2,500
2,390
LNJ47 9.88%
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014.
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Miami-Dade County
Ten Largest Private Employers
2014 2005
Employers
University of Miami
Baptist Health South Florida
American Airlines
Camival Cruise Lines
Miami Children's Hospital
Mount Sinai Medical Center
Florida Power & Light Co.
Royal Caribbean Intemational
Wells Fargo Bank
Bank of America Merrill Lynch
United Parcel Service
Bellsouth
Winn-Dixie Stores
Precision Response Corporation
Publix Super Markets
Burdines-Macy's
TOTAL
5,000 4
4,800 5
4,616 6
4,196 7
4,000 8
3.368 l0
58p24
Emplovees
12,818
11,353
I 1,031
3,500
3,500
3,321
3,011
2,ggg
2,050
2,000
Percentage
of Total
County
Employment
t.05%
0.93
0.90
0.29
0.29
0.27
0.25
0.24
0.17
0.16
Emplovees Rank
9,079 2
10,300 1
9,000 3
3,665 9
Rank
I
2
3
4
5
6
7
8
9
10
55.573 4.ss%
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014-
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BUILDING PERMITS
The following is a calculation of the total value of the Building Permits issued by the City during
the past ten (10) years.
City of Miami Beach, Florida
Value of Building Permits Issued
Fiscal Years 2005 - 2014
Fiscal Year
Ended
September 30, Number of Permits Total Value
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
12,837
12,226
12,729
I 1,056
10,277
10,1 88
1 1 ,159
12,580
13,898
13,972
$ 1,235,909,151
1,177,266,348
1,165,346,118
1,109,923,131
567,660,721
299,508,078
373,852,763
417,81t,132
506,646,472
818,831,235
Source: Cify of Miami Beach Building Department.
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PROPERTY TAXES
The following table summarizes the direct and overlapping tax (millage) rates for the past ten (10)
years. The table reflects the fact that, except during the years when millage rates needed to increase in
response to the significant reduction in assessed values experienced throughout Florida and the United
States during the economic downturn, millage rates in the City have generally decreased during the past
ten (10) years.
City of Miami Beach, Florida
Direct and Overlapping Tax Rates
($1 per $1,000 of Assessed Value)
Fiscal Years 2005 - 2014
City of Miami Beach
Direct Rates
Tax Roll Fiscal Year
Year as of Ended
January I Seotember 30 Millaee Millase Millase
Overlappinq Rates
School
District County State
Millase Millaee Millaee Total
Operating
Debt Total
Service Direct
2005
2006
2007
2008
2009
20t0
20tt
2012
2013
2014
2006
2007
2008
2009
2010
20tt
2012
2013
2014
20t5
7.4810
7.3740
5.6555
5.6555
5.6555
6.2155
6.1655
6.0909
5.8634
5.7942
0.5920
0.2990
0.2415
0.2375
0.2568
0.2870
0.2884
0.2568
0.2529
0.2295
8.0730
7.6730
5.8970
5.8930
s.9123
6.5025
6.4s39
6.3477
6.1 1 63
6.0237
8.4380
8.1050
7.9480
7.7970
7.99s0
8.2490
8.0050
7.9980
7.9770
7.9740
7.0348
6.8083
5.67tt
s.9263
6.00s 1
6.6s6s
5.7695
5.6610
5.7980
s.9009
0.7355 24.2813
0.7355 23.3218
0.6585 20.1746
0.6585 20.2748
0.6s8s 20.s709
0.6s85 22.0665
0.4708 20.6992
0.4634 20.470r
0.44ss 20.3368
0.4187 20.3173
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30, 2014 and
Miami-Dade County Property Appraiser's Millage Tables.
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The following table summarizes the tax levies and collections in the City for the past ten (10) years.
City of Miami Beach, Florida
Property Tax Levies and Collections
Fiscal Years 2005 - 2014
Tax Roll Fiscal Year Taxes
Year as of Ended Levied for
Januarv I Seotember 30 Fiscal Year
Collected within
Fiscal Year of Lew
Collections
in
Percentage Subsequent
Amount of Lew Years
Total Collections to Date
Percentage
Amount of Levy
2004
2005
2006
2007
2008
2009
2010
20tl
2012
2013
2005
2006
2007
2008
2009
2010
20tt
2012
2013
2014
$110,739,153
135,910,285
165,759,439
150,418,073
150,588,328
138,703,567
136,549,286
134,753,401
139,133,369
143,266,670
$ 97,731,071
132,487,342
163,120,484
145,433,238
144,321,499
131,355,903
128,719,932
129,572,373
134,848,787
t41,551,552
88.25% $1,086,183
97.48 1,814,064
98.41 2,145,835
96.69 4,646,716
95.84 4,633,049
94.70 3,550,990
94.27 290,254
96.16 t25,t52
95.62 3,403,910
97.53 N/A
Report for the Fiscal Year
s 98,817,254 89.23%
134,30r,406 98.82
165,266,319 99.70
150,079,954 99.78
148,954,548 98.92
t34,906,893 97.26
129,010,186 94.48
t29,697,525 96.25
138,252,697 99.37
141,551,552 98.80
ended September 30, 2014 andSource: City of Miami Beach Comprehensive Annual Financial
Miami-Dade County Property Appraiser's Office.
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The following tables summarize the ten (10) largest taxpayers in the City, the type of property
owned by such taxpayers and the assessed value ofsuch property for the Fiscal Year ended September 30,
2014 and, for comparison, for the Fiscal Year ended September 30, 2005.
City of Miami Beach
Ten Largest Taxpayers
Fiscal Year 2014
Taxpayer
Fountainbleau Florida Hotel LLC
MB Redevelopment [nc. / Loews Hotel
2201 Collins Fee LLC
Florida Power & Light Company
Di Lido Beach Hotel Corp.
2377 Collins Resort LP
VCP Lincoln Road LLC
Eden Roc LLP
MCZ lCentrum Flamingo II LLC
MCZ lCentrum Flamingo III LLC
TOTAL
Taxable
Assessed
Value
$ 327,513,062
229,900,000
200,811,436
186,802,731
112,960,000
I10,925,385
98,000,000
97,429,200
95,590,000
79,860,000
$1J3tr9.!,E-!4
Percentage of
City's Certified
Taxable
Assessed ValueTvpe ofPropertv
Hotel
Hotel
Apartments
lndustrial
Hotel
Hotel
Retail
Hotel
Apartments
Apartments
1.33%
0.93
0.81
0.76
0.46
0.45
0.40
0.40
0.39
0.32
6.25Yo
Source: 2013 Miami-Dade County, Florida Ad Valorem Assessment Roll for the City of Miami Beach and City
of Miami Beach, Florida Comprehensive Annual Financial Report for the Fiscal Year Ended September
30.2014.
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A-11
860
Taxpayer
Loews Miami Beach Hotel
Morton Towers
Fountainbleau Hotel
Sandy Lane Residential LLC
Di Lido Beach Hotel Corp.
Eden Roc Acquisition LP
Shore Club
Morton Towers Expansion
South Gate Apartments
2201 Collins Fee LLC
TOTAL
City of Miami Beach
Ten Largest Taxpayers
Fiscal Year 2005
Type ofProperty
Hotel
Apartments
Hotel
Hotel
Hotel
Hotel
Hotel
Apartments
Apartments
Apartments
Taxable
Assessed
Value
$143,400,000
110,675,000
104,449,118
72,230,700
61,900,000
49,500,000
48,500,000
48,325,000
48,000,000
44583.667
$731.s63.48s
Percentage of
City's Certified
Taxable
Assessed Value
1.02o/o
0.79
0.74
0.51
0.44
0.3s
0.35
0.34
0.34
0.32
5.20%
Source: 2004 Miami-Dade County, Florida Ad Valorem Assessment Roll for the City of Miami Beach and City
of Miami Beach, Florida Comprehensive Annual Financial Report for the Fiscal Year Ended September
30,20t4.
LOCAL ECONOMY
Tourism is the largest sector of the City's economy, with over $2.2 billion in direct tourist spending
on hotel, food and beverage, and constitutes a large portion of the City's $l billion retail marketplace. In
Fiscal Year 2013, the City's hotels hosted more than 5 million ovemight visitors, and approximately 7
million tourists visited South Beach and the Art Deco Historic district. Results reported for Fiscal Year
2014 evidence a continued upward trend.
Hotel room sales in the City for Fiscal Year 2014 increased by 7% from Fiscal Year 2013,
following the 9o/o increase a year earlier, demonstrating the continued strength of the City's lodging market
and its major role in the robust tourist economy of South Florida. The City's hotel room occupancy rates
remained stable in Fiscal Year 2014 at77o/o, as was the case in Fiscal Year 2013, reflecting continued
absorption of an inventory of hotel rooms that has increased significantly in recent years, from 13,506
rooms at the beginning of 2008 to 17,751 in 2014. This additional inventory has provided the City with
additional hotel room resources and product that is expected to continue to attract future visitors to and
investment in the City. Evidence of the strength of the local economy is the fact that, with the exception
of a de minimis l% decline in the first quarter of 2008, hotel room demand has increased every quarter
from the third quarter of2007 through the fourth quarter of2014.
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861
The City is also a regional destination, with approximately 7 to 9 million day trips by residents of
the surrounding area, making it one of the most popular destinations in Florida. However, in recent years,
the City has diversified beyond its traditional tourism based economy to become a leading multi-industry
business center, with entertainment, health care, culture, and professional services industries. The City
serves as host for several major television shows, including Bum Notice (USA), Magic City (Starz) and
Ballers (HBO), and has been the host for several recent feature productions, including Iron Man 3, Step
Up Revolution, Pain & Gain and Ride Along 2. In addition, the City hosted the inaugural eMerge
Americas Conference, showcasing the best and brightest technology innovaton and entrepreneurs, including
Rokk3rlabs, a tech hub that is based in the City. In December 2014, the world's most prestigious art fair,
Art Basel, based in Switzerland, celebrated the thirteenth anniversary of its Miami Beach exhibition. Over
250 of the world's leading art galleries participate in Art Basel Miami Beach and an estimated 73,000
international visitors attended the 2014 event. Art Basel Miami Beach has increased in attendance and
sales every year since inception.
Retail tenants continue to open locations and expand in the City, joining established operations,
such as Armani Exchange, Kenneth Cole, Urban Outfitters, Diesel, Nicole Miller, Forever 21, H&M and
Gap, which recently opened its new two story location in the City. New retailers that joined the Miami
Beach market in2014 included Athleta & Intermix, with Lululemon,Zadiq and Voltaire and Kiko Milano
scheduled to join in 2015. As of September 30 2014, Class A offrce space in prime locations continues
to generate interest, with a vacancy rate at the low level of approximately 9.9%. Such office space is
anchored by corporate tenants, such as LNR Property Corporation, Terranova, and Benetton.
Although there are factors beyond the City's control that have impacted the production of
entertainment projects, the entertainment industry continues as an important part of the City's economy.
The City remains a key location for the production of movies, fashion campaigns and television series.
Many intemational talent and model agencies have established and continue operations in the City and the
City continues to grow as an international destination for major events. In addition to Art Basel Miami
Beach, Design Miami, the South Beach Food and Wine Festival, the Miami lnternational Auto Show, the
South Beach Comedy Festival, the Miami Beach Intemational Boat Show and the Winter Music Conference
continue to provide a stong base for the special events, meeting and trade show segment of the City's
economy.
The City also remains a leader in the real estate industry, as the median price of homes and
condominiums continued to stabilize through 2014. Development in the City continues to grow,
specifically in North Beach, an axea historically overlooked for significant projects by developers. Growth
management initiatives in the late 1990's resulted in more limited supply, somewhat reducing the exposure
of excess new residential inventory that was experienced in some other cities. Since the end of 2008, as
recessionary pressures eased on the economy, the City has experienced quarterly increases ofunits sold,
and a decline in the number of condominium units for sale, from over 4,000 in early 2008, to 1,470 in
December 2013. In 2014 however, due to rising prices and a strengthening dollar, the sales velocity of the
market has eased, with the condo listing inventory increasing to 3,409 in20l4 from record lows in 2013.
MIAMI BEACH VISITORAIID CONVENTION ACTIVITY
Miami-Dade County and the Miami Beach Convention Center host a large number of conventions
and the City welcomes a large number of ovemight visitors each year. Set forth below is information
relating to convention center attendance and ovemight visitor activity.
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862
City of Miami Beach, Florida
Convention Center Attendance and Overnight Visitors
Fiscal Years 2005 - 2014
Convention Center Ovemight Total Ovemight
Fiscal Year Attendance Visitors Visitor Snendins
2005
2006
2007
2008
2009
2010
20tt
20t2
20t3
20t4
N/A
649,671
707,133
889,695
632,700
708,875
661,625
661,327
589,663
737,954
5,300,000
5,143,740
4,894,053
4,963,569
5,383,091
5,558,408
5,539,010
5,941,612
5,697,053
6,961,200
$ 7,200,000,000
7,889,608,756
7,344,719,992
7,468,633,814
7,524,151,558
8,104,378,579
9,088,739,484
9,201,340,602
10,614,159,967
10,500,000,000
Source: City of Miami Beach Finance Department.
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863
Oriein
Tourism and Visitor Activity
Domestic and International Overnight Visitors
Miami-Dade County Fiscal Years 2010 - 2014
(in 000)
Fiscal Year Ended Sentember 30.
2010 20tt 2012 20t3 2014
Domestic Regions
Northeast
Southem
Midwest
Westem
Total Domestic Visitors
International Regions
South America
Caribbean
Cental America
Europe
Canada
Other lntemational Regions
Total International Visitors
Total Overnight Visitors
Expenditures*
Domestic Overnight Visitors
lnternational Ovemight Visitors
Total Expenditures
3,196.0
1,568.5
1,220.6
558.9
6.948.s
2,936.9
688.5
525.1
1,306.5
587.4
115.8
6,060.1
t2.604)
$ 6,484.7
12,428.6
$18.913.3
3,362.1
1,700.1
1,291.2
595.1
6.948.s
3,182.9
702.8
537.6
1,324.7
627.9
1 19.8
6,495.7
13,4442
$ 7,088.7
14.s28.6
$21.6.!_73
3,423.2
1,750.6
1,300.9
600.2
7,074.9
3,435.6
718.8
550.1
1,364.4
640.5
t20.3
6.833.7
13.908.6
$ 7,482.3
15,183.0
$22.66s.3
3,401.4
1,781.0
t,263.6
64t.2
7,087.2
3,737.1
7t9.2
561.5
1,332.4
660.6
r20.9
7 ,131.7
!4218s.
$ 7,839.9
15,954.I
$23.794.0
3,520.1
1,933.1
1,270.8
679.2
7.303.2
3,659.0
755.0
595.3
1,430.2
689.7
t30.7
7.260.0
!1s632
$ 8,206.3
16,528.2
$24.734.s
Source: Greater Miami Convention and Visitors Bureau.
* Average Daily Expenditures.
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A-15
864
Reeion
Overnight Visitors by Region
Fiscal Years 2010 - 2014*
Fiscal Year Ended Septembe
2010 2011 2012 20t3 2014
Miami Beach
Downtown Miami
Airport Area
North Miami-Dade/Sunny Isle
South Miami-Dade
Coral Gables
Key Biscayne
Coconut Grove
Doral
Total
44.t%
18.7
13.8
9.5
5.8
5.4
2.5
1.3
N/A
1000
41.2%
21.7
13.0
0.8
0.7
1000h
42.00h 43.2%
17.6 18.1
17.2 16.5
47.8yo
t9.z
12.8
9.8 10.0
5.8 5.0
5.7 4.9
2.4 2.7
r0.8 8.8
4.7 3.9
4.2 3.9
1.3 1.5
0.9 0.5 1.5
0.7 0.9 3.3
1000h 1000h t00%
Source: Greater Miami Convention and Visitors Bureau.
* Numbers may not add, due to rounding.
TRANSPORTATION
Surface Transportation
The County has a comprehensive transportation network designed to meet the needs of residents,
travelers and area businesses. The County's internal transportation system includes (i) Metrorail, a24.8
mile above-ground, electric rail system connecting South Miami-Dade and the City of Hialeah with the
downtown Miami and civic center areas; (ii) Metromover, a fully automated, 4.4 mile above-ground,
electric rail, double-loop people mover system that carries passengers around downtown Miami's central
business center, south to the Brickell Avenue business and intemational banking centers and north to the
Andrienne Arsht Performing Arts Center and Omni shopping center areas; and (iii) the County's Metrobus
system, which operates over approximately 29.3 million revenue miles per year and provides over 76.8
million passenger trips annually. The County also provides para-transit services to qualified elderly and
handicapped riders. The County's para-transit services supply over 1.68 million passenger trips annually.
In addition, cargo rail service is available from both Miami lntemational Airport and the Port of Miami,
and Amtrak has a passenger station in the City of Miami. Tri-Rail, a 72-mie train system, links the City
of West Palm Beach, the Town of Boca Raton, the City of Fort Lauderdale, the City of Hollywood and
Miami Intemational Airport.
Miami International Airport
Miami lntemational Airport is one of the busiest airports in the world for both passenger and cargo
traffic. It ranks twelfth (12'h) in the nation and twenty-fifth (25'h) in the world in passenger traffic and has
the second highest international passenger traflic in the United States. The airport ranks third (3'd) in the
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865
nation and eleventh (l l'h) in the world in tonnage of domestic and intemational cargo movement. During
Fiscal Year 2014 Miami International Airport handled 40,844,964 passengers and2,187,943 tons of air
freight. More than 88 airlines serve Miami Intemational Airport, flying passengers to more than 150
destinations around the globe.
Port of Miami
The Port of Miami, known as the "cruise capital of the world," is an island port that encompasses
649 acres of land. It is the world's largest multi-day cruise port and is operated by the Seaport Department
of Miami-Dade County. Embarkations and debarkations on cruise ships totaled over 4.7 million passengers
at the Port of Miami during Fiscal Year 2014. The Port of Miami is currently home to twenty-eight (28)
cruise ships that operate throughout the year. Such ships, owned by eight (8) separate cruise ship
companies, include some of the largest cruise ships in the world.
The Port of Miami is also a hub for Caribbean and Latin American commerce. These countries
accounted for over one-half of the 7.6 million tons of cargo transferred through the Port of Miami during
Fiscal Year 2014. The Port of Miami has also expanded its relationships in the global community. As a
result, trade with the Far East, Asia and the Pacific coast accounted for almost 39o/o of the total cargo
handled at the Port of Miami during Fiscal Year 2014.
In August 2014, access to the Port of Miami was increased by the opening of the PortMiami
Tunnel. The PortMiarni Tunnel consist of two (2) parallel tunnels (one in each direction) that travel
underneath Biscayne Bay connecting MacArthur Causeway on Watson Island with the Port of Miami on
Dodge Island. The PortMiani Tunnel provides direct access from highways I-95 and I-395, creating a
highly desired additional entrance to the Port of Miami and a major improvement in traffic flow in
downtown Miami. The PortMiarni Tunnel is expected to be a signihcant catalyst for future development
at the Port of Miami and in the downtown Miami area.
RECREATION
There are numerous parks and playgrounds in the City. Each park provides different amenities,
from tennis and bocce courts to swimming pools and tot lots, to Vita courses and barbecue pits. There are
four (4) Vita courses, two (2) public swimming pools, and numerous tennis courts, including the Holtz
Tennis Stadium, which hosts championship, professional and amateur tournaments.
Offshore, the Gulf Stream provides a variety of game fish, while the Miami Beach Marina provides
an abundance of space to house boats as well as direct access to the Atlantic Ocean and the Gulf Stream.
The Marina is a private development on City owned, bay front land in the South Pointe area of the City.
Renovation has increased the number of boat slips to 388, making the Marina a first class facility and the
largest marina in the area.
ln the north part of the City, the public can enjoy a leisurely sail in the quiet waters of Biscayne
Bay from the Miami Beach Sailport. The facility, though open to all ages, was specially designed to teach
young adults the basic art of sailing on small prams.
The City owns two (2) championship golf courses that are open to the public. The two (2)
championship courses, Miami Beach Golf Course and Normandy, offer a clubhouse complete with a
restaurant, lounge and pro shop.
A-t7
866
APPENDIXB
Excerpts from Comprehensive Annual Financial Report
of the City of Miami Beach, Florida
for the Fiscal Year Ended September 30,2014
867
APPENDIX C
The Resolution
868
APPENDIXD
Proposed Form of Opinion of Bond Counsel
869
APPENDIXE
Proposed Form of Opinion of Disclosure Counsel
870
Date of Delivery
City Commission of the
City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beach, Florida 33139
City of Miami Beach, Florida
Parking Revenue Bonds
Series 2015
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 Parking Revenue
Bonds, Series 2015 (the "Series 2015 Bonds"). The Series 2015 Bonds are being issued with the terms,
for the purposes and subject to the conditions set forth in Resolution No. 2010-27491 adopted by the
Mayor and City Commission of the City (collectively, the "City Commission") on September 20, 2010 (the
"Bond Resolution"), and Resolution No. 2015-_ adopted by the City Commission on October _,
2015 (the "Series 2015 Resolution" and, collectively with the Bond Resolution, the "Resolution"), as
described in the Official Statement dated November _,2015 relating to the Series 2015 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.
ln 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 fumished 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 201 5 Bonds. To the extent that the opinions expressed herein relate to
or are dependent upon the determination that the proceedings and actions related to the authorization,
issuance and sale of the Series 2015 Bonds are lawful and valid under the laws of the State of Florida, or
that the Series 2015 Bonds are valid and binding obligations of the City enforceable in accordance with
their terms, or that interest on the Series 2015 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 2015 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 last sentence of this 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 officials of the City, Bond Counsel for the City, the Consulting Engineers
for the City in connection with the issuance of the Series 2015 Bonds, the Financial Advisors for the City,
the Underwriters for the issuance of the Series 2015 Bonds and Greenberg Traurig, P.A., Counsel to the
Underwriters, in which the contents of the Official Statement and related matters were discussed.
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 2015
E-1
871
City Commission of the
City of Miami Beach, Florida
Date of Delivery
Page 2
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 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 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.
We are also of the opinion that the continuing disclosure undertaking set forth in the Resolution
and in the Disclosure Dissemination Agent Agreement of the City dated December _, 2015 and delivered
at the closing for the Series 2015 Bonds, satisfies the requirements set forth in Rule l5c2-12(b)(5) of the
United States Securities and Exchange Commission, as such requirements apply to the issuance of the
Series 2015 Bonds.
ln 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 opinions, we have relied upon and assumed the correctness of the public
records and certificates by, and representations of public oflicials 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 opinions expressed herein are based upon existing law 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 opinions expressed herein after the date hereof. The opinions
expressed herein represent our professional judgment, are not a guarantee of result, and are limited to the
laws of the State of Florida and the United States of America.
The opinions expressed herein are furnished by us as Disclosure Counsel to our client, the City,
and solely for the use of the addressee named above. Such opinions shall not extend to, and may not be
relied upon by, any other persons, firms, or corporations without our express prior written consent. The
opinions expressed herein are limited to the matters set forth herein, and to the documents referred to
herein, and do not extend to any other agreements, documents or instruments executed by the City. No
other opinion should be infened beyond the matters expressly stated herein.
Respectfully submitted,
LAW OFFICES OF STEVE E. BULLOCK, P.A.
E-2
872
APPENDIXF
Form of Disclosure Dissemination Agent Agreement
873
IAPPENDIX G
Form of Specimen Municipal Bond Insurance Policyl
874
$_
CITY OF MIAMT BPACU, FLORIDA
Parking Revenue Bonds,
Series 2015
BOND PURCHASE AGREEMENT
,2075
Mayor and City Commission
City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beach, Florida 33139
Ladies and Gentlemen:
J.P. Morgan Securities LLC (the "Senior Managing Underwriter"), acting on behalf of
itself and SunTrust Robinson Humphrey, and Estrada Hinojsa & Company, 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,,),forthesalebytheCityandthepurchasebytheUnderwritersoftheCity,s$-
Parking Revenue Bonds, Series 2015 (the "Series 2015 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." Capitalized 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 I.
(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 2015 Bonds for apurchase price equal to $(which
purchase price is the aggregate principal amount of the Series 2015 Bonds of
875
, plus/minus a net original issue premium/discount of
and less an Underwriters' discount of $ ). The purchase
price for the Series 2015 Bonds shall be payable to the City in immediately
available funds.
In connection with the execution of this Purchase Agreement, the Senior
Managing Underwriter, on behalf of the Underwriters, has delivered to the City
a wire transfer credited to the order of the City in immediately available federal
funds in the aggregate amount of Dollars
($_) (the "Good Faith Deposit"), which is being delivered to the
City on account of the purchase price of the Series 2015 Bonds and as security
for the performance by the Underwriters of their obligation to accept and to pay
for the Series 2015 Bonds. If the City does not accept this offer, the Good Faith
Deposit shall be immediately returned to the Senior Managing Underwriter by
wire transfer credited to the order of the Senior Managing Underwriter in the
amount of the Good Faith Deposit, in federal funds to the Senior Managing
Underwriter. In the event the hereinafter defined Closing takes place, the
amount of the Good Faith Deposit shall be credited against the purchase price
of the Series 2015 Bonds pursuant to Section 1(a). In the event of the City's
failure to deliver the Series 2015 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 wire to the Senior Managing
Underwriter in federal funds the Good Faith Deposit without interest, and such
wire 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 2015 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 2015 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. 2010-27491 adopted by the Mayor and City Commission of the
City of Miami Beach, Florida (the "Commission") on September 20,2010, as
amended and supplemented from time to time, and as particularly
$
$
(b)
876
(d)
supplemented by Resolution No. 2015-adopted by the Commission on
,2075 (collectively, "Bond Resolution"). The Series 2015
Bonds will be secured as provided in the Bond Resolution. The Series 2015
Bonds shall mature and have such other terms and provisions as are described
on Exhibit "B" hereto. Proceeds of the Series 2015 Bonds will provide funds,
together with other available funds, to (i) pay the costs of certain capital
improvements, including as described in the Bond
Resolution (the "Series 2015 Project"), (ii) [fund required reserves, and (iii)]
pay costs of issuance of the Series 2015 Bonds. It shall be a condition to the
obligation of the City to sell and deliver the Series 2015 Bonds to the
Underwriters, and to the obligation of the Underwriters to purchase and accept
delivery of the Series 2015 Bonds, that the entire aggregate principal amount of
the Series 2015 Bonds shall be sold and delivered by the City and accepted and
paid for by the Underwriters at the Closing.
The Underwriters agree to make a bona fide public offering of substantially all
of the Series 2015 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; 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 2015 Bonds.
At the Closing, the Underwriters shall deliver to the City a certificate, in a form
acceptable to Bond Counsel, stating the facts of the sale of the Series 2015
Bonds in a manner such that the issue price can reasonably be established.
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 l5c2-12 (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
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.
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 underuriting period), if any event
(e)
(f)
877
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 2015
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
occulrence 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 2015 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 (bX4) of the Rule.
(g) The City hereby approves and authorizes the delivery and distribution of 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 2015
Bonds.
SECTION 2.
The City represents and warrants to and agrees with the Underwriters as follows:
(a) The Bond Resolution was adopted 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 is, and, at the Closing shall be, in full force and effect, and no portions
878
(b)
thereof have been or shall have been supplemented, repealed, rescinded or
revoked. The Bond Resolution constitutes the legal, valid and binding obligation
of the City, enforceable in accordance with its terms. The Bond Resolution
creates a lien upon and pledge of Net Revenues, for the payment of principal and
interest on the Series 2015 Bonds on parity and equal status with the City's
(i)$17,155,000 original aggregate principal amount of Parking Revenue
Refunding Bonds, Series 2010A, currently outstanding in the aggregate principal
amount of $11,800,000, (ii) $27,405,000 original aggregate principal amount of
Parking Revenue Bonds, Series 2010B, all of which are currently outstanding, and
(iii) any other Bonds hereinafter issued under the Bond Resolution (the "Parity
Bonds").
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 20i5 Bonds, the Bond Resolution and the Disclosure Dissemination Agent
Agreement relating to the Series 2015 Bonds (the "Continuing Disclosure
Agreement") conform to the descriptions thereof set forth in the Official
Statement.
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, including the City's
receipts of the Net Revenues in the amount contemplated by the Official
Statement; and the execution and delivery of the Series 2015 Bonds, the
Continuing Disclosure Agreement, and this Purchase Contract 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, 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
(c)
879
(d)
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 2015 Bonds and the Bond Resolution.
As of its date, the Preliminary Official Statement was deemed "final" (except for
permitted omissions) by the City for purposes of paragraph (bX1) of the Rule.
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.
The City has full right, power and authority to issue, sell and deliver the Series
2015 Bonds to the Underwriters as described herein; to provide funds to finance
the Series 2015 Project; 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 Parking System, (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 2015 Bonds as provided in this Purchase Agreement and the Bond
Resolution, to apply the proceeds of the sale of the Series 2015 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.
At meetings of the Commission that were duly called and at which a quonrm was
present and acting throughout, the Commission approved the execution and
delivery of the Series 2015 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 2015
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 2015 Bonds have been complied with or
fulhlled, or will be complied with or fulfilled on the date of Closing.
Since September 30, 2014, there has been no material adverse change in the
financial position, results of operations or condition, financial or otherwise, of the
City or its Parking System 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.
No authorization, approval, consent or license of any governmental body or
authority, not already obtained, is required for the valid and lawful execution and
delivery by the City of the Series 2015 Bonds, the Bond Documents, the Official
(e)
(0
(e)
(h)
(i)
880
(j)
(k)
Statement, the adoption of the Bond Resolution, 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 laws of the various
states.
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.
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,
goverrrmental 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 2015 Bonds or the collection of the Net Revenues, pledged to pay the
principal of and interest on the Series 2015 Bonds in the manner and to the extent
provided in the Bond Resolution, or the application of the proceeds of the Series
2015 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 Parking System or the validity or enforceability of the Series 2015 Bonds, the
Bond Resolution or the Bond Documents; (iii) contesting in any way the
completeness or accuracy of the Official Statement; (iv) adversely affect the
exclusion of interest on the Series 2015 Bonds from gross income for federal
income tax purposes; or (v) challenging the City's ownership or operation of the
Parking System, nor, to the best knowledge of the City, is there any basis therefor.
When duly executed and delivered, the Series 2015 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.
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 2015
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 2015 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 2015 Bonds; provided that the City will not be
required to qualify to do business or submit to service of process in any such
jurisdiction.
(l)
(m)
881
(")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.
Any certificate signed by any ofhcial of the City and delivered to
Underwriters will be deemed to be a representation by the City to
Underwriters as to the statements made therein.
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 Parking System, 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.
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 Parking System at the dates and for the periods indicated.
the
the
(o)
(p)
(q)
(r) The City will provide to the rating agencies rating the Series 2015 Bonds
appropriate periodic credit information necessary for maintaining the ratings on
the Series 2015 Bonds.
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.
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.
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 2015 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.
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.
(s)
(0
(u)
(v)
882
(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.
SECTION 3.
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.
SECTION 4.
At l0:00 a.m. (Eastern Time) on 2075, 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
2015 Bonds, in the form of one typewritten, fully registered bond with a CUSIP identification
number thereon for each maturity of the Series 2015 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 2015 Bonds and pay the purchase price of the Series 2015 Bonds as set forth in
Section 1(a) of this Purchase Agreement.
SECTION 5.
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 Undenvriters' 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 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 2015 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 2015 Bonds, dated
the date of Closing, substantially in the form attached to the Official
883
Statement as Appendi* _, 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 Undenvriters to the effect that: (A) they have
reviewed the statements in the Official Statement under the captions
[,'INTRODUCTION", "PURPOSE OF THE SERIES 2015 BONDS",
"THE SERIES 2015 BONDS" (except for information under the
subheading "Book-Entry Only System"), and .'SECURITY FOR THE
SERIES 2015 BONDS" (except for the information under the
subheading "RESERVE ACCOUNT"),I and believe that, insofar as
such statements purport to summarize certain provisions of the Series
2015 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; and (C) the Series 2015 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");
(iii) the opinion of the Law Offices of Steve E. Bullock, P.A., Disclosure
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 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, (ii) the
Continuing Disclosure Agreement complies, in all material respects, with
the requirements of Rule 15(c)2-12(b)(5), and (iii) the Series 2015 Bonds
are exempt from the registration requirements of the 1933 Act and the
Bond Resolution is exempt from qualification under the 1939 Act;
(iv) the opinion of Raul Aguila, Esq., Counsel to the City, 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 2015 Bonds and for execution
and delivery of the Official Statement and consummation of the
10
884
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 2015 Bonds on parity and equal status with
the Parity Bonds; (D) the Commission has duly adopted the Bond
Resolution and duly enacted and/or adopted the Rate Instrument and
approved the form, execution, distribution and delivery of the Official
Statement; (E) the Series 2015 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 2015 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 Parking System or the pledge of the
Net Revenues for the payment of the Series 2015 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 2015 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
11
885
law, regulation, court order or consent decree to which the Commission or
the City is subject;
(v) 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 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 Series 2015 Project, the Parking System or the
Series 2015 Bonds has occurred since the date of the Ofhcial 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;
(vi) a customary signature certificate, dated the date of Closing, signed on
behalf of the City by the City Clerk of the City;
(vii) evidence satisfactory to the Senior Managing Underwriter that the
requirements of Section209 of the Bond Resolution have been satisfied;
(viii) letters from Moody's Investors Service, Inc. ("Moody's") and Standard &
Poor's Ratings Services ("S&P") addressed to the City, to the effect that
the Series 2015 Bonds have been assigned ratings of "_" and "_"
with a "_ outlook," respectively, which ratings shall be in effect as
of the Closing date;
(ix)a customary authorization and incumbency certificate, dated the date of
Closing, signed by authorized officers of the Bond Registrar;
(x) copies of the Blue Sky Survey and Legal Investment Survey, if any,
prepared by Counsel to the UnderwTiters, indicating the jurisdictions in
which the Series 2015 Bonds may be sold in compliance with the "blue
sky" or securities laws of such jurisdictions;
(xi)such additional documents as may be required by the Bond Resolution to
be delivered as a condition precedent to the issuance of the Series 2015
Bonds;
(xii) [one executed copy of a letter from the Consulting Engineers
consenting to the references to them in the Official Statement and
inclusion of its Report of Consulting Engineer as Appendix _ to the
Official Statementl;
t2
886
(xiii) one executed copy of certificates of each of the Public Works Director and
the Consulting Engineers to the effect that the information contained in the
Official Statement under the caption "THE PARKING SYSTEM" 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;
(xiv) [a true and correct copy of the 2015 Reserve Account Insurance
Policy; l
(xv) [an opinion, dated the date of the Closing and addressed to the Issuer
and the Underwriters, of counsel for the Insurer and/or a certificate
or certificates of the Insurer, in such form as is mutually and
reasonably acceptable to the Issuer and the Underwriters; and]
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 il but only if, in the reasonable judgment of the Senior Managing
Underwriter and Underwriters' Counsel, they are satisfactory in form and substance.
SECTION 6.
If the City shall be unable to satisS, 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 fulI 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 2015 Bonds; printing or copying of closing documents (including the
Preliminary Official Statement and the Ofhcial 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; 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 2015 Bonds, including, but not
limited to, meals, transportation and lodging of the City's employees and
(x)
13
887
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 2015 Bonds; and (iii) the cost of preparing, printing and distributing the
Blue Sky and Legal Investment Surveys, if any, and the filing fees required by the
"blue sky" laws of various jurisdictions.
SECTION 8.
The City acknowledges and agrees that: (i) the transactions contemplated by this
Purchase Agreement are arm's length, commercial transactions between the City and the
Underwriters in which the Underwriters are acting solely as a principal and are not acting as a
municipal advisor, financial advisor or fiduciary to the City; (ii) the Undennriters have not
assumed any advisory or fiduciary responsibility to the City with respect to the transactions
contemplated hereby and the discussions, undertakings and procedures leading thereto
(irrespective of whether the Underwriters or their affiliates have provided other services or are
currently providing other services to the City on other matters); (iii) the only obligations the
Underwriters have to the City with respect to the transaction contemplated hereby expressly are
set forth in this Purchase Agreement; (iv) the City has consulted its own financial and/or
municipal, legal, accounting, tax, and other advisors, as applicable, to the extent it has deemed
appropriate and (v) the Underwriters have financial and other interests that differ from those of
the City. The primary role of the Underwriters, is to purchase the Series 2015 Bonds, for resale
to investors, in an arm's-length commercial transaction between the City and the Underwriters.
SECTION 9.
The Underwriters shall have the right to cancel their obligations hereunder by if the
Senior Managing Underwriter notifies the City in writing of their 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 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 Anicle 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
L4
888
(b)
(c)
effect of imposing federal income taxation, or any other event shall have occurred
which results in or proposes the imposition of federal income taxation, upon
revenues or other income of the general character to be derived by the City, any of
its affiliates, state and local govemmental units or by any similar body or upon
interest received on obligations of the general character of the Series 2015 Bonds
which, in the Senior Managing Underwriter's opinion, materially and adversely
affects the market price of the Series 2015 Bonds.
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 of the Series
2015 Bonds.
A stop order, ruling, regulation, or official statement by, or on behalf ol 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 2015 Bonds, or the issuance, offering, or sale
of the Series 2015 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 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.
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 2015 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 2015 Bonds, as contemplated hereby or by the Official Statement.
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 fumished to the Underwriters by the City for use in
connection with the marketing of the Series 2015 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.
(d)
(e)
15
889
(0
(s)
(h)
(i)
(j)
(k)
(l)
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.
The New York Stock Exchange or any other national securities exchange, or any
governmental authority, shall impose, as to Series 2015 Bonds or obligations of
the general character of the Series 2015 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.
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.
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 2015 Bonds by the City or the purchase, offering, sale, or
distribution of the Series 2015 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 National Association of Securities Dealers, Inc.
relating to the issuance, sale, or delivery of the Series 2015 Bonds by the City or
the purchase, offering, sale, or distribution of the Series 2015 Bonds by the
Underwriters.
There shall have occurred any new outbreak or escalation of hostilities, any
declaration by the United States of war or any national or intemational 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 make
it impracticable or inadvisable for the Underwriters to market the Series 2015
Bonds or to enforce contracts for the sale of the Series 2015 Bonds.
Prior to Closing, any of the rating agencies which have rated the Series 2015
Bonds shall inform the City or the Undenzvriters that the Series 2015 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.
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 2015 Bonds or
16
890
the ability of the Underwriters to enforce contracts of the sale of the Series 2015
Bonds.
(m) [The Insurer shall inform the City or the Underwriters that it will not deliver
the 2015 Reserve Account Insurance Policy at Closing.l
SECTION 10.
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, FL 33139
Attention: John Woodruff, Interim Chief Financial Officer
To the Underwriters (as the Senior Managing Underwriter, the representative on behalf of
the Underwriters) at:
J.P. Morgan Securities LLC
1450 Brickell Avenue, 33'd Floor
Miami, Florida 33131
Attention: T.J. Whitehouse
SECTION 11.
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.
SECTION 12.
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 2015 Bonds hereunder regardless of any investigation
made by or on behalf of the Underwriters.
SECTION 13.
This Purchase Agreement shall be governed by and construed in accordance with the
Iaws of the State of Florida.
SBCTION 14.
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
17
891
agreement; such counterparts may be delivered by facsimile transmission.
[Signature Page to Follow]
18
892
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,
J.P. MORGAN SECURITIES LLC, on behalf of
itself and SUNTRUST ROBINSON
HUMPHREY, AND ESTRADA HINOJOSA &
COMPANY,INC.
By:
Name:
Title:
Accepted and confirmed as of the
date first above written:
CITY OF
FLORIDA
By:
MIAMI BEACH,
Name: Philip Levine
Title: Mayor
APPROVED ASTO
rONU & TANGUAGE
&FORE(EOLmOT{
-.Q-OrtF
t9
893
EXHIBIT A
(Disclosure and Truth-in-Bonding Statement)
CITY OF MIAMI BEACH, FLORIDA
Parking Revenue Bonds
Series 2015
,2015
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 Parking Revenue Bonds, Series 2015 (the "Series 2015 Bonds"), J.P.
Morgan Securities LLC (the "Senior Managing Underwriter"), acting on behalf of itself and
SunTrust Robinson Humphrey, and Estrada Hinojosa & Company, Inc. (collectively, with the
Senior Managing Underwriter, the "Underwriters"), has agreed to underwrite a public offering of
the Series 2015 Bonds. Arrangements for underwriting the Series 2015 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 fumish, 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 2015 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 2015 Bonds are set
forth in schedule A-l attached hereto.
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 2015 Bonds by the Underwriters.
(c)The total underwriting spread is $($
(d) The Management Fee is $_ ($_/$1,000 of Bonds).
(b)
Exhibit A-1
/$1,000 of Bonds).
894
(0
(e) The Underwriters' Expenses are $($/$1,000 of Bonds).
No other fee, bonus or other compensation has been or will be paid by the
Underwriters in connection with the issuance of the Series 2015 Bonds to any
person not regularly employed or retained by the Undenvriters, 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.
The names and addresses of the Underwriters are:
J.P. Morgan Securities LLC
1450 Brickell Ave, 33rd Floor
Miami, Florida 33131
Attn: T.J. Whitehouse
SunTrust Robinson Humphrey
3333 Peachtree Road, I lth Floor
Atlanta, Georgia 30326
Attn: Doug McCuean
Estrada Hinojosa & Company, Inc.
2937 SW 27th Avenue, Suite 2008
Miami, Florida 33131
Attn: Lourdes Reyes Abadin
TheCityisproposingtoissue$-principalamountoftheSeries2015
Bonds, as described in the Official Statement dated , 2015
relating to the Series 2015 Bonds (the "Official Statement"). These obligations
are expected to be repaid over a period of approximately _ years. At a true
(g)
(h)
interest cost rate of
Bonds will be $
Yo,total interest paid over the life of the Series 2015
. Proceeds of the Series 2015 Bonds will
provide funds, together with other available funds, to (i) pay the costs of certain
improvements to the City's Parking System, (ii) [fund required reserves, and
(iii)l pay costs of issuance of the Series 2015 Bonds.
(i) The anticipated source of repayment or security for the Series 2015 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 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 2015 Bonds.
fRemainder of page intentionally left blank]
Exhibit A-2
895
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,
J.P. MORGAN SECURITIES LLC, on behalf of
itself and SUNTRUST ROBINSON HUMPHREY,
AND ESTRADA HINOJOSA & COMPANY, INC.
By:
Name:
Title:
Exhibit A-3
896
SCHEDULE "A.l"
DETAILED BREAKDOWN OF UNDERWRITERS' DISCOUNT
CITY OF MIAMI BEACH, FLORIDA
Parking Revenue Bonds
Series 2015
Spread Breakdown
Underwriter/Takedown:
Expenses:
Total
Expense Breakdown
Total
$/$1.000 Amount
$
$/$1.000 Amount
59 IOO loo987 622.DOCv5Schedule A-1
897
EXHIBIT B
q_
CITY OF MIAMI BEACH, FLORIDA
Parking Revenue Bonds
Series 2015
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS AND
PRICES
$ Serial Bonds
Maturity Principal
(September 1) Amount Interest Rate Yield Price
Yo Term Bond Due September 1, _t Yield _Yq Pnce _oh
o/o Term Bond Due September 1, _; Yield o/o; Prrce Yo
[Insert Redemption Provisions]
MIA 184733517v1
Exhibit B-1
898
of
DISCLOSURE DISSEMINATION AGENT AGREEMENT
This Disclosure Dissemination Agent Agreement (the "Disclosure Agreement"), dated as
, 2015, 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 ofthe 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(D,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 (bxs)(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 CUSIP
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
Dissemination Agent by the Issuer and include the full name of the Bonds and the g-digit CUSIP
numbers for all Bonds to which the document applies.
344305450t2tAMERtCAS
899
"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 t 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.
"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, intemrptions in
telecommunications or utilities services, failure, malfunction or eror of any telecommunications,
computer or other electrical, mechanical or technological application, service or system,
computer virus, intemrptions in Intemet service or telephone service (including due to a virus,
electrical delivery problem or similar occuffence) 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
goveflrment, regulatory or any other competent authority the effect of which is to prohibit the
Disclosure Dissemination Agent from perforrnance 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(bXl) of the Securities Exchange Act of 1934.
"Notice Event" means any of the events enumerated in paragraph (bX5Xi)(C) of the Rule
and listed in Section 4(a) of this Disclosure Agreement.
"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.
344305450t2lAMERtCAS
900
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 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 ended S eptember 30 , 2015 . 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 aFailure 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
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.
(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;
34430545012lAMERtCAS
901
(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(bxii) with the MSRB, identiffing 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 the Section of this Disclosure Agreement indicated:
1. "Principal and interest payment delinquencies," pursuant to
Sections 4(c) and a(aX1);
2. 'Non-Payment related defaults, if material," pursuant to Sections
4(c) and a@)Q);
3. "Unscheduled draws on debt service reserves reflecting financial
difficulties," pursuant to Sections 4(c) and a(aX3);
4. "Unscheduled draws on credit enhancements reflecting financial
difficulties," pursuant to Sections 4(c) and a@)(9;
5. "substitution of credit or liquidity providers, or their failure to
perform," pursuant to Sections 4(c) and a(a)(5);
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," pursuant to Sections 4(c) and a@)6);
7. "Modifications to rights of securities holders, if material," pursuant
to Sections 4(c) and a@)0);
8. "Bond calls, if material, and tender offers" pursuant to Sections
4(c) and a(aX8);
9. "Defeasances," pursuant to Sections 4(c) and a(ax9);
10. "Release, substitution, or sale of property securing repayment of
the securities, if material," pursuant to Sections 4(c) and 4(a)(10);
11. "Rating changes," pursuant to Sections 4(c) and a(a)(l1);
12. "Bankruptcy, insolvency, receivership or similar event of the
obligated person," pursuant to Sections 4(c) and a@)02);
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
34430545012lAMERlCAS
902
agreement relating to any such actions, other than pursuant to its terms, if
material," pursuant to Sections 4(c) and a(a)(l3); and
14. "Appointment of a successor or additional trustee or the change of
name of a trustee, if material," pursuant to Sections 4(c) and 4(a)(14).
(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.
(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.
(0 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 10:00
a.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 1 1:59 p.m. Eastem time on the same business
day; provided, however, the Disclosure Dissemination Agent shall have no liability for any delay
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 Parking System for the prior Fiscal Year:
Number of parking spaces, parking rates, Revenues, Current Expenses, Net
Revenues, Principal and Interest Requirements, debt service coverage ratio, incurrence of
additional Parking System debt, major expansion of the Parking System and changes in
the senior management of the Parking System.
(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).
344305450t2lAMERrCAS
903
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 identiff 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;
4. Unscheduled draws on credit enhancements relating to the Bonds
reflecting financial diffi culties;
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 repayrnent 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 ofthe 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 fficer for an
Obligated Person in a proceeding under the U.S. Banhuptcy Code or in any other proceeding under state
34430545012lAMERlCAS
904
or federal law in which a court or governmental authority ltas assumed jurisdiction over substctntially all of
the assets or business of the Obligated Person, or if such jurisdiction has been assumed by leaving the
existing governmental body and fficials or fficers in possession but subject to the superttision and orders
of a court or governmental authority, or the entry of an order conJirming a plan of reorganization,
qrrangement or liquidation by a court or governmental authority having supertision 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; and
14. Appointment of a successor or additional trustee or the change of name of
a trustee, if material.
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) and shall be accompanied by a Certification. Such notice or Certification shall
identify the Notice Event that has occured (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 (1Oth) business day after the occurrence of the Notice Event).
(b) The Disclosure Dissemination Agent is under no obligation to notiff 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 identiff 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 occulrence with the
MSRB in accordance with Section 2(e)(iv) hereof.
344305450/2/AMERTCAS
905
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
1933 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 Reportine 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 Agent under this
Disclosure Agreement. The Issuer may, upon thirty days written notice to the Disclosure
Dissemination Agent, replace or appoint a successor Disclosure Dissemination Agent. Upon
344305450t2lAMERrCAS
906
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 days' prior written notice to the
Issuer.
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 11. 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.
344305450/2/AMERICAS
907
(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
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 modiffing 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 pulpose; 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 eovenant, stipulation, obligation or agreonent of the Issuer
contained in this Disclosure Agreernent 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.
9
344305450t2tAMERtCAS
908
The Disclosure Dissemination Agent
Agreement to be executed, on the date first
authorized.
and the Issuer have
written above, by their
caused this Disclosure
respective officers duly
DIGITAL AS SURANCE CERTIFICATION,
L.L.C' as Disclosure Dissemination Agent
By:
Name:
Title:
CITY OF MIAMI BEACH, FLORIDA,
as Issuer
By:
John Woodruff
Interim Chief Financial Officer
APPRO\GDAS TO
FOHM & LANGUAGE
& FOR EGCUTION
Maba,lv
-Effi'y
aAf Dato
344305450/2/AMERICAS
10
909
a
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: Parking Revenue Bonds, Series 2015
Date of Issuance:
Date of Official Statement:
CUSIP Numbers:
20t5
20t5
A-1
344305450/2/AMERtCAS
910
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: Parking Revenue Bonds, Series 2015
Date of Issuance:,2015
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 , 2075, 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
344305450t2tAMERtCAS
911
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912
COMMISSION ITEM SUMMARY
Condensed Titles:
A resolution authorizing the City Manager, to enter into certain independent contractor agreements for professional and
other services, as required and as the City Manager deems in the best interest of the City, subject to and contingent
upon the following parameters: 1) The City Manager shall only enter into contracts to provide services orwork related to
vacant budgeted positions, as identified in the city's approved fiscal year (FY) 20151201 6 budget; 2) the amount of the
fee or other compensation under such contract(s) shall not exceed the authorized amount for the respective
classification, as set forth in the City's classified or unclassified salary ordinance (as the case may be); 3) The term of
any independent contractor agreement authorized herein shall not extend beyond the end of FY 2015120'16 (September
30, 2016); 4) at a minimum, the City Manager shall require that any independent contractor agreement entered into
pursuant to this resolution shall utilize the City's standard form for independent contractors (as attached to this
resolution), provided that the City Manager may incorporate additional terms, which may be more stringent, but not more
lenient; and 5) providing that the authority granted to the City Manager pursuant to this resolution shall be brought to the
City Commission for renewal as part of the annual operating budget approvals.
A resolution authorizing the City Manager, to enter into certain independent contractor agreements for the following
services, as required and as the City Manager deems in the best interest of the City, including but not limited to: athletics
instruction/coaching/refereeing, baseball,'softball, soccer, gymnastics, cheerleading, volleyball; ice skating, hockey,
swimming, ice guards, aerobics instruction; fitness instruction; arts/music/cultural/drama instruction and or instrument
repair; computer/media services, including but not limited to, instruction and repair; summer camp instruction; cotillion;
speech, debate, social skills, literacy, math and sat; fitness classes, including but not limited to, aerobics, zumba
dancing, weight room, weight loss, general fitness instruction, adult, youth and baby boot camp; school liaison officers;
resident project representatives (RPR); community/public information services; construction cost estimating/consulting
services; video production services; photography/videography services; graphic design services; program monitor
services; cost allocation services; job audits; step iii grievance hearing officer; auditors; historical research; latent
examiner services; medical director and accreditation services/support; psychological and testing services; professional
trainlng services including but not limited to sexual harassment, diversity and team building; provided further that the City
Manager shall be authorized to negotiate, enter into, and execute the aforestated agreements subject to the same
in the resolution..
lntended Outcome S
(1) Streamline the delivery of services through all departments, (2) ensure expenditure trends are sustainable over the
lndependent contractor agreements differ from professional services agreements in that they apply to an individual in
lieu of a legally constituted entity. Under the City Charter, the City Manager has the authority to make appointments to
vacant, budgeted positions at a salary within the established ranges. Sometimes, when positions are vacated, the City
retains independent contractors to provide the services or work. ln addition, the City regularly uses independent
contractors for specialty services such as recreational classes, communication services, etc. As has been done since FY
200912010, the Administration recommends that the City Commission authorize the City Manager to negotiate, enter and
execute independent contractor agreements, including those in an amount exceeding $25,000, to provide services or
work related to vacant, budgeted positions, and to enter and execute independent contractor agreements to provide
specific services or work reflected in departmental budgets. The Manager will continue to provide the Commission with
contracts whose value exceeds $25,000.
Financial lnformation:
Source of
Funds:
Amount Account
1
2
OBPI Total
Financial lmpact Summary: Funds are already included in the FY 2015116 operating budget, in either salaries or
orofessional services line items in various departments
Sylvia Crespo-Tabak, Human Resources Director
AGEI{DA MrT,I RI F(F MIAAATBEACH 6*rE q40-l{913
E MIAMIBEACH
City of Miomi Beoch, 1700 Convention Center Drive, Miomi Beoch, Florido 33139, www.miomibeochfl.gov
COMMISSION MEMORANDUM
TO:
FROM:
DATE:
SUBJECT:
Mayor Philip Levine and Members
Jimmy L. Morales City Manager
September 30, 2015
A RESOLUTION OF THE MAYORhND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, AUTHORIZING THE CITY MANAGER, ON
BEHALF OF THE CITY, TO ENTER INTO CERTAIN INDEPENDENT
CONTRACTOR AGREEMENTS FOR PROFESSIONAL AND OTHER
SERVICES, AS REQUIRED, AND AS THE CITY MANAGER DEEMS IN
THE BEST INTEREST OF THE GITY, SUBJECT TO AND CONTINGENT
UPON THE FOLLOWING PARAMETERS: 1)THE CITY MANAGERSHALL
ONLY ENTER INTO CONTRACTS TO PROVIDE SERVICES OR WORK
RELATED TO VACANT BUDGETED POSITIONS, AS IDENTIFIED IN THE
CITY'S APPROVED FISCAL YEAR (FY) 2015/2016 BUDGET; 2) THE
AMOUNT OF THE FEE OR OTHER COMPENSATION UNDER SUCH
GoNTRACT(S) SHALL NOT EXCEED THE AUTHORIZED AMOUNT FOR
THE RESPECTIVE CLASSIFICATION, AS SET FORTH IN THE CITY'S
CLASSTFTED OR UNCLASSTFTED SALARY ORDINANCE (AS THE CASE
MAY BE); 3) THE TERM OF ANY INDEPENDENT CONTRACTOR
AGREEMENT AUTHORIZED HEREIN SHALL NOT EXTEND BEYOND
THE END OF FY 201512016 (SEPTEMBER 30, 2016); 4) AT A MINIMUM,
THE CITY MANAGER SHALL REQUIRE THAT ANY INDEPENDENT
CONTRACTOR AGREEMENT ENTERED INTO PURSUANT TO THIS
RESOLUTION SHALL UTILIZE THE CITY'S STANDARD FORM FOR
TNDEPENDENT CONTRACTORS (AS ATTACHED TO THIS
RESOLUTION), PROVIDED THAT THE CITY MANAGER MAY
INGORPORATE ADDITIONAL TERMS, WHICH MAY BE MORE
STRINGENT, BUT NOT MORE LENIENT; 5) REQUIRING THE CITY
MANAGER TO ISSUE A LETTER TO COMMISSION EACH FISCAL
QUARTER COMMENCING ON JANUARY 1,2O16,WHICH DELINEATES
THOSE INDEPENDENT CONTRACTOR AGREEMENTS THAT EXCEED
$25,000 AND 6) PROVIDING THAT THE AUTHORITY GRANTED TO THE
CITY MANAGER PURSUANT TO THIS RESOLUTION SHALL BE
BROUGHT TO THE CITY COMMISSION FOR RENEWAL AS PART OF
THE ANNUAL OPERATING BUDGET APPROVAL.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, AUTHORIZING THE CITY MANAGER, ON
BEHALF OF THE CITY, TO ENTER INTO CERTAIN INDEPENDENT
CONTRACTOR AGREEMENTS FOR THE FOLLOWING SERVICES, AS
REQUIRED, AND AS THE CITY MANAGER DEEMS IN THE BEST
INTEREST OF THE CITY:ATHLETICS
!NSTRUCT!ON/COACHING/REFEREEING, INCLUDING BUT NOT
914
Commission Agenda ltem, lndependent Contractor Agreements
September 30, 2015
Page2
LIMITED TO THE FOLLOWING CATEGORIES: BASEBALL, SOFTBALL,
SOCCER, GYMNASTIGS, CHEERLEADING, VOLLEYBALL; ICE
SKATING, HOCKEY, SWIMMING, ICE GUARDS, AEROBICS
INSTRUGTION;FITNESS INSTRUGTION;
ARTS/MUSIC/CULTURAUDRAMA INSTRUCTION AND OR INSTRUMENT
REPAIR; COMPUTER/MEDIA SERVICES, INCLUDING BUT NOT LIMITED
TO INSTRUCTTON AND REPAIR; RECREATIONAL PROGRAMMING AND
INSTRUCTION; INSTRUCTION AND THERAPY FOR PARTIGIPANTS
WITH SPECIAL NEEDS, INCLUDING BUT NOT LIMITED TO EDUGATION,
HEALTH AND WELLNESS; INSTRUCTION/TUTORING, INCLUDING BUT
NOT LIMITED, TO EDUCATION; COTILLION; SPEECH, DEBATE, SOCIAL
SKILLS, LITERACY, MATH AND SAT; FITNESS CLASSES, INCLUDING
BUT NOT LIMITED TO AEROBICS, ZUMBA, WEIGHT ROOM, WEIGHT
LOSS, GENERAL FITNESS INSTRUCTION, ADULT, YOUTH, AND BABY
BOOT CAMP; ; CARE COORDINATION SERVICES; MENTAL HEALTH
SERVICES; INTAKE (ASSESSMENT) SERVIGES; FAMILY GROUP
CONFERENGING; MENTORING SERVIGES; BEHAVIOR MODIFICATION
SERVICES; EMPLOYMENT SESSIONS; FAMILY FUNGTIONAL
THERAPY; FAMILY HOME VISITATION SERVICES; PARENTING GROUP
SERVICES; ALTERNATIVE SUSPENSION SERVICES; RESTORATIVE
JUSTICE TECHNIQUES; ONE-ON-ONE SHADOWS TO WORK WITH
YOUTH WITH SPECIAL NEEDS; STEM (SCIENCE, TECHNONOLGY,
ENGINEERING AND MATHEMATICS) ACTIVITIES; SCHOOL LIAISONS
FOR REFERRAL OF CARE COORDINATION SERVICES; RESIDENT
PROJECT REPRESENTATIVES (RPR); REPORTING REQUIREMENTS
ASSOCIATED WITH THE PATIENT PROTECTION AND AFFORDABLE
CARE AGT; ACTUARIAL SERVICES; COMMUNITY/PUBLIC
INFORMATION SERVICES;CONSTRUCTION COST
ESTIMATING/CONSULTING SERVICES; VIDEO PRODUCTION
SERVICES; PHOTOGRAPHYTIDEOGRAPHY SERVICES; GRAPHIC
DESIGNER SERVIGES; PROGRAM MONITOR SERVICES; GOST
ALLOGATION SERVICES; JOB AUDITS; STEP lll DISCIPLINARY
GRIEVANCE HEARING OFFICER; AUDITORS; HISTORICAL
RESEARCHER; LATENT EXAMINER SERVICES; MEDICAL DIRECTOR
AND ACCREDITATION SERVICES/SUPPORT; PSYCHOLOGICAL AND
TESTING SERVICES; ORGANIZATIONAL DEVELOPMENT MEETING
FACILITATION SERVIGES; PROFESSIONAL TRAINING SERVICES,
INCLUDING BUT NOT LIMITED TO, APPLICATION SYSTEMS
INSTRUCTION, METHODOLOGIES FOR APPLICATION SYSTEMS
DEVELOPMENT, SEXUAL HARASSMENT, DIVERSITY AND TEAM
BUILDING; HOME VISITORS FOR THE PARENT-CHILD HOME
PROGRAM; INSTRUGTORS FOR THE MORNINGS ALL.STAR
PROGRAMS AND HUD GOMPLIANCE; APPLICATION SYSTEMS
CONSULTING SERVICES, INCLUDING BUT NOT LIMITED TO,
APPLICATION SYSTEMS, ARCHITECTURE, APPLICATION
DEVELOPMENT BEST PRACTICES, APPLICATION SECUR!TY,
APPLIGATIONS QUALITY ASSURANCE, APPL!CATION MONITOR!NG,
MOBILE APPLICATION DEVELOPMENT; CONSULTING SERVICES FOR
WEBSITE AND DIGITAL MEDIA STRATEGY; WEB DESIGN; GRAPHIC
DESIGN; AFTER-AGTION SERVIGES; PROVIDED FURTHER THAT THE
CITY MANAGER SHALL BE AUTHORIZED TO NEGOTIATE, ENTER
915
Commission Agenda ltem, lndependent Contractor Agreements
September 30, 2015
Page 3
INTO, AND EXECUTE THE AFORESTATED AGREEMENTS SUBJECT TO
THE FOLLOWING PARAMETERS: 1) THE AMOUNT OF THE FEE OR
OTHER COMPENSATION UNDER SUCH AGREEMENT(S) SHALL NOT
EXCEED THE AUTHORIZED AMOUNT FOR THE RESPECTIVE
SERVICES, AS SET FORTH IN THE CITY'S APPROVED FISCAL YEAR
(FY) 2015/2016 ANNUAL BUDGET; 2l THE TERM OF ANY SERVIGE
AGREEMENT AUTHORIZED HEREIN SHALL NOT EXTEND BEYOND
THE END OF FY 201512016 (SEPTEMBER 30, 2016); 3) AT A MINIMUM,
THE CITY MANAGER SHALL REQUIRE THAT ANY AGREEMENT
ENTERED INTO PURSUANTTOTHIS RESOLUTION SHALL UTILIZETHE
C ITY'S STAN DARD FORM IN DEPEN DENT CONTRACTOR AG REEM ENT
(AS ATTACHED TO THIS RESOLUTION), PROVIDED THAT THE ClrY
MANAGER MAY INCORPORATE ADDITIONAL TERMS, WHIGH MAY BE
MORE STRINGENT, BUT NOT MORE LENIENT; AND 4) PROVIDING
THAT THE AUTHORITY GRANTED TO THE CITY MANAGER PURSUANT
TO THIS RESOLUTION SHALL BE BROUGHT TO THE CITY
COMMISSION FOR RENEWAL AS PART OF THE ANNUAL OPERATING
BUDGET APPROVAL.
ADM!NISTRATION RECOMMEN DATION
Adopt both resolutions.
BACKGROUND/ANALYSIS
The first resolution pertains to independent contractor agreements for individuals hired to
perform a specific function, who are usually compensated on an hourly or project specific
rate.
Under the City Charter, the City Manager has the authority to appoint an employee into a
vacant, budgeted position with a salary that falls within the range established by the City
Commission for the subject classification. Sometimes, when positions have been vacated
the City has retained independent contractors to provide the services or work.
ln an effort to save on costs, such as pension and health benefits, the Administration is
recommending that for FY 2015116, the City Commission reauthorize the City Manager to
negotiate, enter into, and execute independent contractor agreements, including some at an
amount exceeding $25,000, subject to all of the following provisions:
o The independent contractor agreements authorized under the proposed resolution will
be limited to services or work related to a vacant, budgeted position, as approved in the
City's FY 2015/16 operating budget;
. The value of the agreement will not exceed the amount already authorized in the City's
Classified and Unclassified Salary Ordinances (as applicable), and will not extend
beyond September 30,2016. Any agreement entered into will contain, at a minimum, the
provisions outlined in the City's standard form independent contractor agreement, which,
among other things, requires the issuance of a purchase order. (Attachment A).
. The authority granted the City Manage will be subject to monitoring through periodic
Letters to the Commission (LTC), identifying any independent contractor agreement that
exceeds the $25,000 threshold.
916
Commission Agenda ltem, lndependent Contractor Agreements
September 30, 2015
Page 4
A resolution requesting the initial authorization for the City Manager to enter into these
agreements was first heard at the September 24,2009, City Commission meeting, where it
was referred to the Finance and Citywide Projects Committee (FCWPC). At its October29,
2009, meeting, as part of the discussion, the Administration clarified that the purpose of this
item was not to replace current employees or eliminate positions and lay off employees to
hire independent contractors to perform the same functions. The independent contractors
were to be used to perform the functions of vacant, budgeted positions where former
employees separated from the City.
The City Commission approved the resolution at its December 9, 2009, meeting forthe fiscal
year ending September 30, 2010, renewed it on September 20, 2010 for the fiscal year
ending September 30,2011; on September 27,2011 for the fiscal year ending on
September 30, 2012; on September 27 , 2012 for the fiscal year ending on September 30,
2013, and on September 30,2014, for the fiscal year ending September 30,2015. This
matter is presented on an annual basis as part of the budget process, as authorization
expires at the end of each fiscal year.
This updated resolution is for FY 2015116.
The second resolution also pertains to independent contractors who will be providing
specific services or work reflected in departmental budgets. Some of the services include:
baseball, softball, soccer, gymnastics, cheerleading, volleyball; ice-skating, skating, hockey,
swimming, ice guards, aerobics instruction; fitness instruction; arts/music/cultural/drama
instruction and or instrument repair; computer/media services, including but not limited to,
instruction, and repair; recreational programming and instruction; instruction and therapyfor
participants with special needs, including but not limited to, education, health and wellness;
instructionitutoring, including but not limited to education; cotillion; speech; debate, social
skills, literacy, math and SAT; fitness classes, including but not limited to, aerobics, zumba,
weight room, weight loss, general fitness instruction, adult and youth boot camp and baby
boot camp; school liaison officers; resident project representatives (RPR);community/public
information services; construction cost estimating/consulting services; video production
services; photography/videography services; graphic designer services; program monitor
services; cost allocation services;job audits; step lll disciplinary grievance hearing officer;
auditors; historical researcher; latent examiner services; medical director and accreditation
services/support; psychological and testing services; organizational development meeting
facilitation services; professional training services, including but not limited to, sexual
harassment, diversity and team building; home visitors for the parentchild home program;
instructors for the Mornings all-star program and HUD compliance.
To coordinate the execution of agreements for the kinds of services or work referenced in
the second resolution, the Administration also recommends that the City Manager be
authorized to negotiate, enter into, and execute agreements, including those in an amount
greater than $25,000, subject to all of the following provisions:
. The agreements will be limited to the services or work specifically listed in the second
resolution;
o The value of the agreement will not exceed the authorized amount for the respective
services or work, as set forth in the City's approved FY 2015/16 operating budget;
. The term of the agreement shall not extend beyond the end of FY 2015/16 (September
917
Commission Agenda ltem, lndependent Contractor Agreements
September 30, 2015
Page 5
30, 2016); and
. Any agreement entered into will contain, at a minimum, the provisions outlined in the
City's standard form agreement for independent contractors (Attachment A).
. The authority granted the City Manage be subject to monitoring through periodic Letters
to the Commission (LTC), identifying any independent contractor agreement that
exceeds the $25,000 threshold.
CONCLUS!ON
The City Commission has approved both resolutions on an annual basis since December 9,
2009, with the requirement that the Administration bring back the item on an annual basis as
part of the budget process. The authority granted the City Manage is subject to monitoring
through periodic Letters to the Commission (LTC), identifying any independent contractor
agreement that exceeds the $25,000 threshold. This updated resolution is for FY 2015116.
The Administration recommends adopting both Resolutions.
Attachment
JLM/MT/SC-T
918
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CIry COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, AUTHORIZING THE CITY MANAGER, ON BEHALF
OF THE CITY, TO ENTER INTO CERTAIN INDEPENDENT CONTRACTOR
AGREEMENTS FOR PROFESSIONAL AND OTHER SERVICES, AS
REQUIRED, AND AS THE CITY MANAGER DEEMS IN THE BEST INTEREST
OF THE CIry, SUBJECT TO AND CONTINGENT UPON THE FOLLOWING
PARAMETERS: 1) THE CITY MANAGER SHALL ONLY ENTER INTO
CONTRACTS TO PROVIDE SERVICES OR WORK RELATED TO VACANT
BUDGETED POSITIONS, AS IDENTIFIED IN THE CIW'S APPROVED FISCAL
YEAR (FY) 2015/2016 BUDGET; 2) THE AMOUNT oF THE FEE oR OTHER
GOMPENSATTON UNDER SUCH CONTRACT(S) SHALL NOT EXCEED THE
AUTHORIZED AMOUNT FOR THE RESPECTIVE CLASSIFICATION, AS SET
FORTH IN THE CITY'S CLASSIFIED OR UNCLASSIFIED SALARY
ORDINANGE (AS THE GASE MAY BE); 3) THE TERM OF ANY
INDEPENDENT GONTRACTOR AGREEMENT AUTHORIZED HEREIN SHALL
NOT EXTEND BEYOND THE END OF FY 2015t2016 (SEPTEMBER 30, 2016);
4) AT A MINIMUM, THE CITY MANAGER SHALL REQUIRE THAT ANY
INDEPENDENT CONTRAGTOR AGREEMENT ENTERED INTO PURSUANT
TO THIS RESOLUTION SHALL UTILIZE THE CITY'S STANDARD FORM FOR
TNDEPENDENT CONTRACTORS (AS ATTACHED TO THIS RESOLUTION),
PROVIDED THAT THE CIry MANAGER MAY INCORPORATE ADDITIONAL
TERMS, WHICH MAY BE MORE STRINGENT, BUT NOT MORE LENIENT; 5)
REQUIRING THE CITY MANAGER TO ISSUE A LETTER TO GOMMISSION
EAGH FISCAL QUARTER COMMENCING ON JANUARY 1, 2016, WHICH
DELINEATES THOSE INDEPENDENT GONTRAGTOR AGREEMENTS THAT
EXCEED $25,000 AND 6) PROVIDING THAT THE AUTHORTW GRANTED TO
THE CITY MANAGER PURSUANT TO THIS RESOLUTION SHALL BE
BROUGHT TO THE CITY COMMISSION FOR RENEWAL AS PART OF THE
ANNUAL OPERATING BUDGET APPROVAL.
WHEREAS, under the City Charter, the City Manager has the authority to appoint an
employee into a vacant, budgeted position with a salary within the range established by the City
Commission for the classification; and
WHEREAS, the City has eliminated positions in its annual budget since FY 2007/08; and
the City has restricted hiring for vacant positions where appropriate; and
WHEREAS, these vacant positions are carefully analyzed for the purpose of identifying
mission critical positions that should be filled, while allowing other positions to remain vacant;
and
919
WHEREAS, the City needs to utilize independent contractors to replace those
employees whose positions may have been eliminated, and to prevent hiring employees that
might result in having to lay them off at the end of the fiscal year if their positions are eliminated;
and
WHEREAS, in some instances where positions are vacant, the City has retained
independent contractors to provide services or work; and
WHEREAS, because the City Code requires contracts in excess $25,000 to be
approved by the City Commission, these agreements have typically been limited to less than the
maximum amount; and
WHEREAS, on rare occasions, independent contractor agreements for amounts over
$25,000 have been brought to the City Commission for approval; and
WHEREAS, in an effort to save costs, such as pension and health benefits, the
Administration is recommending that the City Commission authorize the City Manager to
negotiate, enter into, and execute certain independent contractor agreements, including those
having an amount that may exceed $25,000, subject to the following parameters:
. The independent contract agreements authorized under this Resolution will be limited to
services or work related to a vacant, budgeted position, as approved in the City's FY
201512016 operating budget; and
. The value of the agreement will not exceed the amount already authorized in the City's
Classified or Unclassified Salary Ordinances, and the term of the agreement will not go
beyond September 30, 2016; and
. Any agreement entered into will contain, at minimum, the provisions outlined in the City's
standard form independent contractor agreement (a copy of which is attached hereto
and incorporated herein); and
o The City Manager must issue a Letter to Commission ("LTC") each fiscal quarter,
commencing on January 1, 2016, which delineates those lndependent Contractor
Agreements that exceed the $25,000 threshold;
WHEREAS, the City Commission granted similar authority to the City Manager on
September 20,2010, for FY 201012011 and renewed such authority on September 27,2011 for
FY 201112012; and on September 27 , 2012 for FY 201212013, on September 30, 2013 for FY
2013114; on September 30, 2014 for FY 2014115; and
WHEREAS, during the discussions for the initial authority, it was said that this request
for authority would be brought back for renewal on an annual basis as part of the budget
process.
lTHrs sECTtoN TNTENTIONALLY LEFT BLANKI
920
NOW, THEREFORE, BE !T DULY RESOLVED BY THE MAYOR AND THE GITY
COMMISSION OF THE Glry OF MIAMI BEACH, FLORIDA, authorizing the City Manager, on
behalf of the City, to enter into independent contractor agreements for professional and other
services, as required, and as the City Manager deems in the best interest of the City, subject to
and contingent upon the following parameters: 1) the City Manager shall only enter into
contracts to provide services or work related to vacant budgeted positions, as identified in the
City's approved FY 201512016 budget; 2) the amount of the fee or other compensation under
such contract(s) shall not exceed the authorized amount for the respective classification, as set
forth, in the City's Classified or Unclassified Salary Ordinance (as the case may be); 3) the term
of any independent contractor agreement authorized herein shall not extend beyond the end of
FY 201512016 (September 30, 2016); 4) at a minimum, the City Manager shall require that any
independent contractor agreement entered into pursuant to this resolution shall utilize the City's
standard form for independent contractors, provided that the City Manager may incorporate
additional terms, which may be more stringent but not more lenient; and 5) providing that the
authority granted to the City Manager pursuant to this Resolution shall be brought to the City
Commission for renewal as part of the annual operating budget approval.
PASSED and ADOPTED this day of 2015.
ATTEST:
Rafael E. Granado, City Clerk Philip Levine, Mayor
,8Ff,i8frR8f,I8,
& FOR EXECUiOil
921
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEAGH, FLORIDA, AUTHORIZING THE CITY MANAGER, ON BEHALF
OF THE CITY, TO ENTER INTO CERTAIN INDEPENDENT CONTRACTOR
AGREEMENTS FOR THE FOLLOWING SERVICES, AS REQUIRED, AND AS
THE CITY MANAGER DEEMS IN THE BEST INTEREST OF THE GITY:
ATHLETICS INSTRUCTION/COACHING/REFEREEING, INCLUDING BUT
NOT LIMITED TO THE FOLLOWING CATEGORIES: BASEBALL, SOFTBALL,
SOCCER, GYMNASTICS, CHEERLEADING, VOLLEYBALL; ICE SKATING,
HOCKEY, SWIMMING, ICE GUARDS, AEROBICS INSTRUCTION; FITNESS
INSTRUCTION; ARTS/MUSIC/CULTURAL/DRAMA INSTRUCTION AND OR
INSTRUMENT REPAIR; COMPUTER/MEDIA SERVICES, INCLUDING BUT
NOT LtMITED TO !NSTRUGTION AND REPAIR; RECREATIONAL
PROGRAMMING AND INSTRUCTION; INSTRUCTION AND THERAPY FOR
PARTICIPANTS WITH SPECIAL NEEDS, INCLUDING BUT NOT LIMITED TO
EDUCATION, HEALTH AND WELLNESS; INSTRUCTION/TUTORING,
INCLUDING BUT NOT LIMITED, TO EDUCATION; COTILLION; SPEECH,
DEBATE, SOCIAL SKILLS, LITERACY, MATH AND SAT; FITNESS
CLASSES, INCLUDING BUT NOT LIMITED TO AEROBICS, ZUMBA, WEIGHT
ROOM, WEIGHT LOSS, GENERAL FITNESS INSTRUGTION, ADULT, YOUTH,
AND BABY BOOT CAMP; ; CARE COORDINATION SERVICES; MENTAL
HEALTH SERVICES; INTAKE (ASSESSMENT) SERVIGES; FAMILY GROUP
CONFERENCING; MENTORING SERVICES; BEHAVIOR MODIFICATION
SERVICES; EMPLOYMENT SESSIONS; FAMILY FUNCTIONAL THERAPY;
FAMILY HOME VISITATION SERVICES; PARENTING GROUP SERVIGES;
ALTERNATIVE SUSPENSION SERVICES; RESTORATIVE JUSTICE
TECHNIQUES; ONE-ON-ONE SHADOWS TO WORK WITH YOUTH WITH
SPECIAL NEEDS; STEM (SCIENCE, TECHNOLOGY, ENGINEERING AND
MATHEMATIGS) ACTIVITIES; SCHOOL LIAISONS FOR REFERRAL OFCARE COORDINATION SERVICES; RESIDENT PROJECT
REPRESENTATIVES (RPR); REPORTING REQUIREMENTS ASSOGIATED
WITH THE PATIENT PROTEGTION AND AFFORDABLE CARE ACT;
ACTUARIAL SERVICES; COMMUNITY/PUBLlc INFORMATION SERVIGES;
CONSTRUCTION COST ESTIMATING/CONSULTING SERVICES; VIDEO
PRODUCTION SERVICES; PHOTOGRAPHYA/IDEOGRAPHY SERVIGES;
GRAPHIC DESIGNER SERVIGES; PROGRAM MONITOR SERVICES; COST
ALLOCATION SERVIGES; JOB AUDITS; STEP lll DISCIPLINARY
GRIEVANCE HEARING OFFICER; AUDITORS; HISTORIGAL RESEARCHER;
LATENT EXAMINER SERVICES; MEDICAL DIREGTOR AND
ACCREDITATION SERVICES/SUPPORT; PSYCHOLOGICAL AND TESTING
SERVICES; ORGANIZATIONAL DEVELOPMENT MEETING FACILITATION
SERVICES; PROFESSIONAL TRAINING SERVICES, INCLUDING BUT NOT
LIMITED TO, APPLICATION SYSTEMS INSTRUCTION, METHODOLOGIES
FOR APPLICATION SYSTEMS DEVELOPMENT, SEXUAL HARASSMENT,
DIVERSITY AND TEAM BUILDING; HOME VISITORS FOR THE PARENT-
CHILD HOME PROGRAM; INSTRUCTORS FOR THE MORNINGS ALL-STAR
PROGRAMS AND HUD GOMPLIANCE; APPLICATION SYSTEMS
CONSULTING SERVICES, INCLUDING BUT NOT LIMITED TO,
APPLIGATION SYSTEMS, ARGHITEGTURE, APPLICATION DEVELOPMENT
BEST PRACTICES, APPLICATION SEGURITY, APPLICATIONS QUALITY
922
ASSURANCE, APPL!CATION MONITORING, MOBILE APPLICAT!ON
DEVELOPMENT; CONSULTING SERVIGES FOR WEBSITE AND DIGITAL
MEDIA STRATEGY; WEB DESIGN; GRAPHIC DESIGN; AFTER.ACTION
SERVICES; PROVIDED FURTHER THAT THE CIry MANAGER SHALL BE
AUTHORIZED TO NEGOTIATE, ENTER INTO, AND EXECUTE THE
AFORESTATED AGREEMENTS SUBJECT TO THE FOLLOWING
PARAMETERS: 1) THE AMOUNT OF THE FEE OR OTHER COMPENSATTON
UNDER SUGH AGREEMENT(S) SHALL NOT EXCEED THE AUTHORTZED
AMOUNT FOR THE RESPEGTIVE SERVIGES, AS SET FORTH !N THE
CITY'S APPROVED FISCAL YEAR (FY) 2015t2016 ANNUAL BUDGET; 2)
THE TERM OF ANY SERVICE AGREEMENT AUTHORIZED HEREIN SHALL
NOT EXTEND BEYOND THE END OF FY 2015t2016 (SEPTEMBER 30, 20{6};
3) AT A MINIMUM, THE CITY MANAGER SHALL REQUIRE THAT ANY
AGREEMENT ENTERED INTO PURSUANT TO THIS RESOLUTION SHALL
UTILIZE THE CITY'S STANDARD FORM INDEPENDENT CONTRAGTOR
AGREEMENT (AS ATTAGHED TO THIS RESOLUTION), PROVIDED THAT
THE C!ry MANAGER MAY INCORPORATE ADDITIONAL TERMS, WHICH
MAY BE MORE STRINGENT, BUT NOT MORE LENIENT; AND 4) PROVIDING
THAT THE AUTHORITY GRANTED TO THE CITY MANAGER PURSUANT TO
THIS RESOLUTION SHALL BE BROUGHT TO THE CITY COMMISSION FOR
RENEWAL AS PART OF THE ANNUAL OPERATING BUDGET APPROVAL.
WHEREAS, the City budgets for certain services are to be provided each year in its
annual operating budget for those respective departments; and
WHEREAS, some of the budgeted services include, but are not limited to: dance
instruction, ice skating instruction, athletics instruction/coaching, aerobics instruction, fitness
instruction, computer (lT) services and literacy, math and SAT tutoring for the Parks and
Recreation Department; latent examiner services, medical examiner and accreditation
services/support for the Police Department; resident prolect representatives (RPR); community
information services; construction cost estimating/consulting services for the Capital
lmprovement Projects (ClP) Office; video production services, photography/videography
services, and graphic design services for the Office of Communications; Homeless Outreach;
Housing Services; tutoring services and program monitoring services; cost allocation services
for the Finance Department; auditing services for the Office of Budget and Performance
lmprovement; job audiVsurveys and Step lll grievance hearing officer for the Human Resources
Department; and historical research services for the Planning Department; and
WHEREAS, the City Code requires contracts in excess $25,000 to be approved by the
City Commission and agreements for these services have typically been limited to that
maximum amount; and
WHEREAS, independent contractor agreements for amounts over 925,000 which are
very limited circumstances have been brought to the City Commission for approval; and
WHEREAS, effort to coordinate the execution of these agreements for those services or
work referenced herein, the Administration is recommending that the City Commission authorize
923
the City Manager to negotiate, enter into, and execute certain independent contractor
agreements, including those having an amount that may exceed $25,000, subject to the
following parameters:
. The agreements will be limited to the services or work specifically listed in this
Resolution;
The value of the agreement will not exceed the authorized amount for the respective
services or work, as set forth in the approved FY 201512016 annual budget;
The term of the agreement shall not extend beyond FY 201512016 (September 30,
2016); and
Any agreement entered into will contain, at minimum, the provisions outlined in the
City's standard form agreement for independent contractors (a copy of which is attached
hereto and incorporated herein); and
The City Manager must issue a Letter to Commission ("LTC") each fiscal quarter,
commencing on January 1, 2016, which delineates those lndependent Contractor
Agreements that exceed the $25,000;
WHEREAS, the City Commission granted similar authority to the City Manager on
September 20,2010, for FY 201012011, and renewed such authority on September 27,2011,
for FY 201112012: and September 27,2012, for FY 201212013; and September 30, 2013 for FY
201312014; and September 30, 2014tor FY 201412015; and
WHEREAS, during the discussions for the initial authority, it was said that this request
for authority would be brought back for renewal on an annual basis as part of the budget
process.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND THE CIry
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, to enter into independent
contractor agreements for the following services, as required and as the City Manager deems
in the best interest of the City: baseball, softball, soccer, gymnastics, cheerleading, volleyball;
ice skating, hockey, swimming, ice guards, aerobics instruction; fitness instruction;
arts/music/cultural/drama instruction and or instrument repair; computer/media services,
including but not limited to instruction and repair; recreational programming and instruction;
instruction and therapy for participants with special needs, including but not limited to education,
health and wellness; instruction/tutoring, including but not limited to, education, cotillion, speech,
debate, social skills, literacy, math and SAT; fitness classes, including but not limited to
aerobics, Zumba, weight room, weight loss, general fitness instruction, adult ,youth and baby
boot camp; care coordination services; mental health services; intake (assessment) services;
family group conferencing; mentoring services; behavior modification services; employment
sessions; family functional therapy; family home visitation services; parenting group services;
alternative suspension services: restorative justice techniques; one-on-one shadows to work
with youth with special needs; STEM ( science, technology engineering and mathematics)
activities; school liaisons for referral or care coordination services; resident project
representatives (RPR); reporting requirements associated with the Patient Protection and
924
Affordable Care Act; Actuarial services; community/public information services; construction
cost estimating/consulting services; video production services: photography/videography
services; graphic designer services; program monitor services; cost allocation services; job
audits; step iii disciplinary grievance hearing officer; auditors; historical researcher; latent
examiner services; medical director and accreditation services/support; psychological and
testing services; organizational development meeting facilitation services; professional training
services, including but not limited to, application systems instruction, methodologies for
application systems development, sexual harassment, diversity and team building; home visitors
for the parent-child home program; instructors for the mornings all-star programs and hud
compliance; application systems consulting services, including but not limited to, application
systems, architecture, application development best practices, application security, applications
quality assurance, application monitoring, mobile application development; consulting services
for website and digital media strategy; web design; graphic design; after-action services;
provided further that the City Manager shall be authorized to negotiate, enter into, and execute
the aforestated agreements subject to the following minimum parameters: 1) the amount of the
fee or other compensation under such agreement(s) shall not exceed the authorized amount for
the respective services, as set forth in the City's approved FY 201512016 budget; 2) the term of
any service agreement authorized herein shall not extend beyond the end of FY 201512016
(September 30, 2016); 3) at a minimum, the City Manager shall require that any agreement
entered into pursuant to this resolution shall utilize the City's standard form independent
contractor agreement (as attached to this resolution), provided that the City Manager may
incorporate additional terms, which maybe more stringent but not more lenient; and 4) providing
that the authority granted to the City Manager pursuant to this resolution shall be brought to the
City Commission for renewal as part of the annual operating budget approvals.
PASSED and ADOPTED this
ATTEST:
day of 2015.
Rafael E. Granado, City Clerk Philip Levine, Mayor
,6Fffi8TiR68T3,
& FORIXECUIiON
ffir
925
INDEPENDENT CONTRAGTOR AGREEMENT
This Agreement is entered into on this _ day of between TENTER
FULL NAME OF CONTRACTORI (Contractor), and the City of Miami Beach, Florida (City),
for a period of TENTER DURATION/TERM OF AGREEMENTI, with an effective starting date
of t I, and an end date of I I (the Term).
1. Scope of WorUServices.
This Agreement is for the purpose of providing lPRovtDE BRTEF
DESGRIPTION/SUMMARY oF WHAT coNTRAcroR wlLL Dot to the city's
I Department. Specifically, throughout the Term of this
Agreement, Contractor shall provide and/or perform the following minimum services:
TINSERT DETAILED AND/OR ITEMIZED DESCRIPTION OF WORK AND/OR
SERVICES CONTRACTOR WILL PROVIDEI
2.Fee.
ln consideration of the work and/or services to be provided pursuant to this Agreement, the
City agrees to pay Contractor a fee, in the not to exceed amount of I FILL lN TOTAL
$AMOUNfl, which shall be paid as follows:
]INSERT. IN DETAIL. HOW FEE WILL BE PAID. INCLUDE WHETHER
FEE WILL BE PAID HOURLY. WEEKLY. MONTHLY. ETC.: WHETHER
IT'S SUBJECT TO CONTRACTOR PROVIDING TIME SHEETS. OR
WORK SCHEDULE. ETC.I
The total fee paid to Contractor pursuant to this Agreement shall not exceed IFILL lN A NOT
TO EXCEED AMOUNfl for the Term provided herein.
3. Work Schedule.
During the Term of the Agreement, Contractor shall provide the work and/or services in
accordance with the following minimum work schedule:
IINSERT WORK SCHEDULE (EXAMPLE: MON - FRl. 9 AM TO SPM.
EXCLUDING REGOGNIZED CITY HOLIDAYS). !F IT'S ANOTHER
TYPE OF SCHEDULE SUGH AS ON AN HOURLY BASIS OR ONLY ON
SPECIFIC DAYS. BE SPEGIFIC AS TO MINIMUM HOURS OR DAYS
CONTRACTOR IS EXPECTED TO WORK IN ORDER TO GET PAID
THE FEE SET FORTH HERE.I
Contractor's work and/or services shall be overseen by the following City
DepartmenUlndividual: tINSERT TITLE. DEPARTMENT OF CITY (INDIVIDUAL
OVERSEEING SERVICES}.I
4. Termination.
This Agreement may be terminated for convenience of either party, with or without cause, by
giving written notice to the other party of such termination, which shall become effective
upon fourteen (14) days following receipt by the other party of the written termination notice.
Upon termination in accordance with this paragraph, the Contractor shall be paid a sum
equal to all payments due to him/her up to the date of termination; provided Contractor is
satisfactorily continuing to satisfactorily perform all work and/or services up to the date of
926
termination. Thereafter, the City shall be fully discharged from any further liabilities, duties,
and terms arising out of, or by virtue of, this Agreement.
5. lndemnification/Hold Harmless.
Contractor agrees to indemnify, defend, and hold harmless the City of Miami Beach and its
officers, employees and agents, from and against any and all actions, claims, liabilities,
Iosses and expenses, including but not limited to, attorney's fees, for personaleconomic or
bodily injury, wrongful death, loss of or damage to property, at law or in equity, which may
arise or be alleged to have arisen from the negligent acts or omissions or other wrongful
conduct of Contractor, and/or any and all subcontractors, employees, agents, or any other
person or entity acting under Contractor's control, in connection with the Contractor's
performance of the work and/or services pursuant to this Agreement. Contractor shall pay
all such claims and losses and shall pay all costs and judgments which may arise from any
lawsuit arising from such claims and losses, and shall pay all costs and attorney's fees
expanded by the City in defense of such claims and losses, including appeals. The parties
agree that one percent (1%) of the total compensation to Contractor for performance of the
work and/or services under this Agreement is the specific consideration from the City to
Contractor for the Contractor's agreement to indemnify and hold the City harmless, as
provided herein. Contractor and the City hereby agree and acknowledge thatthis indemnity
provision is intended to and shall survive the termination (or earlier expiration) of this
Agreement.
6. Limitation of Liabilitv.
The City desires to enter into this Agreement only if in so doing the City can place a limit on
City's liability for any cause of action for money damages due to an alleged breach by the
City of this Agreement, so that its liability for any such breach never exceeds the sum of the
compensation/fee to be paid to Contractor pursuant to this Agreement, less any amounts
actually paid by the City as of the date of the alleged breach. Contractor hereby expresses
his willingness to enter into this Agreement with Contractor's recovery from the City for any
damage action for breach of contract to be limited to a maximum amount equal to the
compensation/fee to be paid to Contractor pursuant to this Agreement, less any amounts
actually paid by the City as of the date of the alleged breach. Accordingly, and
notwithstanding any other term or condition of this Agreement, Contractor hereby agrees
that the City shall not be liable to Contractor for damages in the amount in excess of the
compensation/fee to be paid to Contractor pursuant to this Agreement, less any amounts
actually paid by the City as of the date of the alleged breach, for any action or claim for
breach of contract arising out of the performance or non-performance of any obligations
imposed upon the City by this Agreement. Nothing contained in this subparagraph or
elsewhere in this Agreement is in any way intended to be a waiver of the limitation placed
upon City's liability as set forth in Section 768.28, Florida Statutes.
7. Notices.
All notices and communications in writing required or permitted hereunder may be
delivered personally to the representatives of the Contractor and the City listed below or
may be mailed by registered mail, postage prepaid (or airmailed if addressed to an address
outside of the city of dispatch).
Until changed by notice in writing, allsuch notices and communications shall be addressed
as follows:
927
CITY:
CONTRACTOR:IINSERT NAME OF CONTRACTORI
ITNSERT ADDRESS OF CONTRACTORI
[INSERT PHONE NUMBERI
[INSERT DEPARTMENT DIREGTOR]
City of Miami Beach
[INSERT DEPARTMENT NAME]
1700 Convention Center Drive
Miami Beach, FL 33139
(305)
Notices hereunder shall be effective.
lf delivered personally, on delivery; if mailed to an address in the city of dispatch, on the day
following the date mailed; and if mailed to an address outside the city of dispatch on the
seventh day following the date mailed.
8. Venue.
This Agreement shall be governed by, and construed in accordance with, the laws of the
State of Florida, both substantive and remedial, without regard to principles of conflict of
laws. The exclusive venue for any litigation arising out of this Agreement shall be
Miami-Dade County, Florida, if in state court, and the U.S. District Court, Southern District of
Florida, if in federal court. BY ENTERING ]NTO THIS AGREEMENT, CITY AND
CONTRACTOR EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A
TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, ORARISING OUT OF, THIS
AGREEMENT
9. Dutv of Care/Compliance with Applicable Laws.
With respect to the performance of the work and/or service contemplated herein,
Contractor shall exercise that degree of skill, care, efficiency and diligence normally
exercised by reasonable persons and/or recognized professionals with respect to the
performance of comparable work and/or services.
ln its performance of the work and/or services, Contractor shall comply with all applicable
laws, ordinances, and regulations of the City, Miami-Dade County, the State of Florida, and
the federal government, as applicable.
The Contractor agrees to adhere to and be governed by the Miami-Dade County Conflict of
lnterest Ordinance, as same may be amended from time to time; and by any and all
ethics/standards of conducts as referenced in Chapter 2 of the City of Miami Beach Code
(as may be amended from time to time).
Contractor covenants that it presently has no interest and shall not acquire any interest,
direct or indirectly which should conflict in any manner or degree with the performance of
the work and/or services. Contractor further covenants that in the performance of work
and/or services under this Agreement, no person having any such interest shall knowingly
be employed by the Contractor. No member of or delegate to the Congress of the United
States shall be admitted to any share or part of this Agreement or to any benefits arising
there from.
IO. CONTRACTOR'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW
Pursuant to Section 119.0701of the Florida Statutes, if the Contractor meets the definition of
"Contracto/' as defined in Section 119.0701(1Xa), the Contractor shall:
928
a) Keep and maintain public records that ordinarily and necessarily would be required
by the public agency in order to perform the service;
b) Provide the public with access to public records on the same terms and conditions
that the public agency would provide the records and at a cost that does not exceed
the cost provided in this chapter or as otherwise provided by law;
c) Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law; and
d) Meet all requirements for retaining public records and transfer to the City, at no City
cost, all public records created, received, maintained and/or directly related to the
performance of this Agreement that are in possession of the Contractor upon
termination of this Agreement. Upon termination of this Agreement, the Contractor
shall destroy any duplicate public records that are exempt or confidential and
exempt from public records disclosure requirements. All records stored
electronically must be provided to the City in a format that is compatible with the
information technology systems of the City.
For purposes of this section, the term "public records" shall mean all documents, papers,
letters, maps, books, tapes, photographs, films, sound recordings, data processing software,
or other material, regardless of the physical form, characteristics, or means of transmission,
made or received pursuant to law or ordinance or in connection with the transaction of
official business of the City.
Contractor's failure to comply with the public records disclosure requirement set forth in
Section 119.0701of the Florida Statutes shall be a breach of this Agreement.
ln the event the Contractor does not comply with the public records disclosure requirement
set forth in Section 119.0701 of the Florida Statutes, the City may, at the City's sole
discretion, avail itself of the remedies set forth under this Agreement and available at law.
11. Ownership of Documents/Patents and Gopvrights.
Any and all documents prepared by Contractor pursuant to this Agreement are related
exclusively to the work and/or services described herein, and are intended or represented for
ownership by the City. Any re-use distribution, or dissemination of same by Contractor, other
than to the City, shall first be approved in writing by the City Manager, which approval, if
granted at all, shall be at the City Manager's sole and absolute discretion.
Any patentable and/or copyrightable result arising out of this Agreement, as well as all
information, specifications, processes, data and findings, shall be made available to the
City, in perpetuity, for public use.
No reports, other documents, articles or devices produced in whole or in part under this
Agreement shall be the subject of any application for patent or copyright by or on behalf of
the Contractor (or its employees or sub-contractors, (if any) without the prior written
consent of the City Manager, which consent, if given at all, shall be at the Manager's sole
and absolute discretion.
12. No AssiqnmenUTransfer.
This section intentionally left blank.
929
13. LiabilitvforSub-contractors.
Contractor shall be liable for its work and/or services, responsibilities and liabilities under
this Agreement and the services, responsibilities and liabilities of any sub-contractors (if
any), and any other person or entity acting under the direction or control of Contractor (if
any). When the term "Contractor" is used in this Agreement, it shall be deemed to include
any sub-contractors (if any) and/or any other person or entity acting under the direction or
control of Contractor (if any). All sub-contractors (if any) must be approved in writing by the
City Manager prior to their engagement by Contractor, which approval, if granted at all,
shall be at the City Manager's sole and absolute discretion.
14. lndependent Contractor/No Joint Venture.
THIS AGREEMENT SHALL NOT CONSTITUTE OR MAKE THE PARTIES A
PARTNERSHIP OR JOINT VENTURE. FOR THE PURPOSES OF THIS AGREEMENT,
THE CONTRACTOR SHALL BE DEEMED TO BE AN INDEPENDENT CONTRACTOR,
AND NOT AN AGENT OR EMPLOYEE OF THE CITY, AND SHALL NOT ATTAIN ANY
RIGHTS OR BENEFITS UNDER THE CIVIL SERVTCE OR PENSION ORDINANCE OF
THE CITY, OR ANY RIGHT GENERALLY AFFORDED CLASSIFIED OR UNCLASSIFIED
EMPLOYEES INCLUDING ANNUAL AND SICK DAY ACCRUAL. FURTHER, THE
CONTRACTOR SHALL NOT BE DEEMED ENTITLED TO FLORIDA WORKER'S
COMPENSATION BENEFITS AS AN EMPLOYEE OF THE CITY ORACCUMULATION OF
SICK OR ANNUAL LEAVE.
15. Waiver of Breach.
A party's failure to enforce any provision of this Agreement shall not be deemed a waiver of
such provision or modification of this Agreement. A party's waiver of any breach of a
provision of this Agreement shall not be deemed a waiver of any subsequent breach and
shall not be construed to be a modification of the terms of this Agreement.
16. Severance.
ln the event this Agreement or a portion of this Agreement is found by a court of competent
jurisdiction to be invalid, the remaining provisions shall continue to be effective unless City
elects to terminate this Agreement.
17. Joint Preparation.
The parties hereto acknowledge that they have sought and received whatever competent
advice and counsel as was necessary for them to form a full and complete understanding of
all rights and obligations herein and that the preparation of this Agreement has been a joint
effort of the parties, the language has been agreed to by parties to express their mutual
intent and the resulting document shall not, solely as a matter of judicial construction, be
construed more severely against one of the parties than the other.
18. Purchase Order Requirement.
This agreement shall not be effective until executed by the parties hereto and until the City
has issued a Purchase Order for this agreement.
19. Entire Agreement.
This writing and any exhibits and/or attachments incorporated (and/or otherwise referenced
930
for incorporation herein) embody the entire Agreement and understanding between the
parties hereto, and there are no other agreements and understandings, oral or written, with
reference to the subject matter hereof that are not merged herein and superseded hereby.
lN WITNESS WHEREOF, the parties hereto have caused these presentsto be executed by
the respective officials thereunto duly authorized, this date and year first above written.
FOR CITY: CITY OF MIAMI BEACH, FLORIDA
ATTEST:
City Clerk City Manager
By:
FOR CONTRACTOR:
WITNESS:
By.
Print Name
By:
Print Name
Approved:
Department Director
Office of Budget and Performance lmprovement
tI NSERT CONTRACTOR NAMEI
Signature
Print Name / Title
Approved as to form & language &
for execution.
City Attorney Date
Human Resources
931
THIS PAGE INTENTIONALLY LEFT BLANK
932
dD
tt!,
OFFICE
I\,tlA,\AIBEACH
OF THE CIry ATTORNEY
RAULJ. AGUILA, CITY ATTORNEY
MAYOR PHILIP LEVINE
MEMBERS OF THE CITY COMMISSION
CITY MANAGER JIMMY MORALES
COMMISSION MEMORANDUM
TO:
F'ROM:
DATE:
RAUL J. AGUTLA } *-!* 0 *' \-'
CITY ATTORNEY
SEPTEMBER 30,2015
SUBJECT: CANYASSING BOARD MEMBERSHIP
NOVEMBER 3, 2015 GENERAL, SPECIAL (AND, IF
RUNOFF) ELECTTONS.
APPOINTMENTS FOR CITY'S
NEEDED, NOVEMBER 17, 2015
The City of Miami Beach's General Election and Special Election is scheduled for November
3, 2015, with any Runoff Election to occur on November 17, 2015. The City is required by
State Election law to designate a Canvassing Board for its November 2015 Elections, which
Board has the responsibility of canvassing absentee ballots as well as overseeing the conduct of
said Elections.
The Board is statutorily composed of the City Clerk, the City's Mayor (or a member of the City
Commission), and a County Court Judge to be appointed by the Chief Judge of the 11ft Judicial
Circuit. Canvassing Board members may not be candidates with opposition in the City's
General or Run-Off Elections, nor may they be active participants in the campaign or
candidacy of any candidate with opposition in said Elections.
Inasmuch as the Mayor is a candidate with opposition in the City's General Election, he may not
serve on the City's Canvassing Board, nor may any of the City Commissioners if they are active
participants in the campaign or candidacy of any candidate with opposition in the City's
General/Runoff Elections.
If none of the members of the City Commission are able to serve on the Canvassing Board, the
Chief Judge of the 1ltr Judicial Circuit must appoint a qualified electorl of the City to serve as a
"substitute member." Additionally, as a result of 2013 Legislative changes to State law concerning
composition of the Canvassing Board, two additional persons must be selected to serve as
"alternative" Canvassing Board members. One "alternative" Canvassing Board member must be
I A "qualified elector" is a resident of the City of Miami Beach, over the age of 18, who is a registered
voter with the Miami-Dade County Elections Department.
Agenda tHm R7 G
oate 730- l{933
appointed by the Mayor (selecting either a member of the City Commission or, if none available, a
qualified elector); one other "alternative" member must be appointed by the Chief Judge of the 1lth
Judicial Circuit (selecting a County Court Judge).2
Accordingly, I recommend that the following City Commission actions occur today:
. Appointment by the City Commission of one City Commissioner to serve as a oosubstitute"
member of the Canvassing Board (City Commissioner cannot be active participant in the
campaign or candidacy of any candidate with opposition in the General/Runoff Elections). In
the event no member of the City Commission is able to serve on the Canvassing Board, Chief
Judge Bertila Soto shall select a qualified elector of the City to serve thereon;3 and
. Appointment by the Mayor of an 'oalternative" member of the Canvassing Board, a
consisting of either a member of the City Commission or (if none available to serve) a
qualified elector of the City (neither of whom may be candidates with opposition in the
City's General/Runoff Elections, or may be active participants in the campaign or candidacy
of any candidate with opposition in said Elections).
Once the above actions have been taken, I will contact Chief Judge Soto in order to frnalize
Canvassing Board appointments, after which I will provide the City Commission, via Letter to
Commission, with the final list of persons appointed to the City's Canvassing Board for the City's
November 201 5 Elections.
2 ulf a member of the [City] canvassing board is unable to participate in a meeting of the board, the chair
of the [City] canvassing board or his or her designee shall designate which alternate member will serve as
a member of the board in the place of the member who is unable to participate at that meeting."
$ 102. 1 4 l(1)(e)3, Fla. Stat.
3 Although not binding, the City Commission may provide suggested names of "qualified electors" to the
Judge.
o In the event the Mayor does not select such alternative member, the Chief Judge shall select a qualified
elector of the City to serve in such capacity.
934
COMMISSION IIEM SUMMARY
Condensed Title:
A Resolution Approving and Authorizing the Mayor and City Clerk to execute an Agreement,
substantially in the form attached to this Resolution, between the City and Skidata, lnc., pursuant
to lnvitation to Negotiate (lTN) 2014-170-SW, for a Gated Revenue Control System forthe City's
Parking Garages, for an initial term of ten (10) years, with two (2) five (5) year options, atthe
Citv's sole discretion.
lntended Outcome Su
Ensure expenditure trends are sustainable over the long term.
Supporting Data (Surveys, EnvironmentalScan, etc.): N/A
June 10,2015, the Mayor and Commission referred ltem No. R7M, lnvitation to Negotiate
ITN) No. 2014-170-SW for a gated revenue control system for the City's Parking Garages to the
inance and Citywide Projects Committee (FCWPC) for discussion.
July 1 , 2015, the FCWPC discussed the item and approved gated revenue control as the
by which to operate municipal parking garages. Additionally, the FCWPC endorsed the
tendation of the City Manager, pursuant to ITN 2014-170-SW for a gated revenue control
for the City's parking garages to Skidata, lnc.
July 8, 2015, the Mayor and Commission authorized the Administration to finalize negotiations
Skidata, lnc. pursuant to invitation to negotiate (lTN) 2014-170-SW for a Gated Revenue
System for the City's Parking Garages and bring the Agreement to the City Commission
September 2,2015, for ratification. ln addition, the Administration was directed to engage
lker Parking Consultants and have them perform an analysis analyze and recommend revenue
systems for the City's parking garages, including but not limited to gated, metered, or
ive technologies deployed in industry today. Walker recommends a gated system in the
s ten garages and their analysis is attached. Also, the proposed Agreement between the City
Skidata is attached. Administration Recommendation: Adopt the Resolution.
Financial lnformation :
Source of
Funds:
Amount Account
1 $303,000 142-6176-000674
2 362,000 463-6176-000674
3 471,OOO 467-6176-000674
4 2,696,000 480-6176-000674
5 400,000 480-0463-000349
OBPI Total $4,232,000
Financial lmoact Summarv:
Saul Frances
2014-170 Revenue
MIAMIBEACH AGENoA ien R1H
D^tE ?4o - l5935
1915.2015
the City
Cityof Miomi Beoch, l700ConventionCenterDrive,Miomi Beoch,Florido33,l39,www.miomibeochfl.gov
COMMISSI N MEMORANDUM
MIAMIBEACH
TO:
FROM
Mayor Philip Levine and Members
Jimmy L. Morales, City Manager
DATE: September 30, 2015
SUBJECT: A RESOLUTION OF THE MA AND CITY COMMISSION OF THE
THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT,
SUBSTANTIALLY IN THE FORM ATTACHED TO THIS RESOLUTION,
BETWEEN THE CITY AND SKIDATA, INC., PURSUANT TO INVITATION
TO NEGOTIATE (tTN) 2014-170-SW, FOR A GATED REVENUE
CONTROL SYSTEM FOR THE CITY'S PARKING GARAGES, FOR AN
rNrTrAL TERM OF TEN (10) YEARS, WrrH TWO (2) FIVE (5) YEAR
OPTIONS, AT THE CITY'S SOLE DISCRETION.
BACKGROUND
On June 10,2015, the Mayor and Commission referred ltem No. R7M, lnvitation to
Negotiate (lTN) No. 2014-170-SW for a gated revenue control system for the City's
Parking Garages to the Finance and Citywide Projects Committee (FCWPC) for
discussion. The item was referred to the FCWPC seeking guidance on whetherto
operate municipal garages with a gated revenue control system or as metered
parking.
On July 8, 2015, the Mayor and Commission authorized the Administration to
finalize negotiations with Skidata, lnc. pursuant to invitation to negotiate (lTN) 2014-
170-SW for a Gated Revenue Control System for the City's Parking Garages and
bring the Agreement to the City Commission on September 2,2015, for ratification.
ACTIONS ON JULY 8. 2015
The Administration was directed to engage Walker Parking Consultants and have
them perform an analysis and recommend revenue control systems for the City's
parking garages, including but not limited to gated, metered, or alternative
technologies deployed in industry today.
936
September 30, 2015 City Commission Memo
ITN 2014-170-SW Gated Revenue ControlSysfem for Municipal Garages
Page2of11
ANALYSIS
The following are the results of each of the two directives issued by the City
Commission.
Citv of Miami Beach & Skidata Aqreement
The Agreement between the City and Skidata, lnc. is attached. All goods and
services are consistentwith the Term Sheet, pursuantto the July 8,2015, City
Commission Agenda ltem No. R7N. The ITN documents and Skidata's proposal
documents are also incorporated into the Agreement. The following are key
elements of the Agreement:
Scope of Services
!n consideration of the Fee to be paid to Consultant by the City, Consultant shall
provide the Citywith the equipment, work, and services necessaryfor a state of the
art gated parking revenue controlsystem including realtime centralized processing
of data for all of the City's parking garages and a central monitoring station for
intercoms, CCTV at all entrance and exit lanes, and access control for the garage
equipment (the "SKIDATA Project"), as described in Exhibit "A" hereto (the
"Services" or "Scope of Work").
Additional equipment, services or garage facilities may be added to the existing
Scope of Work. Although this ITN and resultant Agreement identifies specific
equipment, services or garage facilities ("items") within the Services or Scope of
Work being provided by Contractor, it is hereby agreed and understood that the
City, through the approval of the City Manager (for additional items up to $50,000)
or the City Commission (for additional items greater than $50,000), may require
additional items to be added to the Agreement, based upon the PARCS pricing list
contained herein. The pricing list contained herein shall remain in effect from the
Effective Date of this Agreement though Year 3. Thereafter, the pricing list may be
adjusted annually by CPI (Consumer Price lndex).
Term:
The term of this Agreement ("Term") shall commence upon execution of this
Agreement by all parties hereto, and shall have an initial term of ten (10) Years, with
two consecutive five (5) year renewal options, to be exercised at the City Manager's
sole option and discretion, by providing Consultant with written notice of same no
less than One Hundred and Twenty (120) days prior to the expiration of the initial
term.
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Fees:
Consultant shall be paid its fee in connection with the Services being performed for
each garage during the following stages of performance:
. Phase l: 60% of the fee shall be due upon receipt of the equipment,
installation of the equipment and software and written acceptance by the
City, in its sole, absolute, and reasonable discretion, of all the Services;. Phase ll 20o/o within thirty (30) days from completion of Phase l, upon the
City's confirmation that any punch list items have been completed
satisfactorily and the Skidata System is operating as intended in the sole,
absolute, and reasonable discretion of the City;o Phase lll: 20% within ninety (90) days from the completion of Phase l, upon
the City's acceptance, in its sole, absolute, and reasonable discretion, that
the Services have been completed satisfactorily and the Skidata System is
operating as intended; ando The Maintenance costs for each garage shall be paid, commencing as of
Phase ll of the installation of the Services for each garage, on a monthly
basis, based upon the agreed upon Maintenance Cost set forth herein.
Obsolescence - Performance Bond or Alternate Security.
As we know, the existing system provider has notified the City that it will no longer
be in the business of gated revenue control systems. Since these systems are
proprietary, there is no option other than full system replacement. This raised
concerns with the City Commission as to how to address the issue of obsolescence.
To this end, a performance bond or alternate security provides an instrument by
which to address obsolescence. Skidata has indicated that it is willing to secure a
performance bond or alternate security, as prescribed below. Because it was not
identified as a requirement through the ITN process, the City cannot require Skidata
to absorb this cost. However, Skidata is willing to absorb 50o/o of the annual
expense, with the City paying the remainder in an amount not to exceed $12,500,
annually.
Walker Parking was posed the question below related to the issue of obsolescence
and the following is their opinion:
The useful life of most pafuing equipment is rated at eight to ten years
depending upon frequency of use, climate, and how well it's maintained. This
is similar for both meters and for gated PARCS; however, there are many
instances of parking equipment lasting far longer. Maintenance and repair
cosfs typically increase as the equipmenf ages.
Obso/escence is rare. For example, conventional parking meters have been
around for 80 years, and while they are extremely limited in their features
and functionality, Walker estimates that 4 million are still installed in the
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September 30, 2015 City Commission Memo
ITN 2014-170-SW Gated Revenue ControlSysfem for Municipal Garages
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United Sfafes alone. Gated PARCS have been in existence for almost as
long, and although there is a tot of tatk about gafes "going away" due to cett
phone, apps and license plate recognition technology, only a handful of
garages have removed their gates to date. During the kick-off meeting
concerns were raised about the demise of Federal APD, once a leading
PARCS manufacturer. There was some concern about the industry overall.
Federal APD was in decline when 3M acquired them, and while Walkerdoes
not know why or what happened intemally, we view it as an anomaly rather
than a sign of things to come. PARCS has become big busrness, attracting
the likes of 3M, Xerox and other large corporations. While this creates
greater competition, it also shouzs that there is opportunity for growth
potential in the U.S. parking market. ln Walker"s estimation, Skidata and T2
are examples of two companies poised for growth.
Skidata has agreed to the aforementioned terms and conditions related to the
Performance Bond and the contract provision below is recommended.
Consultant shall, within thirty (30) days from execution of this Agreement, furnish to
the City Manager or his designee a Pefformance Bond in the penalsums stated
below for the payment of which Consultant shall bind itself for the faithful
performance of the terms and conditions of this Agreement. A Perfonnance Bond, in
the amount of Three Million One Hundred Thousand ($3,100,000.00) Dollars
("Security"), shall be provided by the Consultant in faithful obseruance of this
Agreement for the first year of the Agreement. Thereafter, upon each renewal of the
Secuity, the total amount of the Security shall be reduced by ten percent (10%d per
year, i.e. the amount bf tne Security foi tne second year of lhe Agreement shalt be
no /ess than $2,790,000.00.
A cash deposit, irrevocable letter of credit, or ceftificate of deposit may also suffice
to comply with the requirement of providing Security, as determined by the City
Manager or his designee, in his sole and reasonable discretion. The form of the
Pertormance Bond or altemate security shall be approved by the City's Chief
Financial Officer. ln the event that a Cerlificate of Deposit is approved, it shall be for
the amounts of the Security required in this Section, in favor of the City, which shall
be automatically renewed for an amount no /ess than the required Security amount
set forth in this Section, the original of which shall be held by the City's Chief
Financial Officer. Consultant shall be so required to maintain said Pefformance
Bond or alternate security in full force and effect throughout the Term of this
Agreement. Consultant shall have an affirmative duty to notify the City Manager or
his designee, in writing, in the event said Pertormance Bond or alternate security
/apses or otherwise expires. All interest that accrues in connection with any financial
instrument or sum of money referenced above shall be the propefty of Consultant,
except in an event of default, in which case the City shall be entitled to all interest
that accrues after the date of default.
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September 30, 2015 City Commission Memo
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Performance Standards :
This section defines requirements for minimum performance levels forWarranty and
Post Warranty Maintenance Agreement Period Performance. Written notifications
under this section may be provided in electronic form.
A Warranty and Maintenance Agreement payments shall be made monthly to
the Contractor.
B Each month, within fifteen (15) days following the end of a month, the Firm
and City staff shall meet to review the System performance and Firm's
maintenance staff performance results for the prior month. Minutes of these
meetings shall become part of the permanent Contract file and shall be
available to the Performance Bond lnsurance Company throughout the
maintenance period, if requested.
C The City shall review the System performance and the Firm's performance
based on the standards outlined belowfor Preventative Maintenance (PM) and
Repair Services Maintenance (RS).
D The Firm shall submit monthly invoices that itemize the total invoice cost into
scheduled PM task effort (set amount each month) and RS response effort
(amount will vary based on actual effort performed each month)
E Preventative Maintenance Performance Requirements:
1. The Firm shall provide a detailed report of the maintenance items
performed in each visit to each location. This report shall be accepted
by the City supervisor at the end of each visit. The report shall
provide a means of tracking the preventative maintenance tasks
performed.
2. The Firm shall complete no less than ninety-eight percent (98%) of all
Preventative Maintenance scheduled during the month based on a
schedule previously provided by Firm. Percentages shallbe calculated
on the total number of Preventative Maintenance tasks scheduled for
just that month and the total number of Preventative Maintenance tasks
fully completed in the month even if the scheduled maintenance is a
monthly, quarterly, or annual maintenance requirement. Partial
completion of a scheduled Preventative Maintenance item shall not
meet this requirement and shall not meet the City's standards of fully
completed. Any month that falls below this level shall require a written
justification from the Firm and with measures implemented to assure
City staff that performance will improve. For each percentage point
below ninety-eight percent (98%) of total scheduled maintenance tasks
that the Contractor does not complete, the Contractor's monthly invoice
amount shall be reduced by five percent (SYo) A percentage of ninety
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September 30, 2015 City Commission Memo
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(90%) or below, without written justification accepted by the City, may
be considered reason for default of contract.
3. Factors beyond the control of the Firm, such as unexpected delays in
parts, delays due to accidents or damage created at no fault of the
Firm, severe weather and unusual traffic volume during the holiday
seasons shall be thoroughly documented in the Maintenance work
order system and reported to the City the next business day. The City
retains the right to determine if the non-performance was beyond the
Firm's control and is a valid reason for non-performance.
F Repair Service Maintenance and System Performance Requirements:
1. The Firm shall provide three methods of notification to be used for
repair contact information. The methods of notification shall provide a
means of tracking the date and time the message was delivered.
Examples of some documented communication include online
customer portal, cell phone, and email. The time of arrival shall be
documented by the technician's access to the garage by an access
card or QR/bar code. Completion time of the repair work shall have
written confirmation by a City supervisor.
2. The Firm shall respond in accordance with the two (2) hour response
times defined in this lnvitation to Negotiate (lTN). Performance shall
be calculated as the number of response calls returned to the City
within the response time, divided by the total number of response calls
for the month. For each percentage point (below 98%) of total repair
maintenance calls that the Contractor does not respond to within two
(2) hours, the Firm's monthly invoice shall be reduced by five percent
(5%) of the amount.
A percentage of ninety (90%) or below, without written justification
accepted by the City, may be considered reason for default of contract.
3. Any repair items that result in a reduction in the level of service or
operation, including but not limited to, lane closures, inoperable
payment devices, etc. shall be considered critical repair items.
Resolution of any critical repair items within four (4) hours after
notification is required in all situations. A temporary solution is
acceptable in the event replacement parts are not available in
inventory. Penalties for non-compliance will be assessed according to
the following table, unless the City agrees that there were factors
beyond the Firm's control that prevented them from completing the
work within the time specified:
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September 30, 2015 City Commission Memo
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Completion
time of repair
Penalty per
reoair
0 to 4 hours
4 to 6 hours
6 to 24 hours
24 to 36 hours
36 to 48 hours
48 to 72 hours
N/A
$50.00
$100.00
$150.00
$200.00
$250.00
Any work exceeding 72 hours, without written justification accepted by
the City, may be considered reason for default of contract.5. Factors beyond the controlof the Firm, such as unexpected delays in
parts, accidents, severe weather, and unusual traffic, shall be
thoroughly documented in the Maintenance work order system and
reported to the City the next business day. The City may grant relief
for the service hour requirement after reviewing these factors. The
City shall cooperate with the Firm to fully explore any concerns
regarding service and performance standards.6. The City shall notify the Firm in writing of performance problems with
respect to the service standards within twenty (20) days after the end
of each month based on the performance reports from the
maintenance tracking system.7. The Firm shall be given thirty (30) days from receipt of notification to
take corrective actions with respect to the problem identified by the
City or request relief.
All other terms and conditions are substantively consistent with the City's customary
contract provisions.
Garaqe Revenue Control Analvsis - Walker Parkinq Consultants
On July 8,2015, the City Commission held significant discussion regarding whether
to operate municipal parking garage with a "Gated" or "Metered/Enforcement"
revenue control system. To this end, the Mayor and Commission directed the
Administration to engage "Walker Parking" to perform an analysis. Walker was
engaged and charged with the following tasks:
Review and opine on City Commission Memorandum - Parking Garage Revenue
Control Systems (dated June 10,2015), including the following areas in memo:
a. Comment on most common garage revenue controlsystems and best
practices based on Walker's experience and project database.
b. Revenue control systems for parking garages deployed in public and
private systems within the last two years,
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c. Cost of Equipment - actual cost comparison of gated revenue control
systems like Skidata and Amano versus pay stations like T2, analyzed
over a ten-year period, including service contracts.
d. Cost of Labor - operational cost comparison of labor associated with
gated revenue control systems like Skidata and Amano versus pay
stations like T2.
e. Technological advancements - What is the trend of equipment being
installed in new construction municipal/university garages? Will the
equipment the City is contemplating purchasing from Skidata be
obsolete five years from now? Will the trending increase in pay-by-
phone users diminish the need and utility of the equipment the City is
contemplating purchasing from Skidata?
f. Comparison & Capture Rate - compare both technologies during
large special events and major impact periods. What is the capture
rate of T2 pay stations? Users of the app?
g. Cost of Enforcement - additional labor cost of adding garages to
parking enforcement officers' routes? Additional revenue to City
above and beyond average parking fee resulting from parking
citations being issued? Also, most pay station users payfor more time
than they actually use, adding to the bottom line. Additional revenue
to City above and beyond average parking fee with gated revenue
control systems versus T2 pay station where users over-pay for
parking?
h. Adjustment of Parking Rates -Which system provides more flexibility
based on what level of the garage you park in? Which system allows
for readily distinguishing between residents and non-residents
allowing for different price structures for each?
i. Pre-paid Parking Reservations - which system is more effective?
j Revenue and Expense lmpacts of Metered vs. proposed PARCS
replacement or other alternative system.
k. Calculate, project and compare the total purchase, installation,
service and repair costs of the Skidata equipment being considered
by the City versus the T2 pay stations over a 10 year period, including
service contracts.
l. Using salary data provided by the City, project and compare the labor
savings (excluding parking enforcement) associated with installing the
Skidata equipment being considered by the City versus installing T2
pay stations.
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September 30, 2015 City Commission Memo
ITN 2014-170-SW Gated Revenue ControlSysfem for Municipal Garages
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m. Recommend the number of parking enforcement officers required to
patrol the 10 garages if the City installs T2 pay stations, and using
salary data provided by the City, estimate the associated costs.
n. Using on-street data provided by the City, extrapolate the projected
citation revenue for the 10 garages generated from non-payment
and/or overtime parking if T2 pay stations are installed.
o. Opine on installing license plate recognition technology at the garage
entrances and integrating with the T2 pay stations to improve
enforcement. ls a 100% capture rate possible?
p. Opine on increased pay-by-phone and similar pay-in-advance
technologies and if they potentially undermine the justification of using
gated revenue control systems.
q. Using on-street data provided by the City, extrapolate the projected
citation revenue for violations other than non-payment or overtime
parking rt T2 pay stations are installed in the 10 garages (i.e.
handicap violations, expired tags, etc.).
r. Opine on the potential useful life of the Skidata equipment being
considered by the City. ls obsolescence a relevant issue in
comparing Skidata and T2 systems?
s. Based on anecdotal evidence gleaned from our expertise, and
experience, project the revenue potential generated by the over-
payment of parking if the City installs T2 pay stations in the 10
garages.
t. Opine on which of the two systems is better equipped to distinguish
between residents and non-residents in setting different rate
structures.
u. Recommendation
Walker Parking completed the analysis and it is attached foryou review. Forease of
reference, Section U, entitled, "Recommendation" is below.
U. Recommendation:
Walker recommends a gated PARCS in the ten garages for the following reasons:
1. While the metered system is less expensive to procure, install and maintain,
the labor required to effectively enforce the garages make the T2 metered
system more expensive to operate by $3.5 million over ten years. !f the City
desires a metered setting, Walker recommends contracting with the City's
operator to provide enforcement (and maintenance) services, as the payroll
costs would be significantly lower.
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September 30, 2015 City Commission Memo
ITN 2014-170-SW Gated Revenue ControlSysfem for Municipal Garages
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2.
3.
Metered revenue projections are $500,000 less than a gated PARCS over
ten years. This is due to the City netting just 33% of enforcement revenue
and no way of verifying ADA driver's licenses.
Metered systems do not provide facility count systems. Some of the garages
fill up on a regular basis 'in season', requiring staff to monitor garage
occupancy, and close the garage to transient parkers, in orderto'hold'some
parking for monthly parkers. Gates are also required to control (close or open
entry and exit lanes). lf the City desires a metered system, Walker
recommends procuring a gated count system, which would add significant
cost to the project. We typically recommend maintaining existing count
systems and gates; however, the existing PARCS is no longer being
manufactured and support is being phased out. Note that mobile LPR
provides car counts as enforcement is conducted; however, the counts will
only be conducted on an hourly basis, compared to a count system that
counts vehicles as they enter and exit the facility (in real time).
The gated PARCS provides a higher level of customer service than a
metered system:
. As the City knows from implementing pay-by-plate on-street, there is
a learning curve with motorists needing to enter their license plates at
the meters. ln a garage setting, motorists who neglect to note their
license plate number will need to return to their car, which could be
farther away than in an on-street setting. lf the City desires a metered
setting, Walker recommends installing significant signage on allfloors
and elevators, advising people to note their license plates for the
meter payment. Suggest that motorists take photos of their license
plates, or write their plate numbers down. Walker also recommends
promoting pay-by-cell as a payment tool, thereby eliminating the need
to enter the license plate at the meter.
o Motorists won't want to worry about receiving a citation if their plans
change and/or they are delayed, and they will resent needing to
overpay the meter to avoid this. They also won't enjoy overpaying for
parking if they decide to leave earlier than they planned. lf the City
selects a metered setting, Walker recommends promoting pay-by-cell
services, thereby enabling motorists to add time remotely (Parkmobile
will text motorists when their time is about to expire). Walker further
recommends offering pay-by-cell customers the option of 'stopping'
their parking session when they return to their car. This will prevent
overpayments, thereby reducing revenue; however, it will be very well
received by the public and will help the City win acceptance for
metered garages. Walker projected $480,000 in annualoverpayment
revenue. Walker estimates that fewer than half of the patrons will
4.
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September 30, 2015 City Commission Memo
ITN 2014-170-SW Gated Revenue ControlSysfem for Municipal Garages
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uti I ize pay-by-cel I services (the C ity's cu rrent usage is 20%); therefore
the potential annual cost in revenue is estimated at $240,000.
. Metered systems do not have intercoms for customer assistance. lf
the City selects a metered setting, Walker recommends installing
intercoms in all of the garages. This could be done for less than
$100,000.
o Meters will not provide change; however, eliminating cash
transactions is a best practice, as credit card transactions are typically
faster than cash transactions, and reducing cash is more efficient for
collections and improves audit control. lf the City selects the gated
PARCS, Walker recommends committing fullyto pay-on-foot. Walker
understands that the City's staffing recommendations significantly
reduces the number of cashiers by expanding POFs and
implementing'centralized remote monitoring (via intercoms and
audio/video) for customer interactions. Walker recommends
eliminating all cashiers, as the ultimate goals of a POF system are to
fully automate transactions and to remove as many transactions from
the exit lanes as possible. When any cashiers are present, some
motorists will ignore the POFs and utilize the cashiers. We
understand that a human presence will still be required and desired;
however, an attendant who is free to walk around and assist
customers at the POFs and/or the exit lanes can be more effective
than a cashier sitting in a cashier booth. This may also result in further
reductions in labor costs, as well as increased audit control and
operational efficiencies (no fee computers, cashier reports or cashier
drawers).
CONCLUSION
The Administration recommends the Mayor and Commission approve and authorize
the Mayor and City Clerk to execute an Agreement, substantially in the form
attached to this Resolution, between the City and Skidata, lnc., pursuant to
lnvitation to Negotiate (lTN) 2014-170-SW, for a Gated Revenue Control System for
the city's parking garages, for an initial term of ten (10) years, with two (2) five (5)
year options, at the city's sole discretion.
946
EXHIBIT L
CITY COMMISSION
AGENDA ITEM
NO. R7N
JULY 8, 201 5
947
COMMISSION ITEM SUMMARY
Condensed Title:
A RESOLUTION OF THE MAYOR AND CITY COMMISSTON OF THE CITY OF MIAMI BEACH FLORIDA,
ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER PURSUANT TO INVITATION TO NEGOTIATE
ITN) 2014-17O.SW FOR A GATED REVENUE CONTROL SYSTEM FOR THE CITY'S PARKING GARAGES.
Ensure ex iture trends are over the lonq term.
Su Data Environmental Scan. etc: N/A
TheCity'sParkingDepartmentisseekingastateoftheartgatedparkingrevenu@
centralized processing of data for all of the City's parking garages, a cenbal monitoring station for: intercoms, CCTV at
all entrance and exit lanes, and access control for all garage equipment. This will allow for operational savings as well
as enhanced audit controls. ln order to achieve this service level, all garages must have compatible hardware,
software, firmware, and equipment, meaning that one system (vendor) must equip and service all garages.
The City's municipal parking garages are currently operated with on-site cashiers/parking attendants and a gated
revenue control system, provided by 3M (manufacturer). The equipment runs along several model lines ranging from
several years to over a decade old. Additionally, 3M notified its customers, including the City, of its intent to
discontinue its gated parking revenue control subdivision and related equipment and services.
At the Septem beilI 0, 2014 City Commission meeting, the Mayor and City Commission adopted Resolution No. 2012$-
28720 accepting the recommendation of the City Manager pertaining to the ranking of proposers pursuant to lnvitation
To Negotiate (lTN)2014-170-SW for a Parking Garage Gated Revenue Control System. Further, the Resolution
authorized the Administration to enter into negotiations with all the proposers. The Administration was requested to
present the final contract forthe Commission's review prior to entering into an agreement with the parking equipment
companies. The details of the contract negotiation phase and comparative analysis of final replies is attached.
The City Manager, after carefully considering the results of the negotiation process and staff recommendation,
recommends that the Mayor and City Commission of the City of Miami Beach, Florida, accept the recommendation of
tle City Manager, pursuant to lnvitation To Negotiate (lTN) 2014-170-SW for a gated revenue control system for the
City's parking garages; approving the material terms of an agreement between the City and Skidata, lnc-., as setforth
in the term sheet attached as Exhibit "A" hereto; authorizing the City Manager and the City Attorney's ffice to finalize
the Agreement based upon the material terms approved herein; provided that they may make any non-substantive and
non-material revisions and/or additions to the Agreement, as they deem necessary; authorizing the Mayor and City
Clerk to execute the final Agreement; and, in the event that the City is unable to finalize successful negotiations with
Skidata, lnc., authorizing the City Manager and the City Attorney's Office to negotiate an Agreement with Amano
McGann, lnc. based upon the material terms approved in Exhibit'A' herein (provided that they may make any non-
substantive and non-material revisions and/or additions to the Agreement).
RECOMMENDATION
the Resolution.
Source of
Funds:
Amount Account
1 $ 303,000 142-6176-000674
@
2 362,000 463-61 76-000674
3 471,000 467-61 76-000674
1 2,696,000 480-6176{00674
'4.$.v
OBPI
5 400,000 480-0463{00349
Total s4.232.000
Financial lmpact Summary:
Alex Extension 6641
'D
.-
Agenda ttem R7ru
Date ?-8'lSMIAMIBEACH769948
E MIAMIBEACH
City oI Miomi Beoch, 17OO Convention Center Drive, Miomi Beoch, Florido 33139, www.miomibeochfl.gov
COMMISSION MEMORANDUM
Mayor Philip Levine and Members
Jimmy L. Morales, City Manager
f the City Cgfnmission
DATE: June 10,2015
SUBJECT: A RESOLUTION OF THE MAYOR AND CITY COMMISSTON OF THE CtTy OF
MIAMI BEACH' FLORIDA' ACCEPTING THE RECOMMENDATTON OF'THEclw MANAGER, PURSUANT TO INVITATION TO NEGOTTATE (lTN) 2014-
17O.SW FOR A GATED REVENUE CONTROL SYSTEM FOR Ti{E CITY'S
PARKING GARAGES; APPROVING THE MATERIAL TERMS oF AN
AGREEMENT BETWEEN THE CITY AND SKIDATA, tNC., AS SET FORTH IN
THE TERM SHEET ATTACHED AS ExHrBrr ..A', HERETO; AUTHoRtztNG
THE CITY MANAGER AND THE CITY ATTORNEY'S OFFTCE TO FINALIZETHE AGREEMENT BASED UPON THE MATERIAL TERMS APPROVED
HEREIN; PROVIDED THAT THEY MAY MAKE ANY NON.SUBSTANTIVE AND
NON.MATERIAL REVISIONS AND/OR ADDTTIONS TO THE AGREEMENT,As rHEY DEEM NECESSARy; AUTHoRtztNG THE MAyoR AND ctw
CLERK TO EXECUTE THE FINAL AGREEMENT; AND, IN THE EVENT THAT
THE CITY IS UNABLE TO FINALIZE SUCCESSFUL NEGOTTATTONS WITH
SKIDATA, INC., AUTHORIZTNG THE CITY MANAGER AND THE CITY
ATTORNEY'S OFFICE TO NEGOTIATE AN AGREEMENT WITH AMANO
MCGANN, INC. BASED UPON THE MATERIAL TERMS APPROVED tN
EXHIBIT "A" HEREIN (PROVIDED THAT THEY MAY MAKE ANY NON.
SUBSTANTIVE AND NON.MATERIAL REVISIONS AND/OR ADDITIONS TO
THE AGREEMENT).
ADMINISTRATION RECOM MEN DATION
Adopt the resolution.
KEY INTENDED OUTCOME SUPPORTED
Ensure expenditure trends are sustainable over the long term.
FUNDING
Funding for the one-time capital cost is available as follows:
Funding for the annual maintenance costs will be subject to appropriation in the annual budgetprocess.
TO:
FROM:
Amount Account
1 $ 303,000 142-617&|000674
2 362,000 463-617&000674
3 471,000 467-61 76-000674
4 2,696,000 480-61 76-000674
5 400,000 480-046&000349
Total $4,232,000
770949
city commission Memorandum - Parking Garage Gated Revenue controlsystem
June 10,2015
Page2of15
BACKGROUND
The City's Parking System currently has ten (10) municipal parking garages, totaling 6,100
parking spaces. An 11th facility, Collins Avenue Garage is funded and currently in design with
an estimated 470 parking spaces, for a grand total of 6,576 parking spaces. The City's Parking
Department is seeking a state of the art gated parking revenue control system, including
centralized processing of data for all of the City's parking garages, a central monitoring stationfor: intercoms, CCTV at all entrance and exit lanes, and access epntrol for all garage
equipment. This would allow for operational savings as well as enhanced audit controls. ln
order to achieve this service level, all garages must have compatible hardware, software,
firmware, and equipment, meaning that one system (vendor) must equip and service all
garages.
The City's municipal parking garages are cutrently operated with on-site cashiers/parking
attendants and a gated revenue control system, provided by 3M (manufacturer). The
equipment runs along several model lines ranging from several years to over a decade old.
Additionally, 3M notified its customers, including the City, of its intent to discontinue its gated
parking revenue control subdivision and related equipment and services.
On May 21, 2014, the Mayor and City Commission approved the issuance of lnvitation to
Negotiate (lTN) No. 2014-170 for a Parking Garage Gated Revenue Control System. ln
response to the lTN, the City received proposals from the following five (5) firms:
o Amano McGann, lnc.o Consolidated Parking Equipmento Scheidt & Bachmann USA, lnc.o Skidata lnc.. WPS USA Corp.
At the September 10,2014 City Commission meeting, the Mayor and City Commission adopted
Resolution No. 2014-28720 accepting the recommendation of the City Manager pertaining to
the ranking of proposers pursuant to lnvitation To Negotiate (lTN) 2014-170-SW for a Parking
Garage Gated Revenue Control System. Further, the Resotution authorized the Administration
to enter into negotiations with all the proposers. The Administration was requested to present
the final contract for the Commission's review prior to entering into an agreement with the
parking equipment companies.
CONTRACT NEGOTIATIONS
On December 10, 2Q14, the Parking and Procurement Departments convened negotiation
session No. 1 with all proposers and attended the meeting with Skidata, tnc., Amano MCGann,
lnc., LCN, lnc. D/B/A Consolidated Parking Equipment, WPS USA Corp., and Scheidt &
Bachmann USA, lnc. The intent of negotiation session No. 1 was to: 1) provide an overview of
the ITN negotiation process and clarify any questions proposers may have; 2) discuss and
review with proposers the Term Sheet and Cost Proposal Sheets which would form the basis of
negotiation discussions; and, 3) schedule site visits will all proposers for December 22 and 23,
2O14,lo evaluate equipment and inspect all parking garages.
On December 17, 2014, the City was notified by Consolidated Parking Equipment that it had
withdrawn its proposal pursuant to the ITN because it had been informed by 3M, the
manufacturer of the equipment proposed, that 3M would no longer be producing the proposed
equipment. Following this notification from Consolidated, the City ceased further negotiations
with Consolidated.
771950
City Commission Memorandum - Parking Garage Gated Revenue Control Syslem
June 10, 201 5
Page 3 of 15
On Decembet 22, and December 23, 2014, site visits were held and attended by the remaining
four (4) Proposers: Amano McGann, lnc., Scheidt & Bachmann USA, lnc., Skidata, lnc., and
WPS USA Corp. Proposers were given until December 30, 2014, to submit their questions
relating to the cost proposal, As a result of questions arising from evaluating the equipment, the
Procurement Department issued Response 1, 2, and 3, on January 15, January 28, and
January 30, 2015, respectively. On January 30, the City requested cost proposals, for which a
due date of February 6, 2015, was established.
On February 6,2015, cost proposals from Amano McGann, lnc., Skidata, lnc., and WPS USA
Corp. were received. At this time, Scheidt & Bachmann USA, lnc., notified the City that, due to
schedule conflicts, it had withdrawn its proposal pursuant to the lTN. The following is a brief
summary, from the information provided in each firm' proposals, of the final three (3) proposers:
o Amano McGann, lnc. is headquartered in Roseville, Minnesota, with approximately 290
employees across the United States. With over 290 employees, 20 branch offices and
over 40 distribution partners throughout the U.S., according to Amano McGann, it has
performed over 6,000 installations worldwide along with its parent company Amano
Corporation. Amano provides parking, time and access solutions to universities, hotel
chains, airports, sports complex and municipalities. Recent clients include the City of
West Palm Beach, City of Portland Smart Park Garages, and the City of Detroit.
r SKIDATA, lnc., a wholly-owned subsidiary of SKIDATA, AG (founded in Austria in 1977),
was established in North America in January 2000 to serve the off-street parking and
revenue control system market segment. According to SKIDATA, it has built over 750
systems in Canada, USA and Mexico. Their products and services are found in airports,
municipalities, shopping centers, universities and medical centers across North America.
Recent clients include the City of Oklahoma City, City of Beverly Hills, City of St. Louis
and Downtown Salt Lake City. Their services include consulting, integration, direct
support, documentation and training.
o WPS USA Corp. has over twenty (20) years of experience using bar code technology in
their parking access systems. According to WPS, it introduced the first "Credit Car
lniCredit Card Out" solution back in the early 1990's. Recent clients have been the City
of Norfolk, the Los Angeles Department of Transportation, Rockville Town Square and
the Union Station Parking Garage in Washington, D.C.
Several negotiation sessions with all three (3) proposers were scheduled, as well as a request
for best and final cost proposals offers. The Administration received final replies to the
referenced negotiations on May 19, 2015.
ANALYS!S
Parking gated revenue control system is necessary for the operation of the City's parking
facility, as well as the management of over $16 million in annual revenue at these facilities, A
system with robust functionality and reporting/audit capabilities, as well as a partnership with a
qualified service provider is critical for the effective management of a system that serves over
3.3M customers annually and through which significant revenue is yielded. For these reasons,
the Administration believes that, in the best interest of the City, functionality, prior performance
record and cost of the system are critically important considerations. With that in mind, a
comparative analysis follows with the purpose of illustrating major differences among the three
finalist with whom the City has negotiated.
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city commission Memorandum - Parking Garage Gated Revenue controlsystem
June 10,2015
Page4ofl5
1. System Functionality. The three (3) proposed systems offer basic access and revenue
control functionality. The major differences among the three (3) firms are in the areas of
ticket technology (barcode vs. magnetic stripe), and validation of disabled permits.
a. Ticket Technology. The major difference in the area of functionality is the
technology utilized for ticket transactions (vs card access), which is typically
either a barcode ticket or magnetic stripe ticket. Historically, each type has been
lauded by the industry as the prefened methodology over years. Currently,
barcode tickets are the most widely accepted and enjoys a substantial portion of
the market share. While all indications seem to point towards continued use and
growth of barcode tickets, there is no clear indication of either taking the full
market share. The following are the options available for each of the three (3)
proposers in the barcode vs. magnetic stripe technologies:
c Amano McGann, lnc. offers both barcode and magnetic stripe fickef sysfems;
however, both systems cannot be deployed simultaneousty in each garage.o Skidata offers both barcode and magnetic stripe fibkef sysfems which may be
deployed sim ultaneou sly.. WPS offers bar code system only.
While staff believes that either barcode or magnetic stripe methodologies are
acceptable, it is important to note that once a decision on bar code or magnetic
stripe is made, future changes in technology will require major system upgrades.
b. EMV (Europay Mastercard & Visa) - Chip embedded credit card technology,
which provides users added protection against fraud, is quickly approaching, if
not already here.
o Both Skidata and Amano have solutions for EMV and committed to providing
their solution at no additionalcosf fo the City. WPS has advised the City that
they are devetoping an EMV solution; however, its avaitabitity and cbsf is
contingent upon various factors. The following is an excerpt from an emait
sent by Mr. Garrett Coleman, Manufacturerb Representative, on March 17,
2015.
"Please understand that there are a number of requirements that companies
like WPS are not responsrb/e for completing. Ihese need to be resolved by
the credit card industry. until these are resolved, it is nof possib/e to state for
sure there will not be any added cosfs uyhen the regulations are released and
enforced.'
c. Validation of Disabled Permits. The process to confirm legitimate disabled
parking transactions, typically processed as exception validations, requires
human interaction. Disabled parking permits are issued and directly linked to an
individual. A disabled parking permit with matching user information on a
government issued identification, such as a drive/s license or state identification
card must be presented to an attendant (at a remote location) for confirmation.
Once confirmed, a validation may be processed for a parking fee waiver (the
exception), as required by Code. The following are the exception validation
solution provided by each proposer:
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City Commission Memorandum - Parking Garage Gated Revenue Controlsysfem
June 10,2015
Page5of15
. Amano's solution provides individual components; however, the solution is
not currently integrated resulting in a very labor intensive process to audit and
reconcile validations. Amano offered to further develop their solution, if
requested to do so at no additional cost to the City.
o Skidata provides an automated audit feature to specifically confirm, track, and
retrieve at any point in the future, all validations through a single source, the
transient ticket transaction number. The following ls a brief description of the
Skid ata autom ated sol ution for val id ation s (exception s).
A customer provides their credentials (diabled parking permit and
identification) for viewing by an attendant at a remote centralized monitoring
location. The attendant can view the credentials and an image of the
credentials is stored as an aftachment (electronic file) to the specific
transaction number for that customer. At a later date, any or all validations,
including disabled parking validations, may be easily retrieved by referencing
a single source (ticket transaction number) for auditing purposes. The images
of the disabled parking permit and identification are easily retrieved, viewed,
and confirmed.
o WPS proffered to develop (and preliminarily tested) a similar functionality
through their license plate recognition (LPR) sysfem. However, their
proposed solution is in the developmental stage.
ln FY 2013114, there were a total of 26,968 disabled parking permit exception
validation transactions, at all ten municipal parking garages, with a value of
$254,766. Without an effective exception validation system, the validation
process for these transactions is vulnerable to manipulation/fraud. The Skidata
solution closes this loophole with a proven, efficient, and user-friendly auditable
feature for validated exception transactions. Amano and WPS proposed to
enhance their current functionality; however, the proposed solutions are, to date,
either unbuilt or untested.
It is important to note gated revenue control systems may also be used in
municipal parking lots with high demand providing greater audit controls and
preserving the integrity of disabled parking.
2. References. The City contacted references provided by each proposer and conducted a
survey/questionnaire. All references for Skidata were deemed satisfactory; however,
there were issues brought to the City's attention with regard to the past performance of
Amano and WPS. The following are excerpts from responses received to the
s u rveyiq u estion na i re:
Amano Reference - Citv of West Palm Beach:r System does not work off-line. Monthly access cards do not work off-line due to
different facility codes at garages. Previous equipment from Federal APD would
batch credit card. This equipment does not batch. Unable to process credit card
transactions when there is a power outage, as evidenced in a recent lightning
strike.
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city commission Memorandum - Parking Garage Gated Revenue control Systern
June 10,2015
Page 6 of 15
. Credit card jams on insertion. Recommends swipe.. No capabality to send information to spitter or exit gates. Example: when a ticket
jams and the machine is turned off, the device does not reset itself and requires
on-site reprogramming (cannot be reprogrammed remotely from central station).o lntercoms go on and off-line. Currently, four are off-line (system is only two
years old). Amano is quick to respond but intercoms are still down.
WPS Reference - Citv of Norfolk
Q, Are you satisfied with the audiUaccounting capabilities of the software? Please
explain system capabilities.
A. Not satisfied. Cash does not match shift report. Cash received via Pay-ln-Lane
(PlL) devices are not tallying correctly.
' PIL cash refunds are inaccurate due to issuance of same amount of change due
to customer in both bills and coins resulting in a duplicate refund.. WPS was not aware of this issue until advised by Reference.
' Reference has been thorough in providing WPS documentation regarding these
malfunctions.
' This is particularly of concern in remote centralized motoring, since there is no
cashier present to witness this occurrence. Reference personally witnessed this
malfunction.. This was discovered at their third busiest garage.
' Reference attempted unsuccessfully to have WPS provide replacement
equipment; consulted with their legal department; and was advised to allow WPS
to address the issue.. New software update is required.
been issues resulting in delays.
2015.. Reference stated that it is prepared to pursue legal action.
3. COST PROPOSALS. The final cost proposals are itemized into three major areas: (1)
cost of installed equipment; (2) rebate and removal of existing equipment; and (3) ten
( 1 0) year maintenance/support.
*These figures represent the final costs negotiated with and confirmed by each Proposer. As
noted in Exhibit C, the City and the Proposers engaged in several rounds of cost negotiations to
assure best pricing, address certain errors and omissions in Proposer's cost proposals and
create a functional system baseline so that all proposals could be compared equitably. For
example, Amano's original cost proposals inadvertently omitted the required dedicated
employees (at a cost of $821 ,197.52 over the ten year term) and Skidata,s omitted the required
training (at a cost of $12,000.00 as an initiat cost). Additionally, all proposers offered extra
goods and services (above and beyond what is required for a fully functional system) that could
enhance system operation and is available to the City for future consideration.
Update was scheduled last year. There have
Update is now scheduled for Spring/Summer
Amano Skidata wPs
Equipment and lnstallation $3.418.950.00 $3,667.412.00 $2.769.205.00
Rebate on Existino Eouioment $(273,100.00)$(32,s00.00)$1 1.470.00
Maintenance and Support (10 Year)$3.823.237.52 $3.158.266.60 $2,478,461.00
Total 10 Year Costs $6.969.087.52.s6.793.178.60 $5.259,136.00.
77s954
City Commission Memorandum - Parking Garage Gated Revenue Control System
June 10,2015
Page 7 of 15
CITY MANAGER'S DUE DILIGENCE
The City's ten parking garages are currently operated with on-site cashiers/parking attendants
and a gated revenue control system, provided by 3M (manufacturer). Collectively, all garages
generate over $16M in revenues with a labor expense for cashiers/attendants of $3M, annually.
As you know, a Request for Proposals (RFP) for Parking Attendants was issued and an award
is anticipated by the July 2015 City Commission meeting. A critical component required to
manage and operate our municipal garages is a state-of-the-art revenue control system with
remote monitoring. Remote monitoring will automate cashier operations at all parking garages
reducing cashier labor expenses from $3M to $1.8M, a savings of $1.2M (40yo), annually.
Therefore, a robust and reliable gated revenue control system is essential to process, collect,
and audit transactions and their related revenues. While the City has considered a metered
operations approach (see Exhibit B) to a gated system, the Administration has concluded that
such approach is not cost effective.
Skidata's PARCS solution is composed of gated entrance and exit control systems with the
ability to accept credit card payment in-lane and access credentials such as access cards, pay
by mobile phone applications, or validations; automated pay stations with the ability of accepting
credit card and cash payments; garage offices and central monitoring work stations composedof desktop computers, monitors and audio/video (intercoms); and software system that
integrates with all revenue control devices at all garages and interfaces with the City's permit
and financial management systems. More importantly, the system allows for Remote Monitoring
reducing the need for cashier (labor) functions. This is anticipated to reduce parking
attendanUcashier labor cost by 40o/o. ln addition, remote monitoring allows for a variety of
technology enhancements, including real time utilization, ability to change rates based on
utilization, grant gate access, diagnose, troubleshoot, and potentially resolve a variety of alarms
related to in-lane or peripheral equipment.
The City Manager, after carefully considering the results of the negotiation process and staff
recommendations, recommends that the Mayor and City Commission authorize the
Administration to finalize negotiations on final contract terms with Skidata, tnc.; and, upon
successful conclusion of the negotiation terms by the Administration, authorize the Mayor and
City Clerk to execute an Agreement for a gated revenue control system for the City's parking
garages with Skidata. In support of this recommendation, the City Manager finds as follows:
Functionality
While Amano, Skidata, and WPS are very competitively matched in terms of general system
functionality, the review and analysis conducted by staff indicate some significant differences in
a few areas. Of greatest concern is the need to efficiently and effectively process transactions
through remote monitoring while maintaining a user-friendly and reliable auditable trail, of
validated transactions, most notable are disabled parking permit exemptions with an annual
value exceeding $250,000.
776955
City Commission Memorandum - Parking Garage Gated Revenue Control Sysfem
June 10,2015
Page I of 15
References
Section 2-369 of the City Code requires that, in the award of contracts, the following be
considered:
(1) The ability, capacity and skill of the bidder to perform the contract.
(2) Whether the bidder can perform the contract within the time specified, without delay or
interference.
(3) The character, integrity, reputation, judgment, experience and efficiency of the bidder.
(4) The quality of performance of previous contracts.
(5) The previous and existing compliance by the bidder with laws and ordinances relating to
the contract.
Skidata client references indicate that it has a satisfactory history of past performance. Past
clients of both Amano and WPS expressed some concerns of each firm's respective systems
and response to system issues. Especially concerning is the experience shared by a past client
of WPS in which it stated that the system was unable to accurately record and reconcile cash
balances. This is a very dangerous scenario when one considers the amount of revenue ($lGttt
annually) flowing through the City's gated revenue control system.
Gost
While system costs for all proposed systems are significant, the current estimated annual
revenue yielded through the parking operations at which the reference equipment will be utilized
is approximately $16M. The following tables indicate costs as a percentage of revenue over the
contract term for the new proposed systems, both in terms of overall project cost as well as
yearly maintenance costs.
While cost is clearly an important consideration, the gated parking revenue control system is a
major system for the City through which nearly $16M is processed each year. System
functionality and prior performance of the contractor is as critical as is the cost of the system.
Remote Monitoring Savings and Resulting Net Cost
The following is a comparison of current staffing cost versus proposed (reduced) staffing levels;
new equipmenUremote monitoring, including maintenance costs, over a ten year period.
& lnstallation Amano Skidata wPs
Eouioment and lnstallation s3.418.950.00 $3,667,412.00 $2,769,205.00
Rebate for Existing Equipment and/or
Cost of Removino Existino Eouioment ($273.100.00)($32.500.00)$11.470.00
Totallnitial Costs $3,145,850.00 s3.634.912.00 s2.780.675.00
Annual Maintenance Amano Skidata wPs
Total Maintenance Costs Over 10
Years $3.823.237.s2 $3.158.266.60 $2.478.461.00
Estimated Revenue (10 Years)$160,000,000.00 $160,000.000.00 $160,000,000.00
Maintenance Only Cost as a
Percentaoe of Revenue 2.39%1.97o/o 1.55o/o
777956
City Commission Memorandum - Parking Garage Gated Revenue Control System
June 10,2015
Page 9 of 15
The proposed reduction in attendant labor hours may be achieved as follows:. Elimination of the second and third Parking Attendant I (cashier), if applicable, from all
locations, Monday through Friday, dayshifts; ando Elimination of all Parking Attendant I during off-peak (overnight) hours.o Reduction of Parking Attendant ll during off-peak hours.
Remote monitoring is anticipated to reduce cashier labor hours by 4Oo/o. This is attributed to a
centralized remote monitoring consolidating cashier functions and tasks at one centralized
location. Each workstation is equipped with data acress control to process parking
transactions; intercoms and video monitors for audio/video interactions with the customers;
and will interface with the security camera system to be deployed in all garages under a
separate formal competitive procurement process for security system. Additionally, annual
maintenance costs over the next ten (10) years are less than current annual maintenance costs.
YEAR 1 CURRENT PROPOSED DIFFERENCE
Staffing
Equipment Cost
Equipment Maintenance
TOTAL
$2,943,000'
$225,000.
33.168.000
$1,800,000-
$3,635,000
$132,000
$s.567.000
$ (1,143,000)
$3,635,000
$(e3,000)
s2,399,000
YEAR 2
Staffing
Equipment Maintenance
TOTAL
$2,943,000'
$22s,000'
33.168.000
$1,800,000'
$173,000
31.973.000
$ (1,143,000)
$ (52,000)
$ (1.r95.000)
YEAR 3
Staffing
Equipment Maintenance
TOTAL
$2,943,000'
$225,000'
$3.168.000
$1,800,000'
$331,000
t2.131.000
$ (1,143,000)
s106,000
$ (1.037.000)
YEAR 4
Staffing
Equipment Maintenance
TOTAL
$2,943,000'
$225,000'
$3,16E,000
$1,800,000'
$342,000
$2.142,000
$(1,143,000)
$117,000
$(1,026,000)
YEAR 5
Staffing
Equipment Maintenance
TOTAL
$2,943,000'
$225,000'
$3.168.000
$1,800,000.
$3s3,000
32.153.000
$(1,143,000)
$128,000
3(1,015.000)
YEAR 6
Staffing
Equipment Maintenance
TOTAL
$2,943,000'
$22s,000.
33,16E.000
$1,800,000'
$364,000
32.164.000
$ (1,143,000)
$139,000
s (1.0M.000)
YEAR 7
Staffing
Equipment Maintenance
TOTAL
$2,943,000*
$22s,000'
33,168.000
$1,800,000-
$376,000
$2.176.000
$(1,143,000)
$151,000
$(992,000)
YEAR 8
Staffng
Equipment Maintenance
TOTAL
$2,943,000.
$22s,000'
33.168.000
$1,800,000"
$388,000
32.188.000
$(1,1€,000)
$163,000
3(980.000)
YEAR 9
778957
City Commission Memorandum - Pafuing Garage Gated Revenue Contrcl Sysfem
June 10, 2015
Page 10 of 15
'Assumes No lncrease
The proposed solution results in an estimated total cost savings of $6,773,000, over a ten year
period.
Therefore, based on a combination of factors that includes equipment and comparable
installations, past performance on previous public sector contracts and cost savings (especially
when compared to the current system), the City Manager recommends that the Mayor and City
Commission authorize the Administration to finalize negotiations on final contract terms with
Skidata, lnc.
The City Manager further recommends that in the event that the City is unable to finalize
successful negotiations with Skidata, lnc., to finalize negotiations on final contract terms with
Amano McGann, lnc.
As a side note, the City Manager notes that during phase 1 evaluation of proposals, Skidata
was recommended as the first-ranked Proposer by every Evaluation Committee member.
Amano McGann followed Skidata with one second-place rank, one third-place rank and one
fourth-place rank as scored by the Evaluation Committee.
CONCLUSION
The Administration recommends that the Mayor and City Commission of the City of Miami
Beach, Florida, accept the recommendation of the City Manager, pursuant to lnvitation To
Negotiate (lTN) 2014-170-SW for a gated revenue control system for the City's parking garages;
approving the material terms of an agreement between the City and Skidata, lnc., as set forth in
the term sheet attached as Exhibit "A" hereto; authorizing the City Manager and the City
Attorney's Office to finalize the Agreement based upon the material terms approved herein;
provided that they may make any non-substantive and non-material revisions and/or additions
to the Agreement, as they deem necessary; authorizing the Mayor and City Clerk to execute the
final Agreement; and, in the event that the City is unable to finalize successful negotiations with
Skidata, lnc., authorizing the City Manager and the City Attorney's Office to negotiate an
Agreement with Amano McGann, lnc. based upon the material terms approved in Exhibit "A"
herein (provided that they may make any non-substantive and non-material revisions and/or
additioRt to the Agreement).
wn$mvsrio
T:\AGENDA\20'!SUune\PROCUREMENT\ITN 2014-170-SW Parking Garage Gated Revenue Control System for the City of Miami
Beach MEMO (20150526 KGB).doc
$(1,143,000)
$17s,000
YEAR ,lO
Staffing
Equipment Maintenance
$2,943,000'
$225,000.
$1,800,000'
$413,000
$(1,143,000)
$188,000
TOTAL.IO YRS $r
779958
TERM SHEET (EXHIBIT
BRIEF SCOPE OF WORK AMANO SKIDATA WPS
Removal/buy back of existing equipment, new equipment at allgarages, installation, hardware/software, 10 years
maintenance/support.
PROPOSED EQUIPMENT AMANO SKIDATA WPS
Submitted
Electronicallv
Submitted
Electronicallv
Submitted
Electronicallv
NEW EQUIPMENT COST.
INSTALLED AMANO SKIDATA WPS
Equipment
lnstallation
Software lnstallation
Other
2,885,500.00
227,975.00
305,475.00
2,830,004.00
143,7s0.00
331,579.00
362,079.00
2,332,315.00
76,630.00
29,800.00
330,460.00
TOTAL $3.418.9s0.00 s3.667.412.00 $2.769.205.00
Skidata is $248.462 than Amano and 7(7%) higher $898,207 (32o/o) higher than WPS.
MAINTENANC
Skidata is $664,970.92 (170/0) lower than Amano and $679,805.60 (27Yo) higher than WPS.
SUMMARY/GRANDTOT
Over a ten (10) year period, including all maintenance and support, the grand fotal cost of
Skidata is $175,908 .92 (3Yo) lower than Amano and $1,534,042.60 (29Yo) higher than WPS.
REBATE/BUYBACK OF EXISTING EQUIPMENT
EXISTING EQUIPMENT AMANO SKIDATA wPs
Rebate/Buy back for existing
equipment
Cost to remove existing
eouioment
(288,100.00)
15.000.00
(s0,000.00)
17,500.00 11.470.00
TOTAL 3(273.100.00)$(32.s00.00)$11.470.00
E/SUPPORT TEN (10) YEARS
10 YEAR MANTENANCE AMANO SKIDATA WPS
Maintenance - Year 1
Maintenance -Year 2
Maintenance - Year 3
Maintenance - Year 4
Maintenance - Year 5
Maintenance - Year 6
Maintenance -Year 7
Maintenance - Year 8
Maintenance - Year 9
Maintenance - Year 10
206,462.00
299,881.00
325,159.75
350,527.25
375,986.61
401,543.04
427,142.87
452,948.55
478,808.63
504,777.81
122,192.10
163,241.70
320,446.30
330,844.20
341,553.70
352,583.40
363,944.50
375,646.40
387,699.70
400,114.60
138,420.00
205,900.00
218,254.00
229,985.00
248,384.00
270,698.00
276,107.00
284,391.00
295,767.00
310.555.00
TOTAL $3,823.237.52 $3.158.266.60 s2.478.461.00
AL OF ALL COSTS - TEN 10) YEARS:
AMANO SKIDATA wPs
Equipment Cost
Additional I nstallation Cost
Software Cost
Existing Equipment
Maintenance Cost - 10 YEARS
Other
2,885,s00.00
227,975.00
(273,100.00)
3,823,237.52
305,475.00
2,830,004.00
'143,750.00
331,579.00
(32,500.00)
3,158,266.60
362.079.00
2,332,315.00
76,630.00
29,800.00
11,470.00
2,478,461.00
330,460.00
TOTAL $6.969.087.s2 $6,793,178.60 $5.259.136.00
780959
City Commission Memorandum - Parking Garage Gated Revenue Control Sysfem
June 10,2015
Page 12 of 1 5
GATED REVENUE CONTROL SYSTEMS v. METERED OPERATIONS
ALTERNATIVE OPTION ANALYSIS
(EXHTBIT B)
Recently, the concept of operating municipal garages as metered operations in lieu of
gated revenue control systems was suggested. The Parking Department evaluated
these two altemative methods of operating the City's parking garages and the following
are the results.
Metered (pay station) parking is the standard in the industry for operating on-street
parking and surface parking lots. This is predominantly due to parking spaces being
dispersed over large geographic areas in these settings. Based on the concept
presented, staff evaluated the potential impacts of converting garage operations in the
City to metered operations. The following are high level impacts of operating garages
with meters:. Parking gated revenue control systems gamers 100o/o of parking revenues as users
must pay for their parking session prior to exit. Metered operations are based on
enforcement levels and would require more intensive staffing levels.o The City's metered system has a compliance ratio of 85o/o, meaning 8.5 of 10
users pay for their parking. Therefore, 15o/o ($2.+tvl of $16M) in garage revenues
would stand to be lost, if operated with meters.o ln order to achieve the 85% compliance level 2417 for all 10 garages, an
estimated 50 additional enforcement officers would be needed, at an estimated
cost of $2,818,400, including salaries, health and pension benefits.o Forthe remaining 15% who do not pay, the City's citation capture rate is 10%,
which could generate approximately $972,000 in citation revenue (assuming a
90% collection rate), but the County retains $611,820 of this, which represents
the County's portion of 113 of citation revenue, as well as contributions to school
crossing guards and technology (Autocite) fund.
o Citations and related fines derived from parking enforcement often have negative
implications with the public. The City's portion of revenue generated from an $18
overtime parking citation equates to $6.67 per citation, after the County's fees are
assessed.
o Diminished revenues related to potential disabled placard abuse. ldentity of placard
owner is not verified in metered facilities but is verified in statfed/gated garages.
ln closing, the current cost of operating the gated revenue control systems in the City's
10 garages is $2,985,500. With technology enhancements and remote monitoring, labor
hours/costs are estimated to decrease by 40o/o to $1,800,000. Even taking the capital
costs of new equipment for all garages into account, the gated revenue control system
would appear more cosurevenue effective.
Additiona! detail is provided in the analysis below, including increased capital expenses
and other recurring operational expenses incuned with metered operations as
compared to gated revenue control systems.
78L960
City Commission Memorandum - Parking Garage Gated Revenue Controt System
June 10,2015
Page 13 of 15
GATED REVENUE CONTROL SYSTEMS . METER COMPARISON
Equipment
Staffing
Maintenance
$3,635,000
$1,800,000
$123,000
$0
$1,800,000
$164,000
$0
$1,800,000
$321,000
$3,63s,000
$5,400,000
$608,000
TOTAL:$5,558,000 $1,964,000 $2,121,000 $9,643,000
137 METERS
Staffing
License Plate Recognition
Vehicles
Maintenance
Meter Collections
$1,027,s00
$2,818,400
$767,3s0
$43,200
$220,000
$2,874,768
$0
$43,200
$220,000
$1,027,s00
$2,932,263 $8,625,431
$0 s767,350
$43,200 $129,600
$220,000 $660,000
TOTAL:$4,876,450 $3,137,968 $3,195,463 $11,209,881
CONCLUSION:
Even taking the capital costs of new equipment for all garages into account, the gated revenue control
system would appear more cosUrevenue effective. Technology enhancements and remote monitoring
available with the new gated revenue control system result in a reduction of labor hours/costs of
approximately 40o/o to $1,800,000 (currently at $2,985,500). Furthermore, the cost of contracted labor at
living wage rates is significantly lower than City employee labor expense (salary/benefiUpension).
782961
City Commission Memorandum - Pafuing Garage Gated Revenue Control System
June 10,2015
Page 14 of 1 5
EXHIBIT C
SUMMARY OF COST NEGOTIATIONS
Below please find original cost proposal submittal from each proposer due by February 6, 2015.
The chart below provides a chronology of negotiations and their respective results. Please note
the FINAL offer for each firm was confirmed as follows: Amano: April 23, 2015; Skidata: May 19,
2015; and WPS: March 19, 2015.
* After negotiation discussions with each Proposer to understand the cost proposals, staff requested
revised Cost Proposals which were received on March 12,2015.
proposals equipment
Original Cost Proposal After Site
Visits - Received February 6, 2015 AMANO SKIDATA wPs
Equipment Cost
Additional I nstallation Cost
Software Cost
Equipment Removal and Rebate
Maintenance Cost
Other
$2,883,500.00
$0.00
$227,975.00
-$213,100.00
$3,252,260.00
$655.500.00
$2,906,329.00
$143,750.00
$331,579.00
$17,500.00
$3,518,161,00
s257.102.00
$2,370,745.00
$76,630.00
s29,800.00
$11,470.00
$2,390,041.00
s476.704.00
PRELIMINARY TOTAL $6.806.135.00'$7,174.421.00',$5.355,390.00*
Revised Cost Proposal- Received
March 12.2015 AMANO SKIDATA WPS
Equipment Cost
Additional lnstallation Cost
Software Cost
Equipment Removal and Rebate
Maintenance Cost
Other
$2,883,500.00
$0.00
$227,975.00
-$273,100.00
$3,002,040.00
$699,900.00
$2,906,329.00
$143,750.00
$331,579.00
-$32,500.00
$3,280,512.00
s217.102.00
$2,332,315.00
$76,630.00
$29,800.00
$1 1,470.00
$2,478,461.00
$444.070.00
TOTAL $6.540.315.00 s6.846.772.00 35.372.746.00
* Staff determined that the revised cost orooosals contained errors and omissions or
not requested by the City as follows.
Errorc and Omissions AMANO SKIDATA wPs
Corrections for Mathematical Errors
on Cost Prooosal -$346.975.00
Reduction for Supplemental ltems
(Table 1)-$45.450.00
Add Cost of Dedicated Employee
Omifted from Amano's Cost Proposal $821,197.52
Corrections for Mathematical Errors
on Cost Prooosal $72.743.56
Reduction for Supplemental ltems
(Table 1)-$126.337.00
Corrections for Mathematical Enors
on Cost Proposal s28.200.00
Reduction for Supplemental ltems
(Table 1)-$141,810.00
TOTAL $428,772.52 -$53.590.44 -s1{3.610.00
783962
City Commission Memorandum - Parking Garage Gated Revenue Contrcl System
June 10,2015
Page 15 of 15
Final Adjustments Confirmed by
Prooosers AMANO SKIDATA WPS
Date Conflrmed by Proposer
Equipment Cost
Additional lnstallation Cost
Software Cost
Equipment Removal and Rebate
Maintenance Cost
*Other
4t23t2015
$2,885,500.00
$0.00
$227,975.00
-$273,100.00
$3,823,237.52
$305.475.00
51'.t912015
$2,830,004.00
$143,750.00
$331,579.00
-$32,s00.00
$3,158,266.60
$362.079.00
3119t2015
$2,332,315.00
$76,630.00
$29,800.00
$11,470.00
$2,478,461.00
$330.460.00
FINAL TOTAL 36.969.087.52 36.793.178.60 s5.259.{36.00
Items not necessary for imptementation/operation of system but available to the City in the future on
AMANO
G7 Bollards ($150 x 8 = $1,200)
G8 Bollards ($150 x 1 - $150)
G10 Bollards ($150 x 2 = $300)
Booth Removal (per booth)
Online Validation Software (eParcVal)
Daily pass online software (eFlexPass)
Bulk Validation Software (eFlexPrint)
Pedestrian Warning System (per system)($SO0 x 10 garages)
$1,200.00
$150,00
$300.00
$2,000.00
$4,000.00
$10,000.00
$6,000.00
$5,000.00
TOTAL
SKIDATA
WEBKey Managed System (annualfee year 1)
WEBKey Managed System (annualfee maintenance years 2-10)
Pedestrian Alert signage (Per Garagex$1,349 x 10 garages)
$9,500.00
$98,617.00
$13,490.00
TOTAL .00
WPS
Pedestrian warning light & buzzer at each exit
Printed graphic static signage: Budget
Additional protective bollard if required: (Each)
Electronic locks for accessing equipment housings (Lump sum)
Booth Removal: Not to exceed $3,000.00 per booth Budget
Level Counting, Exterior Monument Sign: (Budget Each)
Floor Space Available Sign: (Budget Each)
Ramp counter for level counting using camera detection: (Each)
LPR Cameras, housing, and installation: (Each)
LPR site infrastructure where possible per lane:
$8,160.00
$20,000.00
$450.00
$85,000.00
$3,000.00
$9,500.00
$2,800.00
$4,500.00
$3,400.00
TOTAL $141,810.00
784963
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMiiISSION OF THE CITY OF
iIIAM! BEACH, FLORIDA, ACCEPTING THE RECOMilIENDATION OF THEctw MANAGER, PURSUANT TO INV|TATION TO NEGOTIATE (tTN) 2014-
170€W FOR A GATED REVENUE CONTROL SYSTEM FOR THE CITY'S
PARKING GARAGES; APPROVING THE ilIATERIAL TERMS OF AN
AGREEMENT BETWEEN THE GITY AND SKIDATA, INC., AS SET FORTH IN
THE TERM SHEET ATTACHED AS EXHTBIT "A" HERETO; AUTHORTZTNG
THE CITY MANAGER AND THE CITY ATTORNEY'S OFFICE TO FINALIZE
THE AGREETIiENT BASED UPON THE IIATERTAL TERi'IS APPROVED
HEREIN; PROVIDED THAT THEY MAY iIAKE ANY NON€UBSTANTIVE AND
NON-TIATERIAL REVISIONS ANO'OR ADDITIONS TO THE AGREEMENT,
AS THEY DEEilI NECESSARY; AUTHORIZING THE MAYOR AND CITY
CLERK TO EXECUTE THE FINAL AGREEMENT; AND, tN THE EVENT THAT
THE CITY IS UNABLE TO FINALIZE SUCCESSFUL NEGOTIATIONS WTH
SKIDATA, INC., AUTHORIZING THE CITY IIANAGER AND THE CITY
ATTORNEY'S OFFICE TO NEGOTIATE AN AGREENiENT WITH ATUANO
MCGANN, INC. BASED UPON THE MATERIAL TERMS APPROVED IN
EXHIBIT "A" HERETN (PROV|DED THAT THEY MAy tUtAKE ANy NON-
SUBSTANTIVE AND NON.TUIATERIAL REVISIONS AND/OR ADDITIONS TO
THE AGREEMENT).
WHEREAS, on May 21,2014, the Mayor and City Commission authorized the issuance
of lnvitation to Negotiate (lTN) 2014-170-SW for a Gated Revenue Control System for the City's
parking garages, including centralized processing of data for all of the City's parking garages; a
central monitoring station for intercoms and CCTV at all entrance and exit lanes; and
centralized access controlfor all garage equipment; and
WHEREAS, on May 22, 2014,lTN 2014-17G.SW was issued with an opening date of
July 10, 2014; and
WHEREAS, on September 10, 2014, the Mayor and City Gommission approved
Resolution 2014-28720, accepting the recommendation of the City Manager and authorizing the
Administration to enter into negotiations with all the proposers; to wit: Skidata lnc.; Amano
McGann, lnc.; LCN, lnc. d/b/a Consolidated Parking Equipment; WPS USA Corp.; and Scheidt
& Bachmann USA, lnc.;and
WHEREAS, on December 17, 2014, the City was notffied by Consolidated Parking
Equipment that it had withdrawn its proposal pursuant to the ITN; and
WHEREAS, on February 6, 2015, Scheidt & Bachmann USA, lnc. notified the City that it
had withdrawn its proposal pursuant to the ITN; and
WHEREAS, staff held several negotiation sessions with alt three (3) proposers, as well
as a request for best and final cost proposals offers; and the Administration received final
replies to the referenced negotiations on May 19, 2015.
745964
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COilIMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, accept the recommendation of the
City Manager, pursuant to lnvitation To Negotiate (lTN) 2014-170-SW for a gated revenue
control system for the City's parking garages; approving the material terms of an agreement
between the City and Skidata, lnc., as set forth in the term sheet attached as Exhibit "A" hereto;
author2ing the City Manager and the City Attorney's Office to finalize the Agreement based
upon the material terms approved herein; provided that they may make any non-substantive
and non-material revisions and/or additions to the Agreement, as they deem necessary;
authorizing the Mayor and City Clerk to execute the final Agreement; and, in the event that the
City is unable to finalize succ.essful negotiations with Skidata, lnc., authorizing the City Manager
and the City Attorney's ffice to negotiate an Agreement with Amano McGann, lnc. based upon
the material terms approved in Exhibit "A" herein (provided that they may make any non-
substantive and non-material revisions and/or additions to the Agreement).
PASSED AND ADOPTED this -- day of 2015.
ATTEST:
Rafael E. Granado, City Clerk Philip Levine, Mayor
T:\AGENOA\201SUune\PROCUREMENTUTN 201+170-SW Parking Garage cated Revenue Control System for the City of Miami Beach RESO.doc
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
786965
TERM SHEET {!Bt
BRIEF SCOPE OF WORK AMANO SKIDATA WPS
Removal/buy back of existing equipment, new equipment at allgarages, installation, hardware/software, 10 years
maintenance/suooort.
PROPOSED EQUIPMENT AMANO SKIDATA wPs
Submitted
Electronicallv
Submitted
Electronicallv
Submitted
Electronicallv
NEW EQUIPMENT COST.
INSTALLED AMANO SKIDATA WPS
Equipment
lnstallation
Software lnstallation
Other
2,885,500.00
227,975.00
305.475.00
2,830,004.00
143,750.00
331,579.00
362.079.00
2,332,315.00
76,630.00
29,800.00
330.460.00
TOTAL $3,418.950.00 $3.667.412.00 $2.769.20s.00
Skidata is $248,462 (7%) higher than Amano and $898,207 (32o/o\ higher than WPS.higher (32o/o) higher
REBATE/BUYBACK OF EXISTING EQUIPMENT
MAINTENANCE/SU
Skidata is $664,970.92 (17Y0) lower than Amano and $679,805.60 (27o/o) higher than WPS.
Over a ten (10) year period, including all maintenance and support, the grand total cost of
Skidata is $175,908 .92 (3o/o\ lower than Amano and $1 ,534,042.60 (29o/o) higher than WPS.
T:\AGENDA\2015Uune\PROCUREMENnITN 2014-170-SW Parking Garage Gated Revenue Control System for the City of Miami Beach MEMO
(20150526 KGB).doc
EXISTING EOUIPIT/IENT AMANO SKIDATA wPs
Rebate/Buy back for existing
equipment
Cost to remove existing
eouioment
(288,100.00)
15,000.00
(50,000.00)
17,500.00 11.470.00
TOTAL s(273.100.00)$(32.500.00)t11.470.00
PPORT TEN (10} YEARS
1O YEAR MAINTENANCE AMANO SKIDATA wPs
Maintenance - Year 1
Maintenance - Year 2
Maintenance - Year 3
Maintenance -Year 4
Maintenance - Year 5
Maintenance - Year 6
Maintenance -Year 7
Maintenance - Year 8
Maintenance - Year 9
Maintenance - Year 10
206,462.00
299,881.00
325,159.75
350,527.25
375,986.61
401,543.04
427,142.87
452,948.55
478,808.63
504.777.81
122,192.10
163,241.70
320,446.30
330,844.20
341,553.70
352,583.40
363,944.50
375,&16.40
387,699.70
400,114.60
138,420.00
205,900.00
218,254.0O
229,985.00
248,384.00
270,698.00
276,107.00
284,391.00
295,767.00
310.555.00
TOTAL s3.823.237.52 s3.158.266.60 s2,478,461.00
SUMMARY/GRANDTOTAL OF ALL COSTS - TEN 10) YEARS:
AMANO SKIDATA WPS
Equipment Cost
Additional lnstallation Cost
Software Cost
Existing Equipment
Maintenance Cost - 10 YEARS
Other
2,885,500.00
227,975.00
(273,100.00)
3,823.237.52
305,475.00
2,830,004.00
143,750.00
331,s79.00
(32,s00.00)
3,1s8,266.60
362.079.00
2,332,315.00
76,630.00
29,800.00
11,470.00
2,478,461.00
330.460.00
TOTAL s6.96S.087.52 $6.793.178.60 $5.259.136.00
787966
THIS PAGE INTENTIONALLY LEFT BLANK
788967
EXHIBIT 2
WALKER PARKING
CONSULTANTS
REPORT
GATED V. METERED
968
WALI(EF
PTI(ING iCNSLTIANIS
20 Pork Plozo, Suite 1202
Boston. MA 021 I6
Office: 617.350.5040
www.wolkerporkin g.com
August 10, 20.l5
Mr. Soul Fronces
City of Miomi Beoch, Porking Deportment
1755 Meridion Avenue, Suite 200
Miomi Beoch, FL 33,l39
Re: Porking Revenue ControlSystem Finonciol ond Operotionol Anolysis
Deor Mr. Fronces:
The City of Miomi Beoch (the City) osked Wolker Porking Consultonts (Wolker) to
compore (ond controst) goted ond ungoted revenue control systems for controlling
porking in the City's ten porking goroges. The City hod conducted on lnvitotion to
Negotiote (lTN) for o goied porking occess ond revenue control system (PARCS), ond
provided o comporotive onolysis of the proposols ond finol pricing thot wos negotioted.
We were osked to compore the costs, revenu,e ond operoting expenses ossocioted wiih
the goted systems proposed by Amono McGonn ond Skidoto (in response to the City's
request for proposols), with on ungoted, poy-by-plote multi-spoce meter system thot
would be provided by T2 systems (the City's multi-spoce meter vendor), ond to opine on
the differences.
Wolker reviewed the relevont documents provided b!' ihe City, met with the relevont
stoff members ond toured the City's ten porking goroges to ossess potentiol meter
quontities, locotions ond enforcement. Following ore Wolker's findings ond
recommendotions, per the controcted Scope of Services:
A. Commenl on the most common goroge revenue control systems ond best
proctices (bosed on Wolker's experience ond projecl dotobose):
Goted PARCS ore by for the most common type of revenue control system for
porking goroges. Wolker estimotes thot more thon g0% of oll poid porking goroge
systems in the U.S. ore goted. There ore mony odvontoges ond disodvontoges of
eoch type of system; however, the two primory reosons thot goted systems ore
preferred is 'copture rote' ond public relotions.
Goted systems ore designed to 'copture' poyments from oll the cors thot enter
the goroge, os cors would need to physicolly drive through o gote to exit without
poying. Metered lots rely on the honor system ond/or enforcement. Good ond
honest people thot would never steol from o store (or drive through o porking
gote) often think nothing of 'steoling' porking by not poying of o porking meter.
969
Enforcement needs to be on every street on on hourly bosis (or more frequently)
in order to 'copture' ollviolotors, which is often perceived os cost-prohibitive.
To moke motters worse, when people get 'cought' ond receive citotions,
enforcement is often viewed os 'punitive' ond considered unfoir. Note thot
citotions, by their very noture, ore punitive, which often leods to poor public
relotions. Enforcement is often thought of os the enemy (hiding behind o iree
woiting to pounce). Consider the nome of the successful reolity show obout on-
street porking meter enforcement: "Pqrking Wors".
Furthermore, there is o certoin omount of onxiety ossocioted with pre-poying for
porking of o porking meter. The motorist needs to occurotely predict how long
they will be porking, ond if they're wrong, they risk receiving thot punitive citotion.
Motorists moy elect to 'overpoy' for porking to ovoid o ticket, but this con leod to
resentment (no-one likes to overpoy for goods or services). Note thot the City hos
implemented o poy-by-cell phone option thot notifies motorists when time is
expiring; ond enobles motorists to odd time remotely.
Another reoson goted focilities ore so predominont is becouse conventionol
porking meters ore extremely limited in functions, feotures ond oudit control. New
meter technologies hove oddressed most of these issues; however these
technologies ore still perceived os relotively new. Conventionol porking meters
ore still controlling the mojority of metered spoces throughout the country. Most
municipoliiies seem to go with the stotus quo, either for finonciol or politicol
reosons, lock of oworeness, ond/or becouse the public is generolly resistont to
chonge.
Most system upgrodes remoin os they were (either goted or ungoted). Goted
goroges reploce coshiers with poy-on-foot stotions, ond ungoted goroges
reploce single-spoce meters with multi-spoce meters.
The City of Miomi Beoch hos olreody proven to be forword thinking in this regord,
hoving olreody implemented poy-by-plote multi-spoce meters on-street ond in its
surfoce lots, POF stotions in iis goroges, ond by considering meters for the goroges.
Multi-spoce meters (MSMs) ore consistent with severol best proctices in on-street
porking:
. MSMs provide more woys to poy (credit cords ond/or bills).. They dromoticolly improve oudit control.. They provide voluoble stotisticol doto for plonning purposes.
Goted poy-on-foot (POF) systems ore olso consistent with those best proctices,
ond both systems olso keep troffic moving of the exits ond reduce or eliminote the
need for coshiers in o goroge (best proctices).
Following is o list of comporotive odvontoges, disodvontoges ond differences
between goted POF ond ungoted metered goroge systems:
970
3.
l. As previously stoted, goted systems copture o higher percentoge of poid
porking tronsoctions. Metered systems rely on the honor system ond
enforcement.
2. Goted porking systems offer o higher level of customer service
o) Goted equipment includes intercoms for customer ossistonce (meters do
not).
b) Goted equipment provides chonge for cosh tronsoctions (meters do not).
c) As previously stoted, motorists don't need to worry obout receiving o
citotion if their plons chonge ond they ore deloyed, or overpoying for
porking if they decide to leove eorlier thon they plonned.
Goted systems ore more expensive to purchose, instoll, mointoin ond operote
thon metered systems. There is for more equipment required for o goted
system, os oll entry ond exit lones need to be controlled. There ore for more
moving porls, requiring more mointenonce ond repoir thon metered systems.
lnstollotion requires equipment islonds, power ond communicotion
infrostructure, ond plonning for vehiculor queuing of both the entronces ond
exit lones os cors will need to woit for the entry or exit tronsoction to be
conducted. This con reduce the porking supply.
Throughput of entry ond exit lones is foster in o goteless (metered) scenorio, os
vehicles ore not required to stop of the entronce or exit to occess the gote. ln
the event of o moss entronce or exit (event porking), the tronsoction times ot
the gotes con couse bock-ups, reducing customer service levels. Poy-on-foot
stotions remove the poyment process from ihe exit lone, expediting the exit
process, but bock-ups con still occur os people locote the porking ticket ond
insert it into the exit verifier. Unfortunotely, one cor struggling of the exit verifier
couses o ripple effect of deloys during moss exits.
Poy-on-foot (or poy-in-lone) goted systems enoble the system to run without o
stoff presence. There will still be the need for humon intervention when o
motorist loses or domoges their porking ticket, is unoble or unwilling to poy the
required fee, or if the sysiem molfunctions; however, on intercom system is
utilized to ollow motorists io communicote with stoff remotely. ldeolly stoff will
be close enough to respond in person, but it's olso possible to roise thb gote
remotely if stoff is unoble to respond in person.
Metered systems do not require o stoff presence either. ond require even less
customer ossistonce, os there ore no tickets or gotes involved (hence on
intercoms instolled in meters). Note thot in comporing stoffing needs, the
ongoing cost to enforce on ungoted system is significont, ond con eventuolly
surposs the purchose ond instollotion cost of o goted system, depending on
stoffing levels, mointenonce ond service controcts.
Goted sysiems occommodote monthly porkers vio cord occess, outomotic
vehicle identificotion or license plote recognition technology. Poy-by-plote
metered systems use the license plote os the monthly credentiol.
Goted systems come with focility count systems, enobling the owner to know
goroge occuponcy ond plon occordingly for monthly porkers or other pre-
poid/reserved porking. Metered systems do not include count systems.
Goted systems ore typicolly posi-poy, ollowing for on eosy volidoted porking
process, including on-line volidotion systems. Metered systems ore pre-poy,
4.
5.
6.
7.
8.
9.
971
B.
moking the volidotion process more chollenging. The motorist needs to
receive the volidotion in odvonce..l0. Metered systems connot verify driver licenses for Americon with Disobility Act
(ADA) eligibility. The Ciiy's POF system coptures o photogrophic imoge.
I l. Goted systems reduce the incidence of stolen vehicles, os the entry ticket
needs to be processed io exit the goroge. While not foolproof, ii is o
disincentive.
Revenue control systems for porking goroges deployed in public ond privole
systems within lhe lost two yeors:
Wolker hos been involved in forty-five goroge revenue control projects in the post
two yeors. Forty-two involved goted PARCS ond three involved meters. The
following three projects involved the instollotion of multi-spoce porking meters:
. Stomford Town Center, o privote shopping moll in Connecticut, is in the
process of upgroding from conventionol porking meters to poy-by-spoce
multi-spoce meters. Monogement wos concerned obout queuing issues if
they instolled o goted system. Pre-existing meter poles ore being used to
instoll spoce number signs. The moll hos o pre-existing orrongement
whereby the City of Stomford conducts enforcement for o portion of the
citotion revenue.. Union Stotion, o tronsit center in Springfield, MA, is building o goroge thot
will utilize poy-by-spoce multi-spoce meiers. Poy-by-spoce meters were
chosen due to lower copitol costs, concerns obout bock-ups of the exit
ond becouse the City of Springfield hos o pre-existing enforcement
deporiment. Tronsit center goroges typicolly hove moss exits when troins
orrive; therefore, o goteless system is viewed os more efficient ond user-
friendly in regord to exiting troffic.. The Government of Alberto, Conodo, is building o goroge in Edmonton
thot will utilize gotes for monthly porkers but poy-by-spoce multi-spoce
meters for tronsient porking. Monogement felt o goteless system for
tronsient porkers would be eosier to monoge.
This is remorkobly consistent with the City's survey, os93% of our PARCS goroge
projects involved goted systems, ondg3% of the l2l goroges surveyed by Miomi
Beoch were goted. While oll three of these meter projects involve poy-by-spoce,
Wolker hos been involved in severol poy-by-plote projects for on-street systems.
It should be noted thot Wolker hos olso worked on severol projects involving single-
spoce smort meters; however they were olso for on-street systems. This study will
focus on poy-by-plote multi-spoce meters, os the City currently employs this
technology on-street, which is why it is being considering it in the l0 goroges.
Cost of equipmenl - octuol cost comporison of goled revenue contro! systems like
Skidoto ond Amono vs. poy stotions like T2, onolyzed over o ten yeor period,
including service controcts:
As stoted previously, goted systems ore significontly more expensive to purchose
thon ungoted (metered) systems. This is porticulorly true for the City's ten porking
c.
972
goroges. A goted system replocement will exceed $3 million, compored with $1.8
million for o goteless metered system.
Wolker estimotes o totol of 95 cosh ond credit cord multi-spoce meters will be
required for o goteless metered system, of o cost of $7,200 per meter, or $231,500.
This ossumes locoting the meters in groupings, on the ground floor (or other floors
thot connect to significont ingress or egress from the focility). Considerotion wos
given to locoting meters on individuol floors; however, motorists typicolly pork on
the lowest ovoiloble floor, so thot demond would be 'floor by floor'. This could
couse lines of the meters. Locoting them oll on the ground floor (or other floors
thot connect to significont ingress or egress from the focility) will enoble fewer totol
meters to serve more motorists.
This olso eliminotes the incidence of someone moking o meter poyment in on
isoloted oreo on on upper floor of o goroge, which could be o sofety/security
concern, ond it reduces the potentiol of o motorist wolking up to on isoloted meter
ond finding it out of service ond needing to locote onother meter. lt is olso more
efficient for mointenonce ond collections.
Meter Quontiiies Gor
Noie thot four units ore designoted os spores, to be determined ofter reviewing
meter poyment potterns, in the event thot o goroge or goroges ore underserved.
One of the chollenges with poy-by-plote meters is the leorning curye for people
who don't know their license ploie number. lf the meters were locoted on oll floors
(ot the elevotors), people would hove o shorter trip bock to their cors (to retrieve
the license plote number). Wolker recommends instolling significont signoge on
oll floors ond elevotors, odvising people to note their license plotes for the meter
poyment. Wolker olso recommends promoting poy-by-cell os o poyment tool,
thereby eliminoting the need to enter the license plote of the meter.
Name Location Spaces Daily
Transactions POFs MSMS Spaces per
MSM
Transactions
per Meter
G1 7th Street 646 8s8 4 10 55 86
G2 l-2th Street t34 2L6 L 3 45 72
G3 13th Street 286 452 2 5 57 90
G4 15th Street 803 80s 4 10 80 81
G5 17th Street 1460 2,375 1.4 24 61 99
G5 42nd Street 620 29s 3 8 78 37
G7 City Hall 550 726 8 5 130 25
G8 5th & Alton 1050 t67 6 8 131 2L
G9 Penn. Ave.550 318 5 10 56 32
G10 Sunset Harbor 430 542 6 8 54 68
Soares - TBD 4
TOTATS 6539 6,155 53 95 70 65
973
ln the event thot the City decides to locote meters on eoch floor, the totol number
of meters would increose from 95 to 137. The cost would increose from $Z3l .500
to $l million.
Metered systems olso require vigilont enforcement, or meter poyments decreose
ond motorists become less concerned obout overstoying the time on meter. The
City's on-street enforcement teom commonds on impressive 85% complionce
rote. Wolker recommends mobile license plote recognition (LPR) for goroge
enforcement ond recommends o totol of ten enforcement vehicles be purchosed
for the ten goroges ot o cost of $25,000 per vehicle, or $250,000. Note thot only
eight or nine vehicles will be in use of ony given time (see Section D); however o
bock-up vehicle is recommended in the event of o breokdown or occident.
Ten mobile LPR enforcement systems will olso be required of o cost of $45,000 per
unit, or $450,000.
Note thot no more thon nine vehicles will be in service of ony given time, ond only
3 vehicles will be utilized during the slowest overnight periods, ollowing vehicles to
be rototed out of service periodicolly to preserve their service life. Thot being soid,
the vehicles ond units will still experience significont use (170 hours per doy).
Wolker budgeted f or 507o of the vehicles ond LPR sysiems to be reploced within
ten yeors.
Ten citotion hondheld units ore olso required, of o cost of $95,000.
Purchose Costs:
AMANO
GATED PARCS
SKIDATA
GATED PARCS
T2
UNGATED MSMs
PARCS Equipment lnsta!led s3,14s,8s0 Sg,sg+,grz
Multi-Space Meters lnstalled S731,500
Mobile LPR Svstem/Handhelds s1,130,000
TOTAL PURCHASE PRICE s3,145,950 s3,634,912 s1,961,500
The complexity of the goted PARCS requires significont mointenonce.
Mointenonce controcts double the PARCS equipment cost over o ten yeor period.
Goted systems olso require seryers ond workstotions, while the T2 meter system is
hosted, requiring ongoing monthly monogement, communicotion ond
tronsoction fees (included os mointenonce costs).
Wolker olso included mobile LPR ond hondheld mointenonce ond worronty costs,
os well os T2's 'Digitol Connect' tronsoction fees ($0.02 per tronsoction in excess
of 2.000 per meter per month) os ongoing mointenonce costs. We olso included
estimotes for vehicle mointenonce ond gosoline.
974
Service Controcl ond Moinlenonce Costs
The lorgest operoting expense for both systems is lobor. Lobor costs ore detoiled
below, followed by o recop of oll expenses over o ten yeor period.
D. Cosl of lobor - Operotionol cost comporison of lobor ossocioted wilh goted
revenue controlsyslems like Skidoto ond Amono vs. poy slotions like 12:
The City hos determined thot by implementing ihe new goted PARCS, onnuol
stoffing costs con be reduced significontly; from $2.985,500 to $1,800,000, soving
olmost $1.2 million per yeor. All but one coshier/ottendont will be eliminoted
during most shifts by exponding POFs ond implementing centrolized remote
monitoring (vio intercoms ond oudio/video) for cusiomer interoctions.
The metered system eliminotes oll ottendonts ond coshiers, similor to on-street;
however, os previously stoted, vigilont enforcement is required. Enforcement
stoffing will cost $2.2 million per yeor, or $22 million over ten yeors. Stoff is olso
required for mointenonce ond collections; odding on odditionol $300,000 per
yeor, or $3 million over ten yeors.
The totol cost of lobor for o goted PARCS is $1.8 million per yeor, or $18 million
over ten yeors. The totol cost for the T2 metered system is estimoted of $2.5
million per yeor, or $25.2 million over ien yeors.
en o
AMANO
GATED PARCS
SKIDATA
GATED PARCS
T2
UNGATED MSMs
PARCS Maintenance and Warranty s3,923,239 s3,L58,257 SO
T2 Meter Warrantv s361,000
Metered EMS Hosted Services s570,000
T2 Dieital Connect Transaction Fees S95,zoo
Enforcement Maintenance and Warrantv s378,ooo
Enforcement Licensins and Supoort S118,800
Vehicle Maintenance and Gasoline s332.33s
TOTAL TEN MAINTENANCE YEAR COST s3,823,238 st,158,267 s1,523,000
975
Ten Yeor Lobor Costs:
AMANO
GATED PARCS
SKIDATA
GATED PARCS
T2
UNGATED MSMs
PARCS Staffins s18,000,000 s18,000,000
Meter Enforcement 522,099,7O5
Meter Maintenance S1,483,978
Meter Collections s1,591,583
TOTAL TEN YEAR LABOR COSTS s18,000,000 s18,000,000 525,175,265
Wolker ossumes the following stoff requirements for enforcement, mointenonce
ond collections:
. Eight enforcement stoff driving LPR vehicles from 9:00 om through 3:00 om
Mondoy through Thursdoy.. Nine enforcement stoff driving LPR vehicles from 9:00 om through 3:00 om
Fridoy through Sundoy (busier tronsient octivity).. Three enforcement stoff driving LPR vehicles 3:00 om through 9:00 om every
doy (reduced octivity).o Two 8-hour mointenonce lechnicions on-duty eoch doy.. Eoch meter will be collected every other doy.
Enforcement ond mointenonce stoff ore City employees. Poyroll is estimoted ot
o blended rote of $25 per hour plus 43%for toxes ond benefits.
Collections ore done by the City's operotor of o rote of $9.70 per meter.
A recop of oll costs over o ten yeor period follows:
TotolTen Yeor Costs
AMANO
GATED PARCS
SKIDATA
GATED PARCS
T2
UNGATED MSMs
TOTAT PURCHASE PRICE s3,14s,8s0 s3,534,912 S1,622,s00
TEN YEAR MAINTENANCE COST 53,823,238 s3,158,267 s1,523,000
TEN YEAR STAFFING COST s18,000,000 S18,ooo,ooo Szs.t7s.26s
TOTALTEN YEAR COST S24,969,08s $24,793,L79 s28,320,755
976
Enforcement stoffing for the T2 metered system overshodows the higher priced
purchose ond mointenonce costs of o goted PARCS system. moking the costs for
the T2 goted system $3.4 million higher thon the Amono PARCS over ten yeors, ond
$3.5 million higher thon the Skidoto PARCS over ten yeors.
E. Iechnologicol odvoncements/trends. Whoi is the lrend of equipmenl being
instolled in new construction municipoUuniversity goroges? Will the equipmenl
the City is contemploting purchosing from Skidolo be obsolete five yeors from
now? Will the trending increose in poy-by-phone users diminish the need ond
utility of the equipment the City is contemploting purchosing from Skidoto?
Technologies such os poy-by-cell, mobile opps ond license plote recognition ore
trending os cutting edge solutions; however, the most common type of PARCS
being instolled in goroges todoy is o goted poy-on-foot system.
Poy-by-cell, poy-by-plote, mobile opps ond license plote recognition moy
eventuolly threoten to reploce goted systems, but for now they simply compliment
them or offer on olternotive. As stoted previously. poy-by-cell tronsoctions
typicolly represent less thon 20% of oll tronsoctions, ond therefore ore not
significont enough to reploce infrostruciure; however, poy-by-cell use is
increosing, olreody ol20% in Miomi Beoch.
Wolker is owore of o hondful of goroges in the United Stotes thot hove gone
goteless; however. they represent for less thon 1% of oll PARCs instollotions. We
expect to see more goteless focilities os technologies improve ond more owners
consider these options; however, it is more likely thot goteless goroges will become
o common olternotive thon thot goted sysiems, ond/or Skidoto will become
obsolete. Skidoto is o lorge, modern ond well estoblished PARCS monufocturer.
Skidoto's morket shore hos been growing in the United Stotes.
F. Comporison ond copture role - compore both technologies during lorge specio!
events ond mojor impoct periods. Whot is the copture rote of 12 poy stoiions?
Users of the opp?
Goted systems ore chollenging during events, os moss entronces ond exits creote
bock-ups in the drive lones. Most porking goroges convert to pre-poy during
events, os the troffic bock-ups thot occur while vehicles ore exiting the goroge
ore longer thon while entering. Most goroges olso roise the exit gotes during moss
exits to expedite the exit process. When potrons ore woiting in o line of vehicles,
they frequently blome the focility for not hoving o foster exit process. The deloy
moy be reloted to troffic congestion on lhe street rother thon in the goroge;
however, in some people's minds, perception is reolity.
Goteless systems ore olwoys pre-poy, ond the entry ond exit is olwoys
unobstructed, unless lhe moss entronce or exii couses congesiion. ln this scenorio
it is usuolly more obvious lo the motorists thot the goroge is not responsible for the
deloy (olthough some will wonder why there oren't more lones).
Copture rotes ore typicolly tied to enforcement; however, if there ore not enough
meters to occommodote o moss entronce, some people will get frustroted ond
risk o citotion rother thon being lote for the event becouse they hove to woit in
977
line to poy o meter. This type of citotion invoriobly leods to on oppeol, bloming
the goroge for not hoving enough meters ond contributing to poor public
relotions.
Apps thot enoble the prepoyment of porking help to expedite the entry ond/or
exit process, os the motorists con byposs the POFs or MSMS completely. Wolker
does not hove stotisticol doto on usoge; however, pre-poid opps represent o smoll
percenioge of overoll tronsoctions ond ore typicolly included with poy-by-cell
phone opps, which represent less thon 20% of oll tronsoctions of most focilities,
olthough 20%in Miomi Beoch.
G. Cost of Enforcement - odditionol lobor cost of odding goroges to porking
enforcement officers' roules? Addiiionol revenue to City obove ond beyond
overoge porking fee resulting from porking cilotions being issued? Also, most poy
stotion users poy for more lime lhon they octuolly use, odding to lhe botlom line.
Additionol revenue to City obove ond beyond overoge porking fee with goted
revenue control systems versus T2 poy slolion where users over-poy for porking?
. Enforcement costs ore detoiled in Section D.. Citotion revenue is detqiled in Sections N ond Q.o Revenue from prepoying of the meters is oddressed in Section S.
H. Adjustment of Porking Roles - Which system provides more flexibility bosed on
whol level of the goroge you pork in? Which system ollows for reodily
distinguishing between residents ond non-residenls ollowing for differenl price
structures for eoch?
Goted PARCS connot independently distinguish where o vehicle wos porked;
however, porking guidonce system vendors such os Pork Assist offer comero
bosed guidonce systems thot con integrote wiih the PARCS system to identify
where the vehicle porked when colculoiing the fee. Amono hos done ihis with
Pork Assist in o poy-on-foot goted system. We hove no doubt thot Skidoto could
do this os well, ond there ore other porking guidonce vendors os well.
Poy-by-license plote meters olso connot independently distinguish where o
vehicle wos porked. Mobile LPR provides GPS softwore thot con identify vehicle
locotions, so theoreticolly on integrotion is possible whereby locotion-bosed rote
structures ore possible; however, we ore not owore of ony current instollotions.
It moy be possible to try io restrict meter poyments to the level thot the vehicle
porked on in order to conduct locotion-bosed porking rotes; however this would
be lorgely unenforceoble ond would simply rely on motorists poying for porking on
the level where they porked. Note thot Wolker recommends locoting most
porking meters on the ground floors (or other floors with significont ingress or egress
from the focility).
Poy-by-spoce meter systems ollow for locotion-bosed porking rotes; however
Wolker believes the benefits of license plote enforcement outweigh the benefits
of locotion-bosed pricing, ond poyment modes ore restricted to either one or the
other.
10
978
Resident ond non-resident porking is oddressed on Section T.
l. Pre-poid porking reservolions - which syslem is more effective?
Reservotion systems, mobile opplicotions (opps) ond poy-by-cell (PbC) ollow
potrons to reserve ond poy for porking prior to orriving of the Goroge.
Benefits of o reservotion system include receiving the porking poyment in
odvonce, which helps insure the motorist will not pork elsewhere, enhoncing
revenue, os well os contoct ond trovel informotion obout the motorist for doto
collection ond morketing purposes. Perhops most importontly, pre-poid
reservotions eliminote the need to conduct o tronsoction in the goroge, reducing
congestion in the entry ond exit lones of o goted system, ond reducing foot troffic
ot the MSM of POF.
Most reservotion systems will offer cloud bosed solutions, reducing copitol outloy
ond/or infrostruclure costs, ond most providers will host the system os well. ln order
for the system to be successful it needs to integrote with the PARCS softwore to
control ond mointoin inventory ond revenue. Since these systems ore relotively
new to the U.S., there moy be costs ossocioted with customizing the PARCS
softwore to integrote with the reservotion system.
Metered systems do not include focility counts, consequently the goroge runs the
risk of filling before o reseryed/prepoid customer orrives. A focility count system
con be inslolled independently, or o stotionory or mobile LPR system con provide
focility stotus to insure thot the goroge mointoins porking ovoilobility for pre-poid
porkers - including monthly porkers.
J. Revenue ond Expense lmpocts of Metered vs. proposed PARCS replocement or
other olternotive syslem:
Annuol goroge revenue is cunently $16 million (in o goted PARCS setting). ln o
metered scenorio the City hos experienced on 85% complionce roie, reducing
onnuol revenue by 157o, or $2.4 million.
In the current PARCS setting, ADA motorists ore required to show their driver's
license in order to receive volidoted porking. ln o metered setting, ADA motorists
will not need to show their driver's licenses, which will leod to obuse. Wolker
estimotes thot ihe number of (unpoid) ADA porking sessions will double, costing
the City on odditionol $255,000 per yeor (the current onnuol volue of ADA
volidoied porking in the goroges).
Citotion revenue will generote $5.7 million; however, the County retoins 33% of
citotion revenue ond 30% goes to the school crossing guords ond technology
(Auiocite) fund. This leoves $2.1 million for the City
We estimote o3% ($480,000) revenue bump from overpoyments due to prepoying
of the meters.
Citotion revenue is discussed in Sections N ond Q. Overpoyments ore discussed in
Section S.
11
979
K.
The net impoct from the obove is on onnuol loss of $55,000 with the T2 metered
system, or $550,000 over ten teors.
Ten Yeor Revenues
Expenses were detoiled in Sections C ond D. Following ore the ten yeor totol costs:
Ien Yeor Net
Colculote, project ond compore the lotol purchose, instollolion, service ond repoir
cosls of lhe Skidoto equipment being considered by the Ciiy vs. the T2 poy slolions
over ol0-yeor period, including service conlrocls.
This onolysis wos conducted olong with Amono equipment, in detoil, under
sections C ond D. The totol costs ore recopped in Section J obove.
Using solory doto provided by the City, projecl ond compore the lobor sovings
(excluding porking enforcemenl) ossocioted wiih instolling the Skidoto equipmenl
being considered by the City vs. inslolling T2 poy stolions:
The City hos determined thot by implementing the new goted PARCS, onnuol
stoffing costs con be reduced significontly; from $2,985,500 to $1,800,000, soving
olmost $1.2 million per yeor. While significoni, the T2 metered system eliminoies
goroge stoff except for enforcement, mointenonce ond collections; similor to on-
street meters. lf we exclude enforcement, the T2 metered stoffing costs ore just
$307,000 per yeor (compored to $,l.8 million per yeor with Skidoto).
AMANO
GATED PARCS
SKIDATA
GATED PARCS
T2
UNGATED MSMs
Transaction Revenue 5r,60,000,000 s160,000,000 SlGo,ooo,ooo
Loss Due to Non-Pavment $26,547,6701
Citation Revenue 557,425,027
Citation Revenue to
Countv/Crossi ne G uards/Autocite $36,777,7671
Meter Overpavments s4,900,000
TOTAL ANNUAL REVENUE Sloo,ooo,ooo S160,ooo,ooo S159,499,590
AMANO
GATED PARCS
SKIDATA
GATED PARCS
T2
UNGATED MSMs
TOTALTEN YEAR NET s13s.030.912 S13s,206,821 sL}t,L78,824
12
980
The ten-yeor difference is stoggering ($18 million for PARCS vs. $1.5 million for
meters); however note thot meter enforcement costs ore $2.2 million per yeor, or
$22 million over ten yeors.
M. Recommend the number of porking enforcemenl officers required to polrolthe l0
goroges if the City instolls the T2 poy stotions, ond using solory dolo provided by
the City, estimole lhe ossocioted cosls:
Wolker recommends implementing mobile license plote recognition to enforce
the l0 porking goroges. The City currently uses mobile LPR to enforce permit
porking.
Mobile LPR utilizes vehicle mounted comeros thot reod ond record license plote
numbers os the vehicle is driven through porking lots, goroges or on-street. A
processor is typicolly instolled in the trunk, ond o touch screen computer is instolled
between the driver seot ond the possenger seot. All doto is downlooded ond
stored in o seporote stotionory workstotion/server.
The LPR softwore receives reol-time dotoboses ond updotes of poid license plotes
from porking meter, poy-by cell, ond permit/monthly softwore. lf the LPR comero
reods o plote thot is not recorded os registered or poid, on oudible olorm ("ping")
olerts the enforcement officer, who verifies the license plote ond ciies the vehicle.
As stoted in Section D, Wolker recommends the following stoffing levels for
enforcement, mointenonce ond collections:
Eight enforcement stoff driving 8 LPR vehicles from 9:00 om through 3:00 om
Mondoy through Thursdoy. Seven vehicles hove goroge ossignments (see
below) ond one vehicle is o 'flooter', providing supplementol coveroge,
bosed on porking ond troffic conditions.
Nine enforcement sioff driving 9 LPR vehicles from 9:00 om through 3:00 om
Fridoy ihrough Sundoy (odding o second 'flooter' vehicle for supplementol
coveroge during busier tronsient ociivity).
Three enforcement stoff driving 3 LPR vehicles 3:00 om through 9:00 om
every doy (reduced octivity).
Two 8-hour mointenonce technicions on-duty eoch doy.
Eoch meter will be collected every other doy.
Following is o breokdown of recommended mobile LPR coveroge per goroge:
LPR Coveroge: Mondoy through lhursdoy 9:00 om - 3:00 om
LPR GARAGE LOCATION
TOTAL
SPACES
TRANSIENT
SPACES
Vehicle 1 G1 7th Street 646 549
G2 12th Street L34 87
G3 l.3th Street 286 258
SPACES 1,066 894
a
a
981
Vehicle 2 G4 16th Street 803 591
SPACES 803 591
Vehicles 3 & 4 G5 15th Street 1.460 L,037
G9 Penn. Ave,550 446
SPACES 2,020 1,483
Vehicle 5 G6 42nd Street 620 312
SPACES 620 312
Vehicle 6 G7 Citv Hall 650 231
G10 Sunset Harbor 430 359
SPACES 1,080 s90
Vehicle 7 G8 5th & Alton 1,050 988
SPACES 1,050 988
Vehicle 8 Supplemental coverage based on activity.
On Fridoys, Soturdoys ond Sundoys, o second 'flooter' vehicle is odded to provide
supplementol coveroge during busier tronsient octivity on weekends.
tPR C ihrouqh lhursdoy 3:00 om - 9:00 om
LPR GARAGE rocATtoN
TOTAL
SPACES
TRANSIENT
SPACES
Vehicle 1 G1 7th Street 646 549
G2 12th Street t34 87
G3 13th Street 286 2s8
G4 16th Street 803 591
SPACES 1,869 1.485
Vehicle 2 G5 LTth Street 7,460 7.O37
G7 Citv Hall 650 312
G9 Penn. Ave.550 446
SPACES 2,670 L.795
Vehicle 3 G5 42nd Street 620 237
G8 5th & Alton 1,050 988
G10 Sunset Harbor 430 359
SPACES 2,too t,578
The totol hours required
hours per yeor. Using o
for enforcement overogeslT0 hours
fully looded, blended hourly rote of
per doy, ot 62,000
$35.67, the onnuol
14
982
N.
poyroll for enforcemeni is projected to be $2.2 million per yeor, or $22 million over
ten yeors.
Note thot this does not include hourly rote increoses during the ten yeor period.
Wolker recommends utilizing Go-4 three-wheel vehicles for mobile LPR
enforcement. These vehicles ore smoller thon regulor cors (52.5" wide), ollowing
them to stop to write o citotion without blocking troffic, os cors will be oble to drive
oround them. Pricing ($25,000) is comporoble to the Ford C-Mox Hybrid vehicle
currently being recommended by ihe Fleet Monogement Division.
Using on-slreel doto provided by lhe City, extropoloie the projected ciiotion
revenue for the l0 porking goroges generoled from non-poymenl ond/or
overlime porking if 12 poy stolions ore instolled:
The Ciiy's existing meter system hos on 85% complionce rote, meoning thot 85%
of oll porkers poy for their porking. The City's citotion copture rote is just 10%, which
meons thot only 10% of oll unpoid porkers ore cited. The City overoges o 90%
collection rote for citotions.
The porking goroges generoted 2.2million poid tronsoctions lost yeor. lf 15% of
those tronsoctions were unpoid, thot would represeni 337,000 unpoid tronsoctions.
lf the City cited 10% ot those porkers ond collected the $18.00 fine from 90% of
them, the revenue generoted would totol olmost $5.5 million; however, the City
only retoins 37% of the citotion revenue. The County retoins 33% ond 30% goes to
the school crossing guords ond technology (Autocite) fund. This leoves
opproximotely $2,000,000 for the City; however we need to foctor in the unpoid
meter revenue in order to determine the net result.
The overoge porking goroge tronsociion is equol to $7.00. This meons thot the
opproximote volue of the 332,000 unpoid porking tronsoctions is $2.4 million,
leoving o net loss of $400.000 per yeor. Note thot this ossumes o 90% citotion
collection roie.
While not oddressed in our finonciol projections, Wolker is concerned obout the
current $18.00 fine for o porking meter violotion. The doily moximum rote in most
goroges is $20.00; therefore it would be less expensive to receive o citotion thon
to poy the doily moximum rote. Some motorists would risk on $18.00 citotion for
shorter time fromes os well. The fine omount will need to be increosed or meter
complionce will be significontly reduced
Opine on inslolling license plole recognilion (LPR) lechnology of lhe goroge
enlronces ond integroting with the T2 poy stolions to improve enforcement. !s o
100% coplure rote possible?
Stotionory LPR uses stotionory comeros of the entronces (ond/or exits) of o focility
to copture ihe license plote imoges of cors os they enter ond/or exit the focility.
System softwore soves the license plote imoges. converts them into text records
ond records the times the vehicles entered (ond/or exited) the focility.
o.
983
ln o metered porking focility, the softwore con integrote with multi-spoce meter,
poy-by cell phone ond/or permit/monthly softwore to identify unpoid vehicles for
enforcement purposes. Theoreticolly, this could creote o 100% copture rote;
however, this is predicoted upon the comeros copturing 100% of oll license plotes,
which rorely occurs. Mobile LPR is not perfect. LPR comeros con only reod whot
they con see. Bicycle rocks ond similor things in tow con obscure the plote. Older,
foded or dirty plotes ore tougher to reod. The percentoge of license plotes thot
ore reod by the system is considered the copture rote. Wolker conducted o study
ond found the overoge copture rote for stotionory comeros to be 91.7%, which
meons thot olmost l0% of the license plotes were not coptured by the system.
Furthermore, every stote hos different types, colors, fonts ond plote designs,
moking it more chollenging for the softwore to identify some numbers ond letters,
ond the softwore sometimes confuses similor numbers ond letters, such os O ond
Q, or S ond 5, or B ond 8, etc. The percentoge of license plotes ihot ore reod 100%
occurotely is colled the reod rote. Wolker's study found on overoge occurocy
rote of 91.57o; however, note thot 6 of 7 digits were reod occurotely 97.1% of the
time, 5 of 7 digits were reod occurotely 98.6% of the time ond 4 of 7 digits were
reod occurotely 99.1% of the time. These portiol reods would still enoble the
system to identify the vehicle os poid or unpoid with enforcement stoff providing
visuol confirmotion.
Thot being soid, 10% of the vehicles will not be coptured by the system. Todoy's
technology connot provide o lOO% copture rote. However, on-street
enforcement reportedly coptures just 10% of the meter violotions on-street;
therefore, 90% would be o significont improvement. There ore olso consideroble
operoting cost sovings thot moy or moy not be higher thon o l0% loss in revenue.
Note thot LPR technology is constontly improving. A few yeors ogo 80% wos
considered o high copture or reod rote. Todoy, severol monufocturers report
ochieving ?5% lo 98% copture ond/or occurocy rotes; however we hove not
confirmed this level of occurocy.
Note thot Wolker is recommending mobile (vehicle mounted) license plote
recognition rother ihon stotionory LPR, os mobile LPR enobles enforcement stoff to
cite the vehicle when the system identifies the vehicle. Stotionory LPR identifies
the vehicle when it is in violotion but does nol know where the vehicle is locoted.
LPR technology hos mode the post-processing of citotions o new ond potentiolly
efficient method for issuing citotions. Rother thon plocing citotions on the
windshields of vehicles, oll photogrophic imoges of potentiolly citoble vehicles
would be reviewed ofter the foct (bock of the office), in o processing center.
Confirmed citotions would be delivered to motorists vio U.S. moil. This is similor to
red-light comero enforcement, but is not yet outhorized for porking enforcement
in most municipolities, including Miomi Beoch.
Post-processing could significonlly reduce or even eliminote stoffing costs for
mobile LPR, os stotionory LPR (ot the entronces ond exits) would moke driving
through the goroges for meter enforcement unnecessory. Note thot visuol
inspections would no longer be possible for portiol plote reods, ond thot portiol
reods would probobly not be considered o volid citotion upon oppeol; however,
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P.
the onnuol enforcement sovings of olmost $1.4 million per yeor would more thon
cover the lost citotion revenue.
This is similor to the SunPoss toll sysiem, which debits SunPoss holder's occounts ond
moils out citotions for non-complionce. SunPoss is now being offered of severol
oirports. SunPoss is olso storting to offer the technology to porking goroges (for o
smoll percentoge of eoch tronsoction).
Opine on increosed poy-by-phone ond similor poy-in-odvonce technologies ond
if they polenliolly undermine the juslificotion of using goled revenue control
systems:
Poy-by-cellis for more common in metered settings thon goted settings; however,
poy-by-cell con be used in o goted setting if bor code reoders ore employed.
Proof of poyment(or volidotion) in the form of o bor code (either poper or on o
smortphone or other computerized device) con be sconned by o borcode reoder
of on entronce gote if the fee hos been prepoid or pre-volidoted, ond/or of the
exit gote if the ticket wos volidoted or poid ofter the vehicle entered the focility.
The impoct of poy-by-cell is o reduction in poy-on-foot or multi-spoce meter
tronsoctions, os poy-by-cell byposses ihe poyment mochine. This is considered o
customer service omenity, os the porking poyment is typicolly more convenient
when conducted vio cellphone, porticulorly if the license plote is pre-registered
ond doesn't need to be entered for eoch porking session.
As stoted previously, poy-by-cell tronsoctions ore typicolly fewer thon 20% of oll
tronsoctions, ond therefore not significont enough to reduce infrostructure;
however, poy-by-cell use is increosing, olreody of 20% in Miomi Beoch.
Poy-by-cell requires on odditionol loyer of integrotion for o metered system, os the
enforcement system (such os LPR) needs to receive the poy-by-cell poyment
doto.
Using on-slreet doto provided by the City, extropolote lhe projected citotion
revenue forviololions otherlhon no-poyment or overtime porking itT2poy stolions
ore instolled in the 10 goroges (i.e. hondicop viololions, expired togs, etc.):
Approximolely 64% of oll porking citotions ore for unpoid (overtime) meters. This
meons lhot 36% of oll porking citotions ore for other offences, such os restricted or
prohibited porking, stotute violotions, on involid license plote or unouthorized
porking in o hondicop porking spoce. There ore fewer occosions for motorists to
pork illegolly in o goroge thon on-street. lt does occur, but for less frequently.
Wolker extropoloted the percentoges of vorious porking citotions issued lost yeor
in relotion to the number of spoces enforced, in order to determine the potentiol
for citotion revenue from non-metered porking violotions in the goroges.
Note thot only police personnel cite for involid togs (5% of oll citotions), so we
eliminoted these citotions. We ossumed 80% of on-street percenioges for ADA
violotions ond l0% for other infroctions. Wolker estimotes thot citotion revenue
from non-meier porking violotions will generote opproximotely $500,000. Note
thot this ossumes o90% citotion collection rote. Also note thoi os stoted previously,
o.
17
985
R.
the City will only receive opproximolely 37% of the citotion revenue, or
opproximotely $223,000 per yeor.
Opine on the potentio! useful life of the Skidoto equipment being considered by
the City. Is obsolescence o relevonl issue in comporing Skidoto ond 12 syslems?
The useful life of most porking equipment is roted of eight to ten yeors depending
upon frequency of use, climote, ond how well it's mointoined. This is similor for
both meters ond for goted PARCS; however, there ore mony instonces of porking
equipment losting for longer. Mointenonce ond repoir costs typicolly increose os
the equipment oges.
Obsolescence is rore. For exomple, conventionol porking meters hove been
oround for 80 yeors, ond while they ore extremely limited in their feotures ond
functionolity, Wolker estimotes thot 4 million ore still instolled in the United Stotes
olone. Goted PARCS hove been in existence for olmost os long, ond olthough
there is o lot of tolk obout gotes "going owoy" due to cellphone, opps ond license
plote recognition technology, only o hondful of goroges hove removed their
gotes to dote.
During the kick-off meeiing concerns were roised obout the demise of Federol
APD, once o leoding PARCS monufocturer. There wos some concern obout the
industry overoll. Federol APD wos in decline when 3M ocquired them, ond while
Wolker does not know why or whot hoppened internolly, we view it os on onomoly
rother thon o sign of things to come. PARCS hos become big business, ottrocting
the likes of 3M, Xerox ond other lorge corporotions. While this creotes greoter
competition, it olso shows ihot there is opportunity for growth potentiol in the U.S.
porking morket. ln Wolker's estimotion, Skidoto ond T2 ore exomples of two
componies poised for growth.
Bosed on onecdotol evidence gleoned from our expertise ond experience,
project the revenue potenliol generoted by the overpoymenl of porking if the City
instolls 12 poy slolions in lhe l0 goroges:
One of the benefits of prepoymenis to the City is thot people frequently poy for
more time lhon they need to insure thot they do not overstoy their time ond
receive o citotion. ln on-street scenorios it is estimoted thot 10%to 20% of porking
meter revenue is derived from overpoyments.
ln o poy-ot-exit setting people ossume they ore only poying for the octuol time
they porked, bul porking rotes ore typicolly set by the hour, meoning thot if you
porked for seventy minutes you would poy the some omount os if you porked for
two hours. This is similor to poying for two hours of o porking meter ond leoving
ofter 70 minutes, but becouse porking meters ollow motorists to insert coins ond
poy for froctions of on hour, ii is deemed on overpoyment.
Furthermore, on-street porking hos limited hours, ond multi-spoce meters hove the
convenience button thot typicolly purchoses two or three hours moximum.
Motorists will be for less likely to press the 'mox' button when the moximum fee is
equivolent to $20.00. Motorists will try to plon their time more reolisticolly.
s.
986
T.
Wiihout question, some people will prepoy for porking ond hove their plons
chonge, ond consequently leove eorlier thon they hod plonned; however, Wolker
does not hove enough doto or onecdotol evidence to stote with confidence
whot the revenue potentiol is for overpoyments. Wolker recommends o
conservotive projection of 37o (of $,l6 million), which is equivolent to $480,000 per
yeor.
Opine on which of the two syslems is better equipped to distinguish between
residents ond non-residents in setling differenl rote structures.
Wolker understonds thot the City offers porking discounts to residents through its
poy-by-cell vendor, Porkmobile. This is eosy to do in o poy-by-plote setting, os
Porkmobile eosily integrotes with poy-by-plote porking. ln o poy-by-plote setting
the license plote seryes os o permit. enobling residents to register their license
plotes in order to receive o discounted porking rote. The resident willolso be oble
to receive o discounted porking rote of the poy-by-plote meter once they hove
pre-registered their license plote. When the resident enters the plote number ot
the meler, the discounted rote would be enobled.
As previously stoted, poy-by-cell con work in o goted system os well; however o
bor code reoder is typicolly required, os o borcode is disployed on the cellphone
ond sconned to pulse the gote. Note thot Skidoto's PARCS utilizes borcode tickets
ond reoders ond con therefore support this type of poy-by-cell option.
At leost one vendor poy-by-cellvendor (QuickPoy) offers o cell phone integrotion
thot involves hoving the cell phone pulse the gote; however, this requires o
Bluetooth gote kit be instolled in the gote box.
Trodilionolly, pre-poid stored volue memory cords ("Smort Cords") ore offered to
residents for goted scenorios. The cords ore pre-looded with o dollor volue, ond
when inserted into o poy-on-fool mochine, ihe porking fee is deducted from the
cord. The cords ore sold of discounts to residents. Newer versions include softwore
thot recognizes the cord ond ossigns o discounted rote structure to the cord - so
the cord octs like o volidotion.
Another option is to reploce the smort cord with o proximity cord. The cord would
be prelooded ond sold of o discount, ond the user would be oble to use it of the
entronce ond exit, bypossing the poy-on-foot mochine ond providing foster
ingress ond egress to ond from the goroge.
Another option is offering residents volidoted porking vio o web-bosed volidotion
system. Residents would be given possword protected occess to on online
volidotion progrom, where they could print out o unique borcode volidotion
(discount).
Recommendotion:
Wolker recommends o goted PARCS in the ten goroges for the following reosons:
U.
19
987
3.
l. While the metered system is less expensive to procure, instoll ond mointoin, the
lobor required to effectively enforce the goroges moke the T2 metered system
more expensive to operote by $3.5 million over ten yeors.
lf the City desires o metered setting, Wolker recommends controcting with the
City's operotor to provide enforcement (ond mointenonce) services, os the
poyroll costs would be significontly lower.
2. Metered revenue projections ore $500,000 less thon o goied PARCS over ten
yeors. This is due to the City netting just 33% of enforcement revenue ond no
woy of verifying ADA driver's licenses.
Metered systems do not provide focility count systems. Some of the goroges
fill up on o regulor bosis 'in seoson', requiring stoff to monitor goroge
occuponcy, ond close the goroge to tronsient porkers, in order to 'hold' some
porking for monthly porkers. Gotes ore olso required to control (close or open
entry ond exit lones).
lf the City desires o metered system, Wolker recommends procuring o goted
count system, which would odd significont cosi to the project. We typicolly
recommend mointoining existing count systems ond gotes; however, the
exisiing PARCS is no longer being monufoctured ond support is being phosed
out.
Note thot mobile LPR provides cor counts os enforcement is conducted;
however, the counts will only be conducted on on hourly bosis, compored to
o count system thot counts vehicles os they enter ond exit the focility (in reol
time).
The goted PARCS provides o higher level of customer service thon o metered
system:
As the City knows from implementing poy-by-plote on-street, there is o
leorning curve with motorists needing to enter their license plotes of the
meters. ln o goroge setting, motorists who neglect to note their license
plote number will need to return to their cor, which could be forther
owoy thon in on on-street setting.
lf the City desires o metered setting, Wolker recommends instolling
significont signoge on oll floors ond elevotors, odvising people to note
their license plotes for the meter poyment. Suggest thot motorists toke
photos of their license plotes, or write their plote numbers down. Wolker
olso recommends promoting poy-by-cell os o poyment tool, thereby
eliminoting the need to enter the license plote of the meier.
Motorists won't wont to worry obout receiving o citotion if their plons
chonge ond/or they ore deloyed, ond lhey will resent needing to
overpoy the meter to ovoid this. They olso won't enjoy overpoying for
porking if they decide to leove eorlier thon they plonned.
4.
20
988
lf the City selects o metered setting, Wolker recommends promoting
poy-by-cell services, thereby enobling motorists to odd time remotely
(Porkmobile will text motorists when their time is obout to expire).
Wolker further recommends offering poy-by-cell customers the option
of 'stopping' their porking session when they return to their cor. This will
prevent overpoyments, thereby reducing revenue; however, it will be
very well received by the public ond will help the City win occeptonce
for metered goroges. Wolker projected $480,000 in onnuol
overpoyment revenue. Wolker estimotes thot fewer thon holf of the
potrons will utilize poy-by-cell services (the City's current usoge is 2OT):
therefore the potentiol onnuol cost in revenue is estimoted of $240,000.
Metered systems do noi hove intercoms for customer ossistonce. lf the
City selects o metered setting, Wolker recommends instolling intercoms
in oll of the goroges. This could be done for less thon $100,000.
Meters will not provide chonge; however, eliminoting cosh tronsoctions
is o best proctice, os credit cord tronsoctions ore typicolly foster thon
cosh tronsoctions, ond reducing cosh is more efficient for collections
ond improves oudit control.
lf the City selects the goted PARCS, Wolker recommends committing fully to poy-
on-foot. Wolker understonds thot the City's stoffing recommendotions significontly
reduces the number of coshiers by exponding POFs ond implementing centrolized
remote monitoring (vio intercoms ond oudio/video) for customer interoctions.
Wolker recommends eliminoting ollcqshiers, os the ultimote gools of o POF system
ore to fully outomote tronsoctions ond to remove os mony tronsoctions from the
exit lones os possible. When ony coshiers ore present, some motorists will ignore
the POFs ond utilize the coshiers.
We understond thot o humon presence willstill be required ond desired; however,
on ottendont who is free to wolk oround ond ossist customers of the POFs ond/or
the exit lones con be more effective thon o coshier sitting in o coshier booth.
This moy olso result in further reductions in lobor costs, os well os increosed oudit
control ond operotionol efficiencies (no fee computers, coshier reports or coshier
drowers).
Pleose let me know if you hove ony questions, or when you'd like to discuss. Thonk you.
Sincerely,
WALKER PARKING CONSULTANTS
QuK-J*'
Don Kupfermon, CAPP
Director of Cor Pork Monogement Systems
989
RESOLUTION TO BE SUBMITTED
990
COMMISSION ITEM SUMMARY
Condensed Title:
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH,
FLORIDA, APPROVING OPTION A FOR THE PROPOSED DESIGN, DEVELOPMENT, AND
CONSTRUCTION OF AWELLNESS CENTER lN ALLISON PARK; APPROVING THE PARKING PLAN
!N OPTION 3; AND AUTHORIZING THE CITY MANAGER AND CITY ATTORNEY,S OFFICE TO
NEGOTIATE A NINETY.NINE (99) YEAR GROUND LEASE AGREEMENT BETWEEN THE CITY AND
THE SABRINA COHEN FOUNDATION, INC (THE FOUNDATTON), FOR AppROXtMATELy 5,100
SQUARE FEET OF CITY.OWNED LAND AT ALLISON PARK FOR THE PROPOSED WELLNESS
CENTER, WHICH FINAL NEGOTIATED LEASE SHALL, AT A MINIMUM, CONTAIN THE ESSENTIAL
TERMS CONTAINED IN THE TERM SHEET SET FORTH AS EXHIBIT "A'' TO THIS RESOLUTION,
AND WHICH FINAL NEGOTIATED LEASE SHALL BE SUBJECT TO APPROVAL BY THE CITY
COMMISSION, AND BY A MAJORITY OF THE VOTERS IN A CITY.WIDE REFERENDUM, PURSUANT
TO SECTION 1.03(b) OF THE CITY'S CHARTER.
Build and maintain infrastructure with full accountabi
Supporting Data (Surveys, EnvironmentalScan, etc.): The 2014 Customer Satisfaction Survey
indicated that over 77o/o of residents rated recehtly completed capital improvement projects as
Item Summary/Recommendation :
At the July 8, 2015 City Commission Meeting, the Sabrina Cohen Foundation (the Foundation) requested that the
City grant the Foundation a lease for the use of City-owned land, in Allison Park (the Park), to develop, construct,
maintain and manage a Wellness Center at the Foundation's sole cost and expense.
At the September 2,2015 City Commission Meeting, three (3) concepts shown in Exhibit B were presented by the
Foundation, proposing to utilize the center, the southern portions of the Park or a combination of both locations.
Since the September 2, 2015 City Commission Meeting, staff has met to evaluate the three concepts and formulate
its recommendation as to the best concept and location for the Wellness Center at Allison Park in addition to parking
options, regulations and other mobility opportunities
Staff is recommending Option A which covers approximately 5,1 00 square feet of City-owned land at Allison Park, as
it is the concept which preserves the most of the natural greenspace and allows for the relocation of the tree canopy
currently at the Park, and is the least obstructive of the proposed concepts.
ln addition to preserving greenspace, staff also recommends for the Wellness Center to follow CPTED (Crime
Prevention Through Environmental Design) guidelines, preserve the existing walkways to and from the beach,
include restrooms and showers forthe public, and conserve the Park's historic properties, such as the existing coral
wall and turtle sculptures. As addressed in the past, parking is a challenge at this park and it is presumed that this
situation will worsen with the additional development being proposed. For this reason, staff has developed several
strategies to maximize the amount of parking spaces, while still maintaining the natural greenspace and tree canopy
at the Park. Staff is recommending Parking Option 3. This option allows for the most parking spaces with the least
amount of impact.
Administration Recommendation: The Administration recommends that the City Commission approve conceptual
Option A, Parking Option 3 and the proposed parking regulations. lt is also recommended forthe City Commission to
authorize the City Managerto negotiate a ground lease for the use of the City-Owned land forthe development of the
Wellness Center, based upon the essential terms set forth in the term sheet attached hereto and incorporated herein
as Exhibit A. The final negotiated ground lease shall be subject to approval by the City Commission and by a
majority of the voters in a City-wide referendum, pursuant to Section 1 .03(b) of the City's Cha(er. The approval of the
lease shall be on the March 15.2016 election ballot.
Financial lnformation:
Source of
Funds:
Amount Account
1
OBPI Total
Financial lmoact Summarv:
Clerk's Office
S
Bepartment pirector Assistant City Manager City fnager
JRUJL DMYINX sF K EC -/JLryfl:_
,/M R1TAGENDAMIAMIBEACHo^rE q-u'l{991
9i5.20r.,
City of Miomi Beoch, I 700 Convention Center Drive, Miomi Beoch, Florido 331 39, www.miomibeochfl.gov
COMMISS MEMORANDUM
TO:
FROM:
DATE:
Mayor Philip Levine and Members
Jimmy L. Morales, City Manager
September 30, 2015
the City
SUBJECT: A RESOLUTION OF THE MAYOR A[.lD CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING OPTION A FOR THE PROPOSED DESIGN,
DEVELOPMENT, AND CONSTRUCTION OF A WELLNESS CENTER !N ALLISON
PARK; APPROVING THE PARKING PLAN lN OPTION 3; AND AUTHORIZING THE
CITY MANAGER AND CITY ATTORNEY'S OFFICE TO NEGOTIATE A NINETY.NINE
(99) YEAR GROUND LEASE AGREEMENT BETWEEN THE CITY AND THE
SABRINA COHEN FOUNDATTON, tNC (THE FOUNDATION), FOR APPROXIMATELY
5,100 SQUARE FEET OF CITY.OWNED LAND AT ALLISON PARK FOR THE
PROPOSED WELLNESS CENTER, WHICH FINAL NEGOTIATED LEASE SHALL, AT
A MINIMUM, CONTAIN THE ESSENTIAL TERMS CONTAINED IN THE TERM SHEET
SET FORTH AS EXHIBIT 'IA" TO THIS RESOLUTION, AND WHICH FINAL
NEGOTIATED LEASE SHALL BE SUBJECT TO APPROVAL BY THE CITY
COMMISSION, AND BY A MAJORITY OF THE VOTERS IN A CITY.WIDE
REFERENDUM, PURSUANT TO SECTION 1.03(b) OF THE CITY'S CHARTER.
BACKGROUND
At the July 8, 2015 City Commission Meeting, the Sabrina Cohen Foundation (the "Foundation")
requested that the City grant the Foundation a lease for the use of City-owned land, in Allison
Park (the "Park"), to develop, construct, maintain and manage a Wellness Center at the
Foundation's sole cost and expense.
At the September 2, 2015 City Commission Meeting, three (3) concepts, as reflected in the
attached Exhibit B, were presented by the Foundation, proposing to utilize the center, the
southern portion of the Park or a combination of both locations, as follows: Option A proposed a
circular shaped building, located at the center of the Park; Option B consisted of the conceptual
plan proposed for Option A plus reserving the southern portion of the Park for future expansion;
and Option C proposed a rectangular building to be constructed at the southern portion of the
Park.
Currently, the southern portion of the Park is not being utilized and does not contain any
structures. The center of the Park currently houses three pre-cast replicas of life-size sea turtles
of varying species with interpretive signage. The turtle sculptures were erected pursuant to a
Caribbean Conservation Corporation Sea Turtle Grants Program Grant Agreement dated August
17,2OOG (the "Grant"). The Grant requires that the sculptures be placed west of the dune and
along the Allison Park Eco-Walk, but does not contain any prohibition from relocating them to a
different location consistent with the requirements of the Grant; therefore, said sculptures may be
relocated within the Park, freeing up the center for the development of the Wellness Center.
992
Since the September 2, 2015 City Commission Meeting, staff has met to evaluate the three
concepts and formulate its recommendation as to the best concept and location for the Wellness
Center at Allison Park in addition to parking options, regulations and other mobility opportunities.
CONCEPTUAL ANALYSIS
Staff is recommending Option A which covers approximately 5,100 square feet of City-owned
land at Allison Park. Option A is the concept which preserves the most of the natural
greenspace, allows for the relocation of the tree canopy currently at the Park, and is the least
obstructive of the proposed concepts.
ln addition to preserving greenspace, staff also recommends for the Wellness Center to follow
CPTED (Crime Prevention Through Environmental Design) guidelines, preserve the existing
walkways to and from the beach, include restrooms and showers for the public, and conserve the
Park's historic properties, such as the existing coral wall and turtle sculptures.
PARKING ANALYSIS
Staff is recommending Parking Option 3. This option allows for the most parking spaces with the
least amount of impact. The option preserves the greenspace south of the Park and also gives an
opportunity to relocate the existing tree canopy by incorporating the public restrooms into the
Wellness Center.
As addressed in the past, parking is a challenge at the Park and it is presumed that this situation
will worsen with the additional development being proposed. For this reason, staff has developed
several strategies to maximize the amount of parking spaces, while still maintaining the natural
greenspace and tree canopy at the Park.
Allison Park is served by Municipal Parking Lot No. P81, which is located at6475 Collins Avenue.
It is a metered parking lot with 74 conventional parking spaces and four (4) ADA accessible
parking spaces, for a total of 78 parking spaces. Meters are enforced 8:00 a.m. to 6:00 p.m. and
have an hourly rate of $1.00. This parking lot is highly used as it supports various users including
neighboring businesses, recreational (beach) goers, and area residents (particularly overnight
when meters are not enforced.)
Expanded Parking I nve ntory Options
ln the interest of preserving the historic value of the coral wall, and the original park
boundaries in the southern section, the following options are available for Wellness
Center Conceptual Option A:
Option 1 - Maintain Existino Parkinq Plan Beinq Proposed with the Accessible
Plavqround and Fitness Circuit
As described above, Municipal Parking Lot No. P81 currently has 74 standard parking
spaces and 4 ADA accessible parking spaces, which totals 78 parking spaces. With the
upcoming accessible playground and fitness circuit, it is planned for the Parking
Department to reconfigure the parking spaces to serve the ADA parking demand. The
reconfiguration will modify the existing spaces to 17 ADA accessible parking spaces with
51 standard parking spaces for a new total 68 parking spaces in all (Exhibit C).
51 Standard Parking Spaces
17 ADA Accessible Parking Spaces
Total: 68 Parking Spaces
Ootion 2 - lncrease Amount of Parkinq Soaces with Ootimum Traffic Flow bv Expandinq
Parkinq West:
This option would provide 78 standard parking spaces and 17 ADA accessible parking
2
993
spaces for a total of 95 parking spaces. This would be achieved by expanding parking
into the West greenspace and adding approximately 13,000 square feet of paved area.
This option would preserve the existing restrooms and would require the relocation of
mature existing trees to the South end of the Park. This option provides a safe and
optimal traffic flow (Exhibit C).
78 Standard Parking Spaces
17 ADA Accessible Parking Spaces
Total: 95 Parking Spaces
Ootion 3 - Demolition of Existinq Restrooms and Construction of Public Restrooms on 1st
Floor of the Wellness Center:
This option would provide approximately 103 standard parking spaces and 17 ADA
accessible parking spaces for a total of 120 parking spaces. This would be achieved by
expanding approximately 21,000 sq. ft. into the West area adjacent to the existing
parking lot. This option requires the Foundation to demolish the existing restrooms and
provide public restrooms within the Wellness Center development. This option would also
require the relocation of mature existing trees to the South end of the Park (Exhibit D).
103 Standard Parking Spaces
17 ADA Accessible Parking Spaces
Total: 120 Parking Spaces
Option 4 - Demolition of Existino Restrooms with a Public Restroom Buildino
Constructed on South Side of Allison Park:
This option mirrors Option 3 with the exception that it proposes for a restroom building of
approximately 500 sq. ft. to be constructed at the South end of the Park, independent of
the Wellness Center. However, this is not a favorable option as it impacts the only
greenspace remaining in the park (Exhibit D).
103 Standard Parking Spaces
17 ADA Accessible Parking Spaces
Total:'120 Parking Spaces
The Foundation is responsible for covering the cost of the relocation of the turtle sculptures. ln
the case that parking Option 1 is selected, the City will cover the expenses for the parking plan in
place to cover the ADA accessible playground and fitness circuit. lf any of the parking Options 2-4
are selected, the Foundation will assume the expenses for the parking expansion and the
construction of the public restrooms and showers. The City; however, will maintain the public
restrooms and showers.
Proposed Parking Regul ations
The following are proposed parking regulations being recommended to serve the operational
needs of the aforementioned parking generators as well as the proposed Wellness Center.
Parking space turnover is critical to maximizing parking availability; therefore, the following
regulations are recommended:
o A maximum time limit of four (4) hours for metered parking during meter enforcement
hours and Wellness Center operational hours even if beyond the established hours of
enforcement.o Additional disabled parking spaces (17) to meet the demand generated by the Wellness
Center. (Provided in all parking plans)
. Maximum time limits may be lifted when the Wellness Center is dark to allow for
residential parking opportunities.
3
994
Other Mobility Options
The City may also consider adding Citi Bike stations and a Car2Go space to have
additional options of transportation to and from the Park.
Additionally, the trolley loop could be extended one block south to 63'd Street, and an
additional stop provided in front of Allison Park. This would help facilitate access to other
parking facilities in the North Beach (e.g.72nd Street site and the parking garage at 67th
Street and lndian Creek Drive.)
ENVIRONMENTAL ANALYSIS
All construction located east of the Coastal Construction Control Line (CCCL) is regulated by the
Florida Department of Environmental Protection (FDEP) and the Florida Fish and Wildlife
Conservation Commission. The Wellness Center is being proposed east of the CCCL and
therefore development will require obtaining a Construction General Permit from FDEP. The
project will need to demonstrate that it will not negatively impact the beach and dune system and
sea turtle nesting habitat. The Foundation will be responsible for obtaining this permit and any
modifications required by these agencies for the development will be the responsibility of the
Foundation after approvalfrom the City.
RECOMMENDATION
The Administration recommends that the City Commission approve conceptual Option A, Parking
Option 3 and the proposed parking regulations. lt is also recommended for the City Commission
to authorize the City Manager to negotiate a ground lease for the use of the City-Owned land for
the development of the Wellness Center, based upon the essential terms set forth in the term
sheet attached hereto and incorporated herein as Exhibit A. The final negotiated ground lease
shall be subject to approval by the City Commission and by a majority of the voters in a City-wide
referendum, pursuant to Section 1.03(b) of the City's Charter. The approval of the ground lease
shall be placed on the March 15, 2016 election ballot.
Attachments: Exhibit A "Sabrina Cohen Foundation Adaptive Wellness Center Term Sheet"
Exhibit B "Proposed Wellness Center Conceptual Options"
Exhibit C "Parking Options I and 2"
Exhibit D "Parking Option 3 and 4"
^,, Jt-
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T:\AGENDA\201S\SeptembeAParks and Recreation (September 3O)\Memoradum - Resolution Approving Wellness
Center Concept Lease Agreement in Allison Park (FINAL).docx
4
995
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING OPTION A FOR THE PROPOSED
DESIGN, DEVELOPMENT, AND CONSTRUCTION OF A WELLNESS CENTER
lN ALLISON PARK; APPROVING THE PARKING PLAN lN OPTION 3; AND
AUTHORIZING THE CITY MANAGER AND CITY ATTORNEY'S OFFICE TO
NEGOTTATE A NrNETY-NINE (99) YEAR GROUND LEASE AGREEMENT
BETWEEN THE CITY AND THE SABRINA COHEN FOUNDATION, INC (THE
FOUNDATION), FOR APPROXIMATELY 5,100 SQUARE FEET OF CITY-
OWNED LAND AT ALLISON PARK FOR THE PROPOSED WELLNESS
CENTER, WHICH FINAL NEGOTIATED LEASE SHALL, AT A MINIMUM,
CONTAIN THE ESSENTIAL TERMS CONTAINED IN THE TERM SHEET SET
FORTH AS EXHIBIT IiA" TO THIS RESOLUTION, AND WHICH FINAL
NEGOTIATED LEASE SHALL BE SUBJECT TO APPROVAL BY THE CITY
COMMISSION, AND BY A MAJORry OF THE VOTERS IN A CITY.WIDE
REFERENDUM, PURSUANT TO SEGTION 1.03(b) OF THE CITY',S CHARTER.
WHEREAS, at the July 8, 2015 City Commission Meeting, the Sabrina Cohen
Foundation (the Foundation), requested that the City grant it a lease for use of City-owned land
in Allison Park (the Park), to develop, construct, maintain, and manage a Wellness Center, at
the sole cost and expense of the Foundation; and
WHEREAS, at the September 2,2015 City Commission Meeting, three (3) concepts
for the Wellness Center were presented by the Foundation: (i) Option A proposed a circular
shaped building, located at the center of the Park; (ii) Option B consisted of the conceptual
plan proposed for Option A, plus reserving the southern portion of the Park for future
expansion; and (iii) Option C proposed a rectangular building to be constructed at the
southern portion of the Park; and
WHEREAS, the Administration recommends approval of Option A, which covers
approximately 5,100 square feet of City-owned land in the Park, as it is the concept which
preserves the most of the natural greenspace and allows for the relocation of the tree canopy
currently at the Park, and which is the least obstructive of the proposed concepts; and
WHEREAS, the Park is served by Municipal Parking Lot No. P81, which currently has 74
standard parking spaces and 4 ADA accessible parking spaces, totaling 78 parking spaces
(Existing Parking Plan); and
WHEREAS, in the interest of preserving the historic value of the coral wall, and the
original Park boundaries in the southern section, the following parking options were considered
by staff for the Wellness Center Concept A:. Option 1 - Reconfigure the Existing Parking Plan to serve the ADA parking demand by
modifying the existing spaces to 17 ADA accessible parking spaces (Proposed ADA
Spaces) with 51 standard parking spaces for a new total 68 parking spaces;. Option 2 - lncrease the standard parking spaces plus Proposed ADA spaces, for a total
of 95 parking spaces, with optimum traffic flow by expanding parking west, adding
approximately 13,000 square feet of paved area, preserving the existing restrooms, but
requiring the relocation of mature existing trees to the south end of the Park;. Option 3 - lncrease the standard parking spaces to 103 plus the Proposed ADA spaces,
for a total of 12Q parking spaces, by demolishing the existing restrooms, and requiring
the Foundation to construct public restrooms, having approximately 500 sq. ft., on the 1"t
Floor of the Wellness Center, by expanding approximately 21,000 sq. ft. into the West
area adjacent to the existing parking lot and requiring the relocation of mature existing
trees to the south end of the Park; and
996
. Option 4 - Demolish existing public restrooms and increase the total parking spaces to
120 parking spaces, as required in Option 3; however, requiring the construction of said
restrooms at the south side of Park, instead of adjacent to the Wellness Center; and
WHEREAS, staff recommends Parking Option 3, which maximizes parking at the Park,
and preserves the greenspace south of the Park; and
WHEREAS, staff additionally is recommending the following implementation of parking
regulations at the Park to include:. a maximum time limit of four (4) hours for metered parking during meter enforcement
hours and Wellness Center operational hours even if beyond the established hours of
enforcement;. additional disabled parking spaces (17) to meet the demand generated by the Wellness
Center; ando maximum time limits may be lifted when the Wellness Center is dark to allow for
residential parking opportunities; and
WHEREAS, the Administration recommends that the City Commission approve
conceptual Option A, Parking Option 3, and the proposed parking regulations; and
WHEREAS, the Administration recommends authorizing the City Manager to negotiate
a ground lease for the use of the City-owned land for the development of the Wellness Center,
based upon the essential terms set forth in the Term Sheet attached and incorporated herein
as Exhibit "A" hereto, which final negotiated ground lease shall be subject to approval by the
City Commission and by a majority of the voters in a City-wide referendum, pursuant to
Section 1.03(b) of the City's Charter.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND GITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby approve Option A for the proposed design, development, and
construction of a Wellness Center in Allison Park; approve the parking plan in Option 3; and
authorize the City Manager and City Attorney's Office to negotiate a ninety-nine (99) year
ground lease agreement between the City and the Sabrina Cohen Foundation, lnc. (the
Foundation), for approximately 5,100 square feet of City-owned land at Allison Park for the
proposed Wellness Center, which final negotiated lease shall, at a minimum, contain the
essential terms contained in the Term Sheet set forth as Exhibit "A" to this Resolution, and
which final negotiated lease shall be subject to approval by the City Commission, and by a
majority of the voters in a City-wide referendum, pursuant to Section 1.03(b) of the City's
Charter.
PASSED and ADOPTED this 30th day of September,2015.
ATTEST:
Philip Levine, Mayor
Rafael E. Granado, City Clerk
F:\T_Drive\AGENDA\201s\SeptembeAParks and Recreation (September 30[Resolution - Approving Wellness Center Concept &
Lease Agreement in Allison Park.doc
APPROVED AS TO
FORM & LANGUAGE
997
Exhibit A
Term Sheet
998
TERM SHEET
GROUND LEASE
BETWEEN THE CITY OF MIAMT BACH (LESSOR OR THE C|TY) AND
THE SABRTNA COHEN FOUNDATTON, tNC. (LESSEE OR THE FOUNDATTON)
LEASED PREMISES Approximately 5,100 square feet of land,
located at Allison Park,6475 Collins Avenue,
plus an easement for any cantilevered
elements, if approved as part of the regulatory
design review board process.
99 years, no renewal options
$18.00 per year
(a) a state of the art public health and
Wellness Center catering primarily for
individuals living with physical and cognitive
disabilities, seniors, and able bodied
individuals with temporary injuries; and
including a physicaltherapy room, aqua-
therapy room, adaptive gym, treadmill training,
research & product testing room, Office of the
Foundation, conference room, library, and
healing room, for yoga, meditation, and art
therapy; (b) any revenue-generating uses
conducted from the premises must be in
accordance with the approved uses; revenue-
generating uses shall be used to fund the
maintenance, management and operation of
the Wellness Center.
8:00 A.M. to 8:00 P.M.
Monday through Sundays
the Foundation shall be responsible for all
expenses relating to the operation and
maintenance of the Wellness Center including,
without limitation, utilities, any applicable
taxes (personaland ad valorem).
The Foundation, at its sole expense, shall
maintain any insurance which may be
required by the City including, without
limitation, General Liability Property All Risk
EXHIBIT
I'i
DURATION AND TERM
AMOUNT OF RENT
USE OF LEASED PREMISES
HOURS OF OPERATION
NET LEASE
INSURANGE
999
IMPROVEMENTS
Goverage, Workers' Gompensation required
by Florida law; any construction work will
additionally require a Work Letter and Escrow
Agreement for the value of the construction
work; Payment and Performance Bond (Gity
as additional obligee); Builder's Risk
lnsurance; and Automobile Liability !nsurance.
The Foundation accepts the Leased Premises
in "As Is" condition. The Foundation shall
be responsible for the design, permitting and
construction of the Wellness Center at its sole
cost and expense, subject to City's approval
of the concept, design and plans and
specifications, and pursuant to all requisite
governmental approvals (including without
limitation, any City regulatory boards and
departments, the Florida Department of
Environmental Protection and Florida Fish
and Wildlife Gonservation Gommission). The
contractor shall be subject to approval by the
Gity. The Foundation shall be responsible for
any site and underground studies and
remediation which may be needed in
connection with the development of the
Wellness Genter at the Leased Premises. The
Development of the Wellness Genter shall
neither impact the surrounding areas nor
compromise or modify access to the beach
from its current condition. As part of the
development of the Wellness Center at the
Park, the Foundation shall be also be
responsible for the design, permitting,
development and construction costs related
to the following: (a) the relocation of the turtle
exhibits; and if City approves the expansion of
the existing parking plan (Expanded Parking
Plan), (b) the cost of said Expanded Parking
Plan, including the demolition and
construction of the public showers and
restrooms, similar in quality and size to the
existing ones at the Park, if required by said
Expanded Parking Plan.
The Foundation shall have the right to
terminate the Lease without cause at any time
prior to obtaining the ful! building permit for
2
FOUNDATION RIGHT TO TERMINATE
1000
DEED RESTRICTIONS CONCERNING
THE USE OF THE PROPERTY
SIGNAGE/NAMING RIGHTS
the construction of the Wellness Genter, each
party to bear their own costs and fees.
Following termination, the Gity shall have no
further obligation and/or liability to
Foundation with regard to the Lease.
(a) The Foundation shall remain a not-for-profit
corporation; (b) the Foundation shall not
discriminate; (c) no assignment, transfer,
sublease, subconcession or license
agreement shall be valid without the City's
consent (at City's sole discretion), which
consent, if given, may require the lessee to
pay fair market renUvalue for the Leased
Premises(the Foundation will be permitted to
subcontract for services consistent with the
permitted uses, subject to approvat by the Gity
Manager, which approval shall not be
unreasonably withheld); (d) all property
insurance and maintenance costs shall be the
responsibility of the Foundation; (e) Security
must be maintained at the Foundation's
expense; (f) all signage shall be subject to
approval by the Gity and applicable
governmental approvals; and (g) any violation
of the restrictive covenants shall be an event
of default.
lnterior/Exterior Signage/Sponsorship: the
Foundation shall have the right to erect
interior signage, including, without limitation,
temporary banners (temporary signage is
subject to City Manager's approval) and
exterior signage; provided, however, that the
names affixed thereon (including, without
Iimitation, any sponsorship names) shall be
subject to approval as required by the Gity's
Naming Ordinance, as codified in Chapter 82,
Article V!, Sections 82-501 through 82-505 of
the City Code, as shall be amended from time
to time. !f approved, any exterior or interior
signage shall be subject to review by the Gity.
ln no event may any approved interior or
exterior signage include the names of any
company selling the following types of
products ("Prohibited Names"): guns,
3
1001
LESSEE'S DUTY TO KEEP PREMISES
IN GOOD REPAIR
AUDIT AND FINANCIAL RECORDS
DELIVERABLES
OTHER PROVISIONS
tobacco or sexual products.
the Foundation shall be responsible for the
operation, maintenance and repair of the
Wellness Center, including roof, structure,
mechanical, plumbing, electrical, and general
maintenance and upkeep, as well as all
utilities.
the Foundation shall be required to maintain
financial records and records of the services
and programs it provides to the general
public; said records shall be subject to audit
by the City; within one hundred twenty (120)
days from the end of each calendar year, the
Foundation shal! provide audited financial
statements for the previous year.
within sixty days from the end of each
calendar year, the Foundation shall provide
the Gity with the following deliverables:
(a) annual budget for previous year; (b)
proposed budget for the following year; (c)
annual report with respect to the program and
services provided at the Wellness Center and
the number of people who participated or
received assistance for each program or
service; and (d) programmatic plan for the
upcoming year. The programmatic plan shal!
include discounted rates for Miami Beach
residents, as well as a preference for veterans
and Miami Beach residents.
additional provisions including, without
limitation, default clause, indemnification
clause, and other typical provisions contained
in the City's ground leases.
1002
Exhibit B
Propose d Wellness Cenfer Con ceptuol Opfions
1003
3.FUTURE GROWTH OPEN
2.MAIN LEVEL 8075 SO. FT
L=J PRELIMINARY
BUDGET:
9.531 SF/S350 SF. S3.335.8s0
WMffiMErcUT@R I
BNIrc I
A-CENTRAL C I RCU LAR/PLANS
l.GROUND LEVEL 1456 SQ. FT
SEPTEMBER 2015
re
1004
PERSPECTIVE FROM BEACH
PERSPECTIVE FROM PARKING
t
r
I
I
h
e
e
A-CENTRAL CI RCU LARA/I EWS
SEPTEMBER 201 5
1005
1006
PERSPECTIVE FROM BEACH
PERSPECTIVE FROM PARKING
2.SECOND LEVEL 4,350 SQ, FT
PRELIMINARY CONSTRUC
BTJDGET:
8.950 SF/S300 SF. $2.685.000
C.SOUTH SIDE LINEAR
l.GROUND LEVEL 4.600 SQ. FT
SEPTEMBER 201 5
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1007
Exhibit C
Porking Options I ond 2
1008
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1011
THIS PAGE INTENTIONALLY LEFT BLANK
1012
COMMISSION ITEM SUMMARY
Gondensed Title:
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH,
FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER PERTAININGTO
THE RANKTNG OF FIRMS, pURSUANT TO REQUEST FOR PROPOSAL (RFP) NO.2015-178-
WG FOR INSTALLATION AND OPERATION OF CITYWIDE AUTOMATED TELLER MACHINES
ATM) AT VARIOUS CITY.OWNED PROPERTIES AND FACILITIES.
lntended Outcome
Ensure ex ture trends are sustainable over the long term
Data Environmental Scan. etc: N/A
Item Summarv/Recommendation :
On May 6, 2015, the City Commission approved the issuance of the subject Request for Proposal.
The RFP was released on May 1 4,2015. A pre-proposal conference to provide information to the
proposers submitting a response was held on June 11,2015. On August 7,2015, the City
received four (4) proposals from Communitel, lnc., City Cash, LLC., Cord Financial Services and
Payment Alliance lnternational. The proposals submitted by City Cash, LLC., Cord Financial
Services and Payment Alliance lnternational failed to meet to the minimum requirements and were
therefore deemed non-responsive.
On July 6, 2015, the City Manager appointed, via letter to Commission (LTC) No. 274-2015, an
Evaluation Committee which convened on September 18, 2015, to considerthe proposal received.
The Committee was instructed to score and rank the proposal pursuant to the evaluation criteria
established in the RFP. The results of the evaluation committee process were presented to the
City Manager for his recommendation to the City Commission.
After reviewing the submission and the Evaluation Committee's ranking of the proposal, the City
Manager recommends that the Mayor and the City Commission of the City of Miami Beach, Florida,
authorize the Administration to enter into negotiations with Communitel, lnc., and furtherauthorize
the Mayor and City Clerk to execute an agreement with Communitel, lnc., upon completion of
successful negotiations by the Administration.
RECOMMENDATION
ADOPT THE RESOLUTION.
At its March 11,2015, meeting, the Finance and Citywide Projects Committee recommended
releasing an RFP for qualified companies to bid on placement of ATM machines throughout the
Financial I nformation :
Source of
Funds:
Amount Account
1
2
Financial lmpact Summary: This RFP is intended to be revenue generating and should not
create any operational costs for the City.
Clerk's Office
Alex Denis, Extension 6641
Siqn -Offs:
Dfhartment ffector Alsiftant City ler City M nager
Ms/!u AD ry K8.ry7 Ml JLM/\_
t 15-178-WG ATM:.doc
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T:\AGE
AGEIIDArrEili nJ f# MIAMIBTACH axrry- ?-fu-l{1013
4 MIAMIBEACH
Cify of Miomi Beoch, .l700 Convention Center Drive, Miomi Beoch, Florido 33139, www.miomibeochfl.gov
COMMISSI MEMORANDUM
TO:Mayor Philip Levine and Members of City Commi
FROM: Jimmy L. Morales, City Manager
DATE: September 30, 2015
MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY
MANAGER PERTAINING TO THE RANKING OF FIRMS, PURSUANT TO
REQUEST FOR PROPOSAL (RFP) NO. 2015-178-WG FOR INSTALLATION AND
oPERATTON OF CTTYWTDE AUTOMATED TELLER MACHINES (ATM) AT
VARIOUS CITY.OWNED PROPERTIES AND FACILITIES.
ADMIN ISTRATION RECOMMENDATION
Adopt the resolution.
KEY INTENDED OUTCOME SUPPORTED
Build and maintain priority infrastructure with full accountability.
FUNDING
This RFP is intended to be revenue generating and should not create any operational costs for the
City.
BACKGROUND
At its March 11,2015, meeting, the Finance and Citywide Projects Committee recommended releasing
an RFP for qualified companies to bid on placement of ATM machines throughout the City. The
Administration issued RFP 2015-178-WG to seek proposals from qualified firms interested in
partnering with the City for the installation and operation of citywide automated teller machines (ATM)
at various city-owned properties and facilities.
RFP PROCESS
On May 6,2015, the City Commission approved the issuance of the subject Request for Proposal. The
RFP was released on May 14,2015. A pre-proposal conference to provide information to the proposers
submitting a response was held on June 11,2015. On August 7,2015, the City received four (4)
proposals from Communitel, lnc., City Cash, LLC., Cord Financial Services and Payment Alliance
lnternational. The proposals submitted by City Cash, LLC., Cord Financial Services and Payment
Alliance lnternational failed to meet to the minimum requirements and were therefore deemed non-
responsive.
On July 6, 2015, the City Manager appointed, via letter to Commission (LTC) No. 274-2015, an
Evaluation Committee (the Committee), consisting of the following individuals:
. Raul Gonzalez, Leasing Specialist, Office of Real Estate, City of Miami Beach
. Matt Hollander, GM of the Convention Center. Manny Marquez, Revenue Manager, Finance Department, City of Miami Beach
The following Alternates were also appointed:o Bruce Lamberto, Engineering Assistant, Public Works Department, City of Miami Beach
. Allison Williams, Chief Accountant, Finance Department, City of Miami Beach
1014
Commission Memorandum - RFP 2015-178-WG lnstallation and Operation of Citywide Automated
Teller Machines (ATM) at Various City-Owned Properties and Facilities
September 30, 2015
Page 2
The Committee convened on September 18,2015, to consider the sole responsive proposal received.
The Committee was provided an overview of the project, information relative to the City's Cone of
Silence Ordinance and the Government in the Sunshine Law. The Committee was also provided
general information on the scope of services, references, and a copy of each proposal. The Committee
was instructed to score and rank the proposal pursuant to the evaluation criteria established in the RFP.
Proposer Experience and Qualifications, including Financial Capability
Approach and Methodology
Scope of Services
Public Benefit
25
15
15
15
The RFP also stipulated that additional points would be applied, if applicable pursuant to the City's
Veteran's Preference Ordinance. However, the proposer was not eligible for the veteran's preference.
The Committee discussed the proposer's qualifications, experience, and competence, and further
scored the proposer accordingly. The final ranking is as follows:
ln determining responsiveness and responsibility of the firm, the Procurement Department verified
compliance with the minimum requirements established in the RFP, financial capacity as contained in
the Dun & Bradstreet Supplier Qualifier Report, and past performance through client references
submitted by each proposer.
MANAGER'S DUE DILIGENCE
After reviewing the submission and the Evaluation Committee's ranking of the proposal, the City
Manager exercised his due diligence and is recommending that the Mayor and the City Commission
authorize the Administration to enter into negotiations with Communitel, lnc. The RFP is revenue
generating and should not create any operational costs for the City. Communitel, lnc., has proposed
42o/o o'f gross revenues be provided to the City.
CONCLUSION
The Administration recommends that the Mayor and City Commission of the City of Miami Beach,
Florida, approve the resolution accepting the recommendation of the City Manager, pursuant to Request
for Proposal (RFP) No.2015-178-WG, for lnstallation and Operation of Citywide Automated Teller
Machines (ATM) at Various City-owned Properties and Facilities, authorizing the Administration to enter
into negotiations with Commmunitel, lnc.; and further authorizing the Mayor and City Clerk to execute an
:i#i:,*ffi::::::::::::::"n'''*'"sbvheAdmnsra"n
1015
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MTAMI
BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER,
PURSUANT TO REQUEST FOR PROPOSAL (RFp) NO. 2015-178-WG FOR
INSTALLATION AND OPERATION OF CITYWIDE AUTOMATED TELLER MAGHINES
(ATM) AT VARTOUS CITY-OWNED PROPERTTES AND FACTLTTTES, AUTHORIZING
THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH COMMUNITEL, INC.,
AS THE SOLE RESPONSIVE PROPOSER; AND FURTHER AUTHORIZING THE
MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT WITH GOMMUNITEL,
INC., UPON CONCLUSION OF SUCGESSFUL NEGOTIATIONS BY THE
ADMINISTRATION.
WHEREAS, Request for Proposal No. 2015-178-WG (the RFP) was issued on May 14,2015,
with an opening date of August 7,2015; and
WHEREAS, a voluntary pre-proposal meeting was held on June 11,2015; and
WHEREAS, the City received four (4) proposals from Communitel, lnc., City Cash, LLC., Cord
FinancialServices and PaymentAlliance lnternational, lnc. ; and
WHEREAS, the proposals submitted by City Cash, LLC., Cord Financial Services and Payment
Alliance lnternational, lnc., failed to meet to the minimum requirements and were therefore deemed non-
responsive.; and
WHEREAS, on July 6, 2015, the City Manager via Letter to Commission (LTC) No. 274-2015,
appointed an Evaluation Committee which convened on May 20,2015 to consider the proposal received
by Communitel, lnc.; and
WHEREAS, the Committee was provided an overview of the pQect, information relative to the
City's Cone of Silence Ordinance and the Government Sunshine Law; general information on the scope
of services, references, and a copy of the proposal; and
WHEREAS, the Committee was instructed to score and rank the proposal pursuant to the
evaluation criteria established in the RFP; and
WHEREAS, after reviewing all the submission and the Evaluation Committee's rankings, the City
Manager exercised his due diligence and is recommending that the Administration be authorized to enter
into negotiations with Communitel, lnc., as the sole responsive proposer
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF
THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission hereby accept the
recommendation of the City Manager, pursuant to Request for Proposals No. 2015-178-WG (the RFP),
for the lnstallation and Operation of Citywide Automated Teller Machines (ATM) at Various City-owned
Properties and Facilities; authorizing the Administration to enter into negotiations with Communitel, lnc.,
as the sole responsive proposer; and further authorizing the Mayor and City Clerk to execute an
Agreement with Communitel, lnc., upon conclusion of successful negotiations by the Administration.
PASSED AND ADOPTED this day of
ATTEST:
2015.
Rafael E. Granado, City Clerk Philip Levine, Mayor APPI?OVED AS TO
FORM & LANGUAGE
T:\AGENDAt201S\SeptembeAPROCUREMENT\RFP 2015-178-WG lnstallation and Operation
Automated Teller Machines (ATM) at Various City-owned Properties and Facilities - Resolution.doc
1016
COMMISSION ITEM SUMMARY
Condensed Title:
A Resolution Of The Mayor And City Commission Of The City Of Miami Beach, Florida, Approving And Authorizing
The City Manager And City Clerk To Execute A Settlement Agreement Between The City Of Miami Beach And
Bermello Ajamil & Partners, lnc., (BAP) ln The Negotiated Amount Of $80,000 For Extended Professional
Construction Engineering And lnspection Services (CEl) For The Florida Department Of Transportation (FDOT)
Roadway lmprovements Along lndian Creek Drive Between 26th And 41st Streets
Build and maintain infrastructure with full
Supporting Data (Surveys, Environmental Scan, etc.): The 2014 Customer Satisfaction Survey indicated that over
77% of residents rated recentlv completed capital improvement proiects as "excellent" or "qood".
The Florida Department of Transportation (FDOT) identified the need to perform roadway milling and resurfacing
along lndian Creek Drive from 26tn to 4lstStreets as part of its five (5) year transportation plan. The FDOT work
consisted of roadway milling and resurfacing, guardrail replacements, sidewalk replacement and bump-out
construction at certain intersections. At the time, the City had planned two (2) capital project elements which
consisted of the installation of a new 12-inch diameter water transmission main from 26th to 41st Street, along lndian
Creek Drive, as well as the replacement of an existing wastewater interceptor pipe along lndian Creek Drive,
between 28th and 41"tStreets.
On March 18, 2009, the City Commission, pursuant to lnvitation to Bid 28-07/08, awarded a contract to proceed
with the construction services for the installation of water mains, sanitary sewer mains, milling, and resurfacing
improvements along lndian Creek Drive from 26th to 41't Streets.
On September 9, 2009, the City Commission approved Resolution No. 2009-27169, to enter into a professional
services agreement with the firm Bermello Ajamil & Partners, lnc. (BAP) for professional CEI services for the FDOT
work along lndian Creek Drive from 26'n to 41'' Street in the amount of $129,942.74.
On July 13, 2011 , the City Commission through Resolution No. 201 1-27703, approved a settlement agreement
between the City and the Contractor in the amount of $1 ,197,966 for additional work related to water service
transfers and side street service connections to the newly installed 12-inch watertransmission main and the work
associated with an FPL duct bank in conflict with the proposed sewer main.
The original project substantial completion date was August 23,2010. Due to the additional scope of work, the
contract's completion date was extended to May 2012. During this additional time, BAP was required to perform
extended CEI services, above and beyond the services contemplated under the original negotiated professional
services agreement. The additional costforthe extended CEI services submitted by BAP was $1 17,213.58. AAP
provided substantial documents supporting this amount. Staff reviewed the documentation and was able to
substantiate $73,000 in additional costs for the extended services provided. On or about April 10, 2015, BAP filed a
law suit against the City seeking damages of $108,997.35 plus prejudgment interest; plus costs; and for such
further relief as the court may deem just and fair pertaining to the Project. ln an effort to resolve this issue, the City
negotiated a settlement in the amount of $80,000. BAP has accepted the City's negotiated amount for the additional
costs incurred and has executed the attached settlement agreement.
It is recommended that the and Citv Commission adoot the resolution.
424-2949-061357 Water and Sewer Bonds 20005
Financial lmpact Summary: N/A
David Martinez, Ext. 6972
ptember\ClP - Seplember 3C,Be.me:lJ S?lilenie.',iSer:1el!. Setllsrneni SUM[4ARY dccx
,DU
AGENDA "'U frl I<
olr;e 1-30-lSMIAMIBEACH1017
tlf- A r*"1 iLJLA\"-[i
City of Miomi Beoch, .l700 Convenlion Center Drive. Miomi Beoch, Florido 33I39, www.miomibeochfl.gov
COMMISSION MORANDUM
TO:Mayor Phillip Levine and Members City
FRoM: Jimmy L. Morales, City Manager
DATE: September 30, 2015
SUBJECT: A RESOLUTION OF THE MAYOR IND CITY COMMISSION OF THE CITY
OF MIAMI BEAGH, FLORIDA, APP AND AUTHORIZING THE CITY
MANAGER AND CITY CLERK TO EXECUTE A SETTLEMENT
AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND BERMELLO
AJAMIL & PARTNERS, lNC., (BAP) IN THE NEGOTIATED AMOUNT OF
$8O,OOO FOR EXTENDED PROFESSIONAL CONSTRUCTION
ENGTNEERTNG AND TNSPECTTON SERVTCES (GEr) FOR THE FLORIDA
DEPARTMENT OF TRANSPORTATTON (FDOT) ROADWAY
IMPROVEMENTS ALONG INDIAN CREEK DRIVE BETWEEN 26TH AND
41ST STREETS
ADMINISTRATION RECOMM EN DATION
Adopt the Resolution.
KEY INTENDED OUTCOME
Build and maintain priority infrastructure with full accountability.
FUNDING
Funding for this additional professional construction engineering inspection services has been
previously appropriated from the following fund:
$80,000 424-2949-061357 Water and Sewer Bonds 20003
BACKGROUND
The Florida Department of Transportation (FDOT) identified the need to perform roadway milling
and resurfacing along lndian Creek Drive from 26th to 41"1 Streets as part of its five (5) year
transportation plan. The FDOT work consisted of roadway milling and resurfacing, guardrail
replacements, sidewalk replacement and bump-out construction at certain intersections. At the
time, the City had planned two (2) capital project elements which consisted of the installation of
a new 12-inch diameter water transmission main from 26th to 41't Street, along lndian Creek
Drive, as well as the replacement of an existing wastewater interceptor pipe along lndian Creek
Drive, between 28th and 41't Streets.
On October 31, 2007 , the City entered into a Joint Participation Agreement (JPA) with the FDOT
for the construction of roadway improvements along lndian Creek Drive between 26th and 41't
Street. FDOT provided the City with construction plans prepared by Corradino Group and
1018
Commission Memorandum - Bermello Ajamil Settlement Agreement
September 30, 201 5
Page 2
agreed to contribute with project funding in the amount of $1,501,000. The agreed upon funding
for the FDOT portion of the work under the JPA between the City and FDOT was as follows:
. Project Construction. Project Construction Engineering and lnspection (CEl) Services. Total Project Estimate
$1,365,000$ 136.000
$1,501,000
Pursuant to section 2C oI the JPA, the City was to advertise for bids, let the CEI and
construction contracts, administer, supervise, and inspect all aspects of FDOT's portion of the
project. The City was required to retain the services of a CEl, which supervised the roadway
improvements. FDOT allocated $136,000 for such services.
On September 9, 2009, the City Commission approved Resolution No. 2009-27169, to enter
into a professional services agreement with the firm Bermello Ajamil & Partners, lnc. (BAP) for
professional CEI services for the FDOT work along lndian Creek Drive from 26th to 41't Street in
the amount of $129,942.74.
ANALYSIS
On March 18, 2009, the City Commission, pursuant to lnvitation to Bid 28-07108, awarded a
contract to proceed with the construction services for the installation of water mains, sanitary
sewer mains, milling, and resurfacing improvements along lndian Creek Drive from 26th to 41't
Streets.
On July 13, 2011, the City Commission through Resolution No. 201 1-27703, approved a
settlement agreement between the City and the Contractor in the amount of $1,197,966 for
additional work related to water service transfers and side street service connections to the
newly installed 12-inch water transmission main and the work associated with an FPL duct bank
in conflict with the proposed sewer main.
The original project substantial completion date was August 23, 2010. Due to the additional
scope of work, the contract's completion date was extended to May 2012. During this additional
time, BAP was required to perform extended CEI services, above and beyond the services
contemplated under the original negotiated professional services agreement. The additional
cost for the extended CEI services submitted by BAP was $1 17,213.58. BAP provided
substantial documents supporting this amount. Staff reviewed the documentation and was able
to substantiate $73,000 in additional costs for the extended services provided. On or about
April 10,2015, BAP filed a law suit against the City seeking damages of $108,997.35 plus
prejudgment interest; plus costs; and for such further relief as the court may deem just and fair
pertaining to the Project. ln an effort to resolve this issue, the City negotiated a settlement in the
amount of $80,000. BAP has accepted the City's negotiated amount for the additional costs
incurred and has executed the attached settlement agreement. (Attached)
CONCLUSION
The Administration recommends approval of the Resolution.
Attachment:
Settlement Agreement
JLM/ETC/A$\
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1019
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAM! BEACH, FLORIDA, APPROVING AND AUTHORIZING THE
CITY MANAGER AND CITY CLERK TO EXECUTE THE ATTACHED
SETTLEMENT AGREEMENT AND RELEASE BETWEEN THE CITY OF
MIAM| BEACH AND BERMELLO AJAMIL & PARTNERS, !NC. (BAP), tN
THE NEGOTIATED AMOUNT OF $8O,OOO, FOR EXTENDED
PROFESSIONAL CONSTRUCTION ENGINEERING AND INSPEGTION
SERVICES (CEr) FOR THE FLORTDA DEPARTMENT OF
TRANSPORTATION (FDOT) ROADWAY TMPROVEMENTS tN THE CITY
ALONG INDIAN CREEK DRIVE BETWEEN 26TH AND 41ST STREETS.
WHEREAS, the State of Florida Department of Transportation (FDOT) identified the
need to perform roadway milling and resurfacing along lndian Creek Drive from 26th to 41tt
Streets as part of its five year transportation plan; and
WHEREAS, the City had two (2) capital project elements which consisted of the
installation of a new 12-inch diameter water transmission main from 26th to 41st Street, along
lndian Creek Drive, as well as the replacement of an existing 1S-inch diameter wastewater
interceptor along lndian Creek Drive, between 28th and 41tt-Streets; and
WHEREAS, on October 31 ,2007, the City entered into a Joint Partnership
Agreement (JPA) with the Florida Department of Transportation (FDOT) forthe construction
of roadway improvements along lndian Creek Drive between 26th and 41't Street (the
Project); and
WHEREAS, the Project's original substantial completion date was scheduled for
August 23, 2010. As a result of the water service transfers and side street service
connections to the newly installed 12-inch watertransmission main and the FPL sewer main
conflict, contract final completion was achieved May 2012; and
WHEREAS, BermelloAjamil& Partners, lnc. (BAP) continued providing construction,
engineering, and inspection (CEl) services forthe Project perthe original agreement beyond
August 23,2010; and
WHEREAS, on or about April 10,2015, BAP filed a lawsuit against the City, styled
Bermello Ajamil and Pafiners, lnc. v. The City of Miami Beach, Florida, Case No.2015-
006980-CA-01, in the Eleventh Judicial Circuit Court in and for Miami-Dade County, Florida,
seeking damages of $108,997.35, plus prejudgment interest, costs, and for such further
relief as the Court may deem just and fair pertaining to the Project; and
WHEREAS, City staff reviewed the proposal and documentation submitted by BAP
and was able to substantiate some of the additional costs for the extended CEI services
provided by BAP; and
WHEREAS, the City negotiated a settlement in the amount of $80,000 for the
disputed claims; and
WHEREAS, the City and BAP desire to resolve, compromise, and settle any and all
claims and disputes regarding the Project; and
1020
WHEREAS, BAP has accepted the City's negotiated amount of $80,000 for the
additional costs it incurred, and BAP has executed the attached Settlement Agreement and
Release.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION
OF THE CITY OF MIAM! BEACH, FLORIDA, that the Mayor and City Commission hereby
approve and authorize the City Manager and City Clerk to execute the attached Settlement
Agreement and Release between the City of Miami Beach and Bermello Ajamil& Partners,
lnc., (BAP) in the negotiated amount of $80,000, for extended professional construction
engineering and inspection services (CEl) performed by BAP for the Florida Department of
Transportation roadway improvements in the City along lndian Creek Drive between 26th
and 41st Streets.
PASSED and ADOPTED this day of 2015.
Philip Levine, Mayor
ATTEST:
Rafael E. Granado, City Clerk APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION!L-A'\- q(ag
-
CityAttorney
{
Dote
\,5
JLM/ETC/DM
F:\T_Drive\AGENDA\201s\September\ClP - September 30\Bermello Settlement\Bermello Settlement - RESO.doc
1021
SETTLEMENT AGREEMENT AIID.RELEASE
This Settlement Ageement and Release ("settlement Agreemenf') is made and entered
into this day of , 20l5,by and between BERMELLO AJAMIL & PARTNERS,
INC., a Florida corporation, (hereinafter "BAP") and the CITY OF MIAMI BEACH, FLORIDA,
a municipal oorporation (hereinafter, the "CITY'). BAP and the CITY may also be referred to
individually as a "Party," and collectively as the "Parties."l
RECITALS
WHEREAS, the CITY retained BAP to perform professional certified engineer
inspection (CED services, in connection with the Florida Departnent of Transportation (FDOT)
work included in the water mains and sanitary sewer mains, and milling and resurfacing
improvements along tedian Creek Drive, between 266 and 41st Streets, in Miarni Beach, Florida
(hereinafter the "Proj ect');
WHEREAS, pursuant to Resolution No. 2009-27169, on September 9,2009, the CITY
entered into an agreement with BAP for said CEI services for the Project (the "Contract");
WIilREAS, during the course of the Project, numerous construction issues arose with
respect to water main installation and other additionai work, which extended the completion time
of the hoject. As a resulg BAP was required to perform extended CEI services above and
beyond the services contemplated under the Contact;
WEEREAS, BAP asserted claims for additional compensation pertaining to the Project,
of which the CITY disputed the value of such additional services;
WIIEREAS, on or about April 10, 2015, BAP filed that certain action styled as,
Bermello Ajamil and Partners, Irrc. v. The City of Miami Beach, Florida, Case No. 2015-006980-
CA-01, in the Eleventh Judicial Circuit in and for Miarni-Dade County, Florida (the "Action"),
against the CITY, seeking damages pertaining to the Project;
WHEREAS, the Panies desire to resolve, compromise and settle any and all claims and
disputes, past, present or future, regarding the Project, regardless of responsibility, which were,
or could have been, asserted in the Action based upon the terms set forttr in this Settlement
Agreement;
WHEREAS, the Parties believe it would be in their best interests and the interests of
their respective citizens to agree to the provisions of tlis Settlement Ageement.
' Wherever used herein, th€ tenm '?arqy'' or "Parties" shall include singular and phual officers, directors, officers,
heirs, legal representatives, assigns of individuals, and the successors and assips of corporations, and the use of any
gender shall be held to include every other and all genders, wherever the context so admits or requires,
1022
NOW THEREFORE, in consideration of the mutual covenants, agreements,
rurdertakings and representations contained herein and other good and valuable consideration, the
receipt and sufEciency of which are hereby acknowledged by the Parties, the CITY and BAP
agree as follows:
1. Recitals: The above Recitals are true and correct and are hereby made a material part
of this Settlement Agreement and are binding upon the Parties.
2. Settlement: The Parties hereby settle and compromise all claims of any kind or
nature (including any claims for attomey's fees and costs), relating, arising out of and/or in
connection with the Project, except as set forth herein.
3. Settlement Terms: ln consideration for the releases executed herein, the Parties
agr€e:
(a) The CITY agrees to pay BAP the sum of Eighty Thousand Dollars and No
Cents ($ 8 0,000. 0 0) (the " Settlement Palment").
O) The CITY will seek to place this item on the Agenda for the CITY
Commission Meeting following the approval of the Settlement Agreement in form and
correctness by the CITY Attomey and execution of the Settlement Agreement by BAP.
(c) Subject to the CITY Commission's approval of this Settlement
Agreement the Settlement Payment shall be made to BAP within thirty (30) days
following CITY Commission approval of the Settlement Agreement, execution by the
CITY of the associated Resolution approving such settlement and execution of the
Settlement Agreement by the Parties.
(d) Wi&in ten (10) days of the CITY's payment of the Settlement Payment to
BAP pursuant to the terms and conditions set forth herein, BAP shall fi.le with the Court a
Notice of Dismissal with Prejudice of the Action, each party to bear its own attorney's
fees and costs.
4, Limited Releases: In furttrer consideration of the execution of this Settlement
Agreement, the Parties for themselves and their respective parent companies, subsidiaries,
divisions, affrliates, unit owners, insurers, officers, directors, agents, employees, subcontractors,
representatives, successors and assigns (the "CITY Releasors" or "BAP Releasors," as the case
may be), hereby execute, subject to the conditions and exclusions set forth in this Settlement
Agreement the following Releases:
(a) The BAP Releasors' Release of the CITY Releasors: Upon paynent of
the Settlement Payment by the CITY, the BAP Releasors hereby remise, release, acquit,
satisff and forever discharge the CITY Releasors, which throughout this Settlement
Agreement includes, but is not limited to, its affiliates, Commissioners, insslsrs, sureties,
1023
directors, officers, employees, agents and attomeys, together with its hets, execu0ors,
administators, associates, representatives, successors and assigns, of and from any and
all manner of past, present and futtre slsims, action and actions, suits, debts, dues, sums
of money, accounts, reckonings, bonds, bills, specialties, covenants, contacts,
controversies, agreements, promises, variances, ffespasses, obligations, damages,
judgments, costs, expenses, cause and causes of action, executions, claims, liabilities, and
demands whatsoever, in law or in equity, whether for compensatory, punitive, or other
damages (collectively referred to in this Paragraph as the "Claims"), whieh the BAP
Releasors have held or now hold, ever had, now have, or which the BAP Releasors
hereinafter can, shall or may have against the CITY Releasors, for any and all Claims,
whether known or unknown, arising from, pertaining to and/or in any way relating to the
Project including, without limitation, Claims arising from or relating to demands for
additional compensation for additional services, which were made or could have been
made inthe Action.
(b) The CITY Releasors' Release of the BAP Releasors: Upon dismissal of
the Action with prejudice by BAP, the CITY Releasors hereby remise, release, acquit,
satisff and forever discharge the BAP Releasors, which throughout this Settlement
Agreement includes, but is not limited to, its affrliates, insurers, sureties, directors,
officers, employees, agents and attorneys, together with its heirs, executors,
administators, associates, representatives, successors and assigns, of and from any and
all manner of past, present and future sl6ims, action and actions, suits, debts, dues, sums
of money, accountsn rcckonings, bonds, bills, specialties, covenants, contracts,
controversies, agreements, promises, variances, trespasses, obligations, damages,
judgments, costs, expenses, cause and causes of action, executions, claims and liabilities,
and demands whatsoever, in law or in equity, whether for compensatory, puritive, or
other damages (collectively referred to in this Paragraph as the "Claims"), which the
CITY Releasors have held or now hold, ever had, now have, or which the CITY
Releasors hereinafter caru shall or may have against the BAP Releasors, for any and all
Claims, whether known or unknown, arising from, pertaining to and/or in any way
relating to the Project including, without limitation, Claims arising from or relating to
demands or claims for additional compensation for additional services, which were made
or could have been made in the Action.
5. No Admission of Liabilitv: It is rmderstood and agreed that the claims in the Action,
which are the subject of this Settlement Agreement, are disputed claims and that the execution of
this Settlement Agreement by the Parties, and any exclusions set forth herein, are not intended to,
and shnll not in any way, constitute or be deemed an express or implied admission or acceptance
of any negligence, misconduct, responsibility or liability by the Parties or an admission against
interest by the Parties, and that the Parties expressly and specifically deny all such claims. Such
consideration is being glven to reduce the expense, uncertainties and hazards of litigation and to
1024
mitigate damages to each of the Parties. There shall not be any implication by any trier of fact or
law of any admission or acceptance of liability or admission against interest by the Parties and it
shall not be used agains the Parties in any attempt to prove any future liability claims.
6. Bindins Effect: CITY Commission Approval as Condifion Precedent: Subject to
the following conditions set forth herein including without limitation, CITY Commission
approval and execution and notarization by the Parties, this Settlement Agreement shall be
binding upon the Parties and their respective successors and assigns.
(a) The Parties hereto understand and agree that as a condition precedent to
the effectiveness of this Settlement Agreement, the Settlement Agreement shall not be
binding on the Parties and their respective successors and assigus until such time as the
CITY Commission has approved same, and the Settlement Agreement is fully executed
and notarized by the Parties to the Settlement Agreement.
(b) CITY Commission approval is a material condition precedent to the
execution and enforceability of this Settlement Agreement, without which the CITY does
not agree to, and is not subject to, the terms and conditions contained herein and the
Settlement Agreement shall be deemed null and void and of no force and effect.
7. Consideration; Leeal Representation: The Parties acknowledge that this Settlement
Agreement is fully and adequately supported by sufficient and adequate consideration and is fair
and reasonable. The Parties further acknowledge and agree that (i) each Party has had the
opportunity to consult with, and has in fact consulted with such professionals, experts and legal
counsel of its choice as such Party may have desired with respect to all matters settled and
resolved herein; (ii) each Party has participated firlly in the negotiation and preparation of this
Settlement Agreement; (iii) each Party has carefully reviewed this Settlement Agreement and is
entering into same freely; and (1v) this Settlement Agreement is entered into in good faith and
was not obtained by fraud, misrepresentation, or deceit. Accordingly, this Settlement Agreement
shall not be more stictly construed against any Party.
8. Authoritv: Each Party represents and warrants to the other that the execution and
delivery of this Settlement Agreement has been duly approved by all requisite and corporate or
parhrership action (as applicable) required to be taken by zuch Party and each of the signatories
hereto has the authority to execute this Settlement Agreement and to bind the Party on whose
behalfhe or she has signed.
9. Severabilitv: [n the event any term or provision of this Settlement Agreement is
determined by appropriate judicial authority to be illegal or otherwise invalid, such provision
shall be considered separate and severable from this Settlement Agreement and the remaining
provisions of the Settlement Agreement shall remain in fuIl force and eflect and bind the Parties
as though the illegal or unenforceable provision had never been included in the Settlement
Agreement.
1025
10. Modificatiou Waiver: This Settlement Agreement may only be modified in uriting
signed by both Parties. No waiver or modification of the Settlernent Agreement or of any
covsnant, condition or limitation contained herern, shall be valid unless in writing and signed by
all Parties to the Settlement Agreement, or their authorized counsel. If the CITY or BAP excuses
or condones any breach or default by the other Party of any obligation under this Settlement
Agreement this shall not be a waiver of such obligation with respect to any continuing
obligation or subsequent breach or default and no such waiver shall be implied.
11. Choice of Law: This Settlement Agreement is being consummated in the State of
Florida, and the performance by the Parties hereto is in the State of Florida. This Settlement
Agreement shall be consbrued and governed in accordance withthe laws of the State of Florida.
12. Yenue: The sole and exclusive venue for any dispute or lawsuit arising out of, or in
connection with, this Settlement Agreement iasluding, without limitation, its interpretation and
effect, and any action to enforce any provision contained herer4 shall be in a court of compctent
jr.risdiction in and for Miami-Dade County, Florida. The Parties expressly agree to waive trial
by jury to enforce this Settlement Agreement.
13. Entire Agreement: This Settlement Agreement constitutes the full and entire
agreement and understanding between the Parties as related to the Project and there are no
agreements, representations or warranties except as specifically set forth herein. The terms of
this Settlement Agreement are contactual and not a mere recital. This Settlement Agteement
replaces any prior or contempoftmeous written or oral representation or understanding about the
terms of this Settlement Agreement. All prior agreements, discussions, negotiations, letters,
demands and writings of any kind are fully merged into this Settlement Agreement and are to be
construed to be of no further force or effect, it being the intention of the Parties that this
Settlement Agreement shall ssrvg as the sole and entire expression of their agreement and
understanding. This Settlement Agreement shall be binding on, and shall insure to the benefit of,
the respective successors and assigns, rf any, of each Party. However, CITY Commission
approval and execution and notarization by all Parties shall be a condition precedent to the
effectiveness ofthis Settlement Agreement as binding against any Party.
14. Captions and Headinesl R.ef.prences: The captions and headings of this Settlement
Agreement are for the purpose of convenience of reference only and in no way define, limit or
describe the scope or intent of the Settlement Agreement or in any way affect the terms and
conditions of this Settlement Agreement. All references in the Settlement Agreement to the
terms "herein," "hereunder," 'tereof' and words of similar import shall refer to this Settlement
Agreement as distinguished from the Paragraph, Section and/or Subsection within which such
term is located.
15. Counterparts: This Settlement Agreement may be executed in counterparts with the
sarne force and effect as if any signatures appeared on the same document. The Parties further
1026
a$ee that facsimile, digitally transmitted and electonic copies of an original signature shall be
accepted as an authentic original signature.
16. Third Parties: Nothing express or implied in this Settlement Agreement is intended
or should be construed to confer upon or grve any percon or entity, other than the CITY and
BAP, any rights or remedies under, or by reason of, this Settlement Agreement.
IN WITNESS WHEREOF, the Parties have set their hands and seals on the day and date
first uritten above:
lRemainder of page left intentionally blonk Signatures on the following pages.f
6
1027
BERMELLO AJAMIL & PARTNERS,INC.
Attest:
5ut+ A. Bnrcos
PrintName
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instnrment was acknowledged before me rhrs,QTTVday of Ald Oaf
z}ls,Ay At)i "{ntq)t- ut PCest-D*ii of Bermello Ajam-it & Partners,Inc., who
is personally known to me or who has produced .---*_-_
identification).
(type of
Notary Public - State of Florida
My Commission Expires:
1028
THE CITY OF MIAMI BEACH,TLORIDA9
a Municipal Corporation of the State of Florida
Print Name:
Title:
By:
ATTEST:
CITY CLERK
SEAL:
APPROVED AS TO FORM A}ID
CORRECTNESS:
-L 0"F l(ztI15
CITY ATTORNEY
1029
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1030
R7 - Resolutions
R7L A Resolution Approving And Authorizing The Mayor And City Clerk To Execute Change
Order No. 4 To Lanzo Construction Co., For Design And Construction Of Remaining
Street lmprovements For The Sunset Harbour Pump Stations Retrofit And Drainage
lmprovements Project, To Bring Purdy Avenue, West Avenue And 18th Street To A 3.7
Feet NAVD Elevation, And The Replacement Of The 20-lnch Water Main Along Dade
Boulevard From Alton Road To The Bridge West Of Purdy Avenue For A Total
Construction Cost Of $6,437,131 Plus A $643,713 Contingency.
(Sponsored by Commissioner Michael Grieco)
(Legislative Tracking: Public Work)
(On September 2,2015 item R9N was requested to be brought back to September 30, 2015)
(ltem to be Submitted in Supplemental)
Agenda rtem RJ L
oate ?40'lS1031
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1032
R9
NEW BUSINESS
AND
COMMISSION REQUESTS
1033
E MIAMI BEACH
OFFICE OF TTIE MAYORAND COMMISSION
To: Jimmy Morales, City Manager
From: Jonah Wolfson, Commissioner
Date: September 30,2015
MEMORANDUM
Re: Resolution to Rescind Resolution No. 2015-29124 and Discuss Simultaneous
Nesotiations with LAZ Florida Parkine and SP Plus Corporation for the Parkine
Attendants Contract
Please place on the September 30,2015 City Commission Agenda a resolution to rescind Resolution
20t5-29t24.
On September 2,2015,the Commission voted in favor of the Manager's recommendation to award
andnegotiatewith SP fortheprovision ofparking attendants pursuantto RFP 2015-146-YG, and, if
unsuccessful in negotiating an agreement \ rith SP, to negotiate withLAZ, (Item R7M). However,
Resolution No. 2015-29124 inconectly provides that if the Administration is unsuccessful in
negotiating an agreement with SP, the Administration is authorized to issue a new RFP. Thus,
Resolution 2015-29124 must be rescinded, and a new resolution passed to reflect the approved
motion to negotiate urith SP, and, if unsuccessful, to negotiate withLAZ.
Further, I was recently advised by Staff that the total 2014 budgeted cost ofthe City's contract with
SP is $2,943,488. The following chart reveals the total annual cost of SP's current proposal is
$2,763,354.60 (not including reimbursable expenses). Even though LAZmade a mistake in their
proposal and listed the total cost of performing the contact at $2,699,532 (including reimbursable
expenses), rather than just their proposed management fee, this mistake reveals LAZ canperform the
contract for approximately 245k less annually than SP. This would save the City approximately
$1,225,000 over the 5 year contract term. This demonstrates why simultaneous negotiations with
both proposers would save the City money.
Clearly, SP has been significantly overcharging the City for parking attendant services.
Fortunately, the Commission is in a position to do what we were elected to do - save our residents
hard eamed taxpayer dollars wherever and however we can. For this reason, I would like to discuss
authorizing the Manager to enter into simultaneous negotiations with SP andLAZ for the parking
attendant contract to obtain the best service for the lowest total cost.
Please feel free to contact me atx6437, if you have any questions.
IW
We ore connilled lo providing exce/bnl public service ond safety to ol/ who /ive, wor( ond p/oy in our vibronl, lropical, hisloric connunily.
Agenda ltem R?A
Date O-k)'lJ1034
PARKING ATTENDANT COSTS
sP+
COST BREAKDOWN
rAI lt.l'Ll
Total Payroll Cost Attendant I
Total Payroll Cost Attendant II Supervisor
Parking Manager Cost
EICA Only Cost
Total Annual Payroll Cost
I zg,zoz Houns x $ts.sr 1,060,900.17
I z+,ozo.s xouns x $tg.ga 1,03s,s89.47
I Rrp $ss,ooo-$es,ooo 55.000.00
NATIONAL 7.55o/o 164,s88.96
2,3L6,O78.60
MANAGEMENT FEE
Total Annual Management Fee 447,276.00
TOTAL ANilUAL COST (Not Includino Relmbursablesl J2.763.35,4.60
REIMBURSABLE EXPENSES
Cost of Vehicle Leases
Repair and Maintenance of Vehicles
Gasoline for Vehicles
Time Clock Rentals
Mystery Shop Programs
MAP Cost
Uniforms
Garage Office Supplies
Signage
Office Copier Lease
Postage and Freight
Background Checks
CPR certification
Insurance Deductible
On the Job Traininq
Total Contract Reimbursable Cost ?
TOTAL ANNUAL COST (Including R.eimbursables)?
1035
lrltHf,IilIG
September 22,2015
Honorable Mayor Philip Levine
Members of the City Commission
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Re: RFP 2015-146-YG Parking Attendants for City Parking Garages ("RFP')
Honorable Mayor and City Commission:
This correspondence shall confirm that the amount of $2,699,532 listed in Appendix E of our
proposal includes the total cost of performing the contract, including payroll, management fees
and reimbursable expenses. This amount is based on the number of parking attendant hours
(153,783.5) provided in Addendum 3, Exhibit A of the RFP.
Further, this correspondence shall confirm that the Public Benefits listed in Tab 5 of our proposal
are to be provided at our sole cost and expense. The Public Benefits offered axe as follows:
o Computer Carts - 3 computer carts to be donated to Miami Beach Senior High School, and
replaced as necessary;
o Scholarship - $2,500 annual scholarship to a Miami Beach Senior High School graduating
senior, as determined by the principal and faculty. tn the alternative, a $2,500 annual
conkibution to an organization of the Mayor and City Commission's choice;
o Management Training Program - hire a graduating senior annually and train them in our
management training program (LAZ University); and,
o Summer Work Program - provide summer jobs for students seeking employment.
If I can be of any further assistance, please do not hesitate to contact me.
Sincerely,
, /t. /. ./ .:: /t , ,lL
Christopher B. Walsh
Regional Vice-President
1036
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, RESCINDING RESOLUTION NO.
2015-29124; AND ACCEPTING THE RECOMMENDATION OF THE
CITY MANAGER PERTAINING TO THE RANKING OF PROPOSALS
PURSUANT TO REQUEST FOR PROPOSALS NO. 2015-146-yc (THE
RFP), FOR PARKING ATTENDANTS FOR CITY PARKING GARAGES;
AUTHORIZING THE ADMINISTRATION TO ENTER INTO
NEGOTIATIONS WITH THE TOP.RANKED PROPOSER, SP PLUS
CORPORATION; SHOULD THE ADMINISTRATION NOT BE
SUCCESSFUL IN NEGOTIATING AN AGREEMENT WITH SP PLUS
CORPORATION, AUTHORIZING THE ADMINISTRATION TO
NEGOTIATE WITH LAZ FLORIDA PARKING, LLC; AND FURTHER
AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN
AGREEMENT UPON GONCLUSION OF SUCCESSFUL
NEGOTIATIONS BY THE ADMINISTRATION.
WHEREAS, the RFP was issued on April 21, 2015 with an opening date of July
10,2015 (the RFP); and
WHEREAS, a pre- proposal conference was held on April 27,2015; and
WHEREAS, the City received four (4) proposals from EYSA USA, LLC, LM
Florida Parking, LLC, Republic Parking System, lnc., and SP Plus Corporation; and
WHEREAS, on August 3, 2015 an Evaluation Committee appointed by the City
Manager convened to consider all proposals; and
WHEREAS, the Committee was provided an overview of the project, information
relative to the City's Cone of Silence Ordinance and the Government Sunshine Law;
general information on the scope of services, references, and a copy of the proposal;
and engaged in a question and answer session after the presentation of each proposer;
and
WHEREAS, the Committee was instructed to score and rank the proposals
pursuant to the evaluation criteria established in the RFP; and
WHEREAS, the Committee's ranking was as follows: SP Plus Corporation, top-
ranked; Republic Parking System, lnc., second highest ranked firm; LM Florida
Parking, LLC, third highest ranked; and EYSA USA, LLC, fourth highest ranked; and
WHEREAS, Republic Parking System, Inc., was deemed non-responsive to the
RFP's Minimum Requirements; and
1037
WHEREAS, as a result of Republic Parking System, lnc., being deemed non-
responsive and disqualified from consideration, LAZ Florida Parking, LLC, is the second
highest ranked firm; and
WHEREAS, after reviewing all the submissions and the Evaluation Committee's
rankings, the City Manager exercised his due diligence and is recommending that the
Administration be authorized to enter into negotiations with SP Plus Corporation, and
should the Administration not be successful in negotiating an agreement with SP Plus
Corporation, authorizing the Administration to negotiate with LAZ Florida Parking, LLC;
and
WHEREAS, on September 2, 2015, the City Commission adopted Resolution
No. 2015-29124 which incorrectly provided that should the Administration not be
successful in negotiating an agreement with SP Plus Corporation, the Administration
was authorized to issue a new RFP; and
WHEREAS, the purpose of this resolution is to rescind Resolution No. 2015-
29124, and have it correctly reflect the motion made and passed by the Mayor and City
Commission on September 2,2015.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby rescind Resolution No. 2015-29124; and accept the
recommendation of the City Manager pertaining to the ranking of proposals pursuant to
Request for Proposals No. 2O15-146-YG for Parking Attendants for City Parking
Garages; and authorize the Administration to enter into negotiations with the top-ranked
proposer, SP Plus Corporation; should the Administration not be successful in
negotiating an agreement with SP Plus Corporation, authorize the Administration to
negotiate with LAZ Florida Parking, LLC; and further authorize the Mayor and City Clerkto execute an agreement upon conclusion of successful negotiations by the
Administration.
PASSED AND ADOPTED this _ day of September 2015.
ATTEST:
Rafael E. Granado, City Clerk Philip Levine, Mayor
1038
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI
BEACH, FLORIDA, RESCINDING RESOLUTION 2015-29124; AND AUTHORIZING
THE ADMINISTRATION TO ENTER INTO SIMULTANEOUS NEGOTIATIONS WITH
LAZ FLORIDA PARKING, LLG AND SP PLUS CORPORATION PURSUANT TO
REQUEST FOR PROPOSALS NO. 2015.146-YG FOR PARKING ATTENDANTS FOR
clTY PARKING GARAGES (THE RFP) TO OBTATN THE BEST SERVTCE FOR THE
LOWEST TOTAL GOST; AND FURTHER DIRECTING THE CITY MANAGER TO
PLACE THE RESULTS OF THE NEGOTIATIONS WITH LAZ FLORIDA PARKING,
LLC AND SP PLUS CORPORATION ON THE OCTOBER 14, 2015, CITY
COMMISSION AGENDA FOR SELECTION OF A PROPOSER.
WHEREAS, the RFP was issued on April 21, 2015 with an opening date of July
10,2015 (the RFP); and
WHEREAS, a pre-proposal conference was held on April 27,2015; and
WHEREAS, the City received four (4) proposals from EYSA USA, LLC, LM
Florida Parking, LLC, Republic Parking System, Inc., and SP Plus Corporation; and
WHEREAS, on August 3, 2015 an Evaluation Committee appointed by the City
Manager convened to consider all proposals; and
WHEREAS, the Committee was provided an overview of the project, information
relative to the City's Cone of Silence Ordinance and the Government Sunshine Law;
general information on the scope of services, references, and a copy of the proposal;
and engaged in a question and answer session after the presentation of each proposer;
and
WHEREAS, the Committee was instructed to score and rank the proposals
pursuant to the evaluation criteria established in the RFP; and
WHEREAS, the Committee' s ranking was as follows: SP Plus Corporation, top-
ranked; Republic Parking System, !nc., second highest ranked firm; LM Florida
Parking, LLC, third highest ranked; and EYSA USA, LLC, fourth highest ranked; and
WHEREAS, Republic Parking System, lnc., was deemed non-responsive to the
RFP's Minimum Requirements; and
WHEREAS, as a result of Republic Parking System, lnc., being deemed non-
responsive and disqualified from consideration, LM Florida Parking, LLC, is the second
highest ranked firm; and
WHEREAS, after reviewing all the submissions and the Evaluation Committee's
rankings, the City Manager exercised his due diligence and is recommending that the
Administration be authorized to enter into negotiations with SP Plus Corporation, and
1039
should the Administration not be successful in negotiating an agreement with SP Plus
Corporation, authorizing the Administration to negotiate with LAZ Florida Parking, LLC;
WHEREAS, on September 2,2015, the City Commission adopted Resolution
No. 2015-29124 which incorrectly provided that should the Administration not be
successful in negotiating an agreement with SP Plus Corporation, the Administration
was authorized to issue a new RFP; and
WHEREAS, the purpose of this resolution is to rescind Resolution No. 2015-
29124; and
WHEREAS, after reviewing the City Manager's recommendation, the Mayor and
City Commission find that it is in the best interest of the City for the Administration to
enter into simultaneous negotiations with LAZ Florida Parking, LLC, and SP Plus
Corporation to obtain the best service for the lowest total cost; and
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby rescind Resolution 2015-29124, and, pursuant to Request for
Proposals No. 2015-146-YG for Parking Attendants for City Parking Garages, authorize
the Administration to enter into simultaneous negotiations with LAZ Florida Parking, LLC
and SP Plus Corporation to obtain the best service for the lowest total cost; and further
direct the City Manager to place the results of the negotiations with SP Plus Corporation
and LAZ Florida Parking, LLC, on the October 14,2015 City Commission agenda for
selection of a proposer.
PASSED AND ADOPTED this day of September 2015.
ATTEST:
Rafael E. Granado, City Clerk Philip Levine, Mayor
1040
RESOLUTION TO BE SUBMITTED
1041
RDA
1042
REDEVELOPMENI AGENCY ITEM SUMMARY
Condensed Title:
A resolution of the Chairperson and Members of the Miami Beach Redevelopment Agency, adopting and
appropriating the Miami Beach Redevelopment Agency Capital Budget for Fiscal Year (FY) 2015t16,
iect to bond issuance. and the Capital I Plan for FY 2015116-2019120
Ensure well designed quality capital projects -- lncrease Community Satisfaction with City Services
Supporting Data (Surveys, Environmental Scan, etc.): Based on the 2014 community survey, recently
completed capital projects were highly rated by both residents and businesses. ln the 2014 survey, arts
and culture were identified as services the city should strive not to reduce; and availability of public parking,
was one of the factors identified as key drivers of overall satisfaction levels.
Item S ummary/Recommendation :
The CIP was created as a plan for projects that require significant capital investment and is intended to
serve as an official statement of public policy regarding long-range physical development in the City of
Miami Beach and the Miami Beach RDA, establishing priorities for the upcoming five year period, FY
2015116 - 2019120. The first year of the CIP is recommended for approval as the FY 2015t16 Capitat
Budget.
The Proposed City Center RDA Capital Budget for FY 2015116 therefore totals $310,050,000 miilion, which
is subject to bond issuance, and the Proposed FY 2015116 Capital Budget for the RDA Garage Fund totals
$46,000. The FY 2015116 proposed Capital Budget includes: Miami Beach Convention Center Expansion
& Renovation; Convention Center Lincoln Rd Connectors; 17th Street North lmprovements; Refurbishment
of Lincoln Road pedestrian mallfrom Washington Avenue to LenoxAvenue; and the Bass Museum lnterior
Board Recommendation:
Financial lnformation :
Source of
Funds:
Amount Account
1 $310,050,000 Proposed Future RDA Bonds (Subject to Bond
lssuance)
2
$ 46,000 RDA Garage Fund
OBP!Tota!$310,096,000
Financial lmpact Summary:
Max Sklar and John Woodruff
RDA ,
co6/ainJor
Budget Director
^, A , ll
AssistlDirector Execu ye Director
MAS I L-/t .{ ,---JW \YUNI,,{. I T KGB ./ftn JLM
(,
T:\AGENDA\2014\September\September 30\RDA Capitat Budget Summary 14_15.doc
AGEIiIDA ITEI.
trATE
(9 MIAMIBEACH 1043
g MIAMIBEACH
City of Miomi Beoch, 1200 Convention Center Drive, Miomi Beoch, Florido 33,l39, www.miomibeochfl.gov
COMMISSION MEMORANDUM
Chairperson and Members of the
DATE
Jimmy L. Morales, Executive Director
September 30, 2015
SUBJECT: A RESOLUTION OF THE CHAIRPER AND MEMBERS OF THE MIAMI
BEACH REDEVELOPMENT AGENCY, ADOPTING AND APPROPRIATING THE
MIAM! BEACH REDEVELOPMENT AGENCY CAPITAL BUDGET FOR FISCAL
YEAR (Fy) 2015/16, SUBJEGT TO BOND ISSUANCE, AND ADOPT|NG THE
CAPITAL IMPROVEMENT PLAN FOR FY 2015116 _2019120.
ADM!NISTRATION RECOMMENDATION
Adopt the Resolution.
BACKGROUND
Planning for capital improvements is an ongoing process; as needs change within the City's
Redevelopment District ("RDA"), capital programs and priorities must be adjusted. The Capital
lmprovement Plan ('ClP') serves as the primary planning tool for systematically identifying,
prioritizing and assigning funds to critical City and RDA capitaldevelopment, improvements and
associated needs.
The RDA capital improvement plan process began in the spring when all departments are
asked to prepare capital improvement updates and requests on the department's ongoing and
proposed capital projects. lndividual departments prepare submittals identifying potential
funding sources and requesting commitment of funds for their respective projects. The
proposed document is reviewed by the City Manager, and upon approval, is submitted to the
Finance and Citywide Projects Committee and the City Commission/Redevelopment Agency
Board for final approval and adoption.
The CIP was created as a plan for projects that require significant capital investment and is
intended to serve as an official statement of public policy regarding long-range physical
development in the City of Miami Beach. The CIP specifies and describes the City's capital
project plan and establishes priorities for the upcoming five year period.
lndividual projects within neighborhood areas have been combined to create "packages" of
projects that address the neighborhood needs for infrastructure upgrades, traffic flow,
enhancements, etc. This comprehensive approach minimizes disruptions and generates costs
savings. The projects address many needs in different areas of the City including:
neighborhood enhancements such as landscaping, sidewalk restoration, traffic calming,
lighting, parking, waterand sewersystem improvements, drainage improvements and roadway
resurfacing/reconstruction; park renovation and upgrades; and construction or renovation of
public facilities.
TO:
FROM:
Agency
1044
City Commission Memorandum
Resolution Adopting FY 201 5/1 6 Capital Budget and FY 201 5/1 6 - 2019/20 CIP for the RDA
September 30, 201 5
Page 2
The Administration is presenting the proposed FY 2015116 Capital Budget and the updated CIP
for FY 2015116 -2019120, following a comprehensive review of the CIP to insure that the Plan
accurately reflects all project budgets, funding sources and commitments, for adoption by the
City Commission.
ANALYS!S
Capital lmprovement Plan
The FY 2015116 -2019120 CIP for the City of Miami Beach and the RDA is a five year plan for
public improvements and capital expenditures by the City and the RDA. This document is an
official statement of public policy regarding long-range physical development in the City of
Miami Beach and the RDA. The approved Capital lmprovement Plan has been updated to
include projects that will be active during FY 2015116 -2019120.
The Plan has been updated to include additionalfunding sources that have become available,
changes in project timing, and other adjustments to ongoing projects as they have become
better defined. Certain adjustments have been made to reflect projects that have been
reconfigured, re-titled, combined with or separated from other projects and/or project groupings
and are the result of a comprehensive review of the program to insure that our plan accurately
reflects all project budgets, funding sources and commitments.
Available Capital Funding
Funding for capital projects in the City Center RDA will come from Proposed Future RDA Bonds
and the RDA Garage Fund.
Proposed RDA Capital Budget
The City Center RDA FY 2015116 proposed Capital Budget, which is subject to bond
issuance, includes:
Bass Museum lnterior Space Expansion
Convention Center Lincoln Rd Connectors & 17th St
N. lmprovement Penn Ave to Wash
Lincoln Rd / Washington Ave to Lenox Ave
Convention Center Expansion & Renovation
S3,75o,ooo
S12,ooo,ooo
S2o,ooo,ooo
S274,3oo,ooo
The RDA Garage Fund, which is separate because it is not part of the Tax increment funding of
the RDA, has proposed capital needs totaling $46,000.
CONGLUSION:
The Administration recommends adoption of the attached Resolution, which establishes the
Capital prudget for the RDA for FY 2015/16 and the Capital lmprovement Program for FY
2015t1ffi201et20.
JLM/KGd/MAS
T:\AGENDA\201S\september\september 30 Meeting\RDA\RDA capitat budget memo l5_16.doc
1045
RESOLUTION NO.
A RESOLUTION OF THE CHAIRPERSON AND MEMBERS OF THE MIAM!
BEACH REDEVELOPMENT AGENCY (RDA) ADOPTING AND APPROPRIATING
THE MIAM! BEACH REDEVELOPMENT AGENCY CAPITAL BUDGET FOR
FrscAL YEAR (FY) 2015/16, SUBJECT TO AND GONTTNGENT UPON ISSUANGE
BY THE RDA OF TAX INCREMENT REVENUE BONDS (CrTy CENTER/HISTORIC
coNVENTtON VILLAGE) (THE *SERIES 20{5 BONDS"}, AND ADOPTING THE
CAPITAL IMPROVEMENT PLAN FOR FISCAL YEARS 2015/16 THROUGH
2019t20.
WHEREAS, the 201 5116-2019120 Capital lmprovement Plan (ClP) forthe Miami Beach
RedevelopmentAgency (RDA) is a five year plan for public improvements and capital expenditures
by the RDA; and
WHEREAS, the CIP is an officialstatement of public policy regarding long-range physical
development in the City of Miami Beach; and
WHEREAS, the Proposed Capital Budget for FY 2015116 itemizes project funds to be
committed during the upcoming Fiscal Year detailing expenses for project components which
include architects and engineers, construction, equipment, Art in Public Places, and other project
costs; and
WHEREAS, the proposed RDA Capital Budget for FY 2015116 totals $310,050,000
million and is subject to and contingent upon the issuance of the Series 2015 Bonds; and
WHEREAS, the proposed RDA Garage Fund Capital Budget for FY 2015116 totals
$46,000; and
WHEREAS, the proposed projects to be appropriated with the FY 2015116 Capital
Budget and the CIP for FY's 2015/16 through 2019120 are set forth in Attachment "A" which is
attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED BY THE GHAIRPERSON AND MEMBERS OF THE
MIAMI BEACH REDEVLOPMENT AGENCY, that the Chairperson and Members of the Miami
Beach RedevelopmentAgency hereby adopt and appropriate the Miami Beach RDA Capital Budget
for FY 2015116, subject to and contingent upon issuance by the Miami Beach Redevelopment
Agency of the Series 2015 Bonds, and hereby adopt the Capital lmprovement Plan for FiscalYears
201 51 1 6 through 2019120.
PASSED AND ADOPTED this 30thday of September, 2015.
Philip Levine, Chairperson
Attest:
Rafael E. Granado, Secretary
T:\AGENDAU0I5\September\September 30 Meeting\RDA\RDA Capital budget Reso l5_l6.doc
APPROVED AS TO
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de'ielopment Agency /_ Date
1046
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1047
THIS PAGE INTENTIONALLY LEFT BLANK
1048
MIAMI BEACH REDEVELOPMENT AGENCY ITEM SUMMARY
Gondensed Title:
A Resolution of the Chairperson and Members of the Miami Beach RedevelopmentAgency adopting and appropriating
the operating budgets for the City Center Redevelopment Area, the Anchor Shops and Parking Garage and the
Avenue Shoos and for Fiscal Year 2015116.
The proposed budget for the City Center Redevelopment Area for Fiscal Year 2015116 has been prepared to coincide
with the overall City budget process, and is being presented to assist in providing a comprehensive overview of the
district. Additionally, the revenues and expenses associated with the operations of the Anchor Shops and Parking
Garage as well as the Pennsylvania Avenue Shops and Garage are presented as separate schedules so as to
eliminate any perception that proceeds from the Facility's operations are pooled with TIF and other Trust Fund
revenues.
Based on the 2015 Certificate of Taxable Value from the Property Appraiser's Office, the preliminary value of property
in City Center is $4,821 ,643,185; an increase of 15o/o over 2014, marking the fifth year in a row values have increased
following two years of decline. However, as in previous years, the City has received correspondence from the County,
advising of the finalization of the tax roll for the prior year, which in the case of FY 2013114, reflects a decrease from the
preliminary valuation for the same year and will result in a corresponding adjustmenUreduction in TIF revenues totaling
$2,617,000 for 2015116, versus $2,291,000 for FY 2014115; $168,000 for 2013t14 and $3.5 miilion tor 2012t13.
Additionalsourcesof revenueincludeaTzmilllevyintheamountof $2.1 million,tobesetasidefortheChildren'sTrust
pursuant to an lnterlocal Agreement, dated August 16,2004 between the RDA, the City of Miami Beach and Miami-
Dade County, and an estimated $60,000 in interest income.
The total proposed FY 2014115 City Center Redevelopment Area Budget is $44,240,000.
ln order to address the existing and future obligations of the Redevelopment Area, it is recommended that the
Redevelopment Agency adopt the attached Resolution which establishes the operating budgets for the City Center
Redevelopment Area, the Anchor Shops and Parking Garage and the Pennsylvania Avenue Shops and Garage for FY
2015t16.
Enhance Beauty and Vibrancy of Urban And Residential Neighborhoods; Focusing on Cleanliness, Historic
Assets, ln Select Neighborhoods And Redevelopment Areas.
Data (Surveys, Environmental Scan, etc.):
One out of ten residents (10%) feels the best way to improve the overall quality of life in Miami Beach is to increase
City beautification and cleanliness.
Item S ummary/Recommendation :
Financial lnformation :
Source of
Funds:
Amount Account
1 $44,240,000 City Center Redevelopment Area Fund
2 $ 4,927,000 Anchor Shops and Parking Garage Operations
3 $ 1,685,000 Pennsylvania Avenue Shops and Garage Operations
OBPI Total $50,852,000
Financial lmpact Summary:
Clerk's Office
Max Sklar and John Woodruff
AGENDA ITEII
DATEE MIAMIBEACH 1049
r915.2015
City of Miomi Beoch, 1700 Convention Center Drive, Miomi Beoch, Florido 33,l39, www.miomibeochfl.gov
COMMISSION MEMORANDUM
TO:
FROM:
DATE:
SUBJECT:
Mayor Philip Levine and Members the City
Jimmy L. Morales, City Manager
September 30, 2015
A RESOLUTION OF THE CHAIR AND MEMBERS OF THE MIAMI BEACH
REDEVELOPMENT AGENCY, ADOPTING AND APPROPRIATTNG THE OPERATING
BUDGETS FOR THE CITY CENTER REDEVELOPMENT AREA THE ANCHOR
SHOPS AND PARKING GARAGE AND THE PENNSYLVANIAAVENUE SHOPS AND
GARAGE FOR FTSCAL YEAR (Fy) 2015/16.
ADMINISTRATION REGOMMENDATION
Adopt the Resolution.
ANALYS!S
The proposed budget for the City Center Redevelopment Area (RDA) for Fiscal Year 2015t16
has been prepared to coincide with the overall City budget process, and is being presented today
to assist in providing a comprehensive overview of the district. Please refer to the attached
Exhibit A for the proposed budget details.
Revenues
Based on the 2015 Certificate of Taxable Value from the Property Appraiser's Office, the
preliminary value of property in City Center is $4,821,643,185; an increase of 15% over 2014,
marking the fifth year in a row values have increased following two years of decline. However, as
in previous years, the City has received correspondence from the County, advising of the
finalization of the tax roll for the prior year, which in the case of FY 2013114, reflects a decrease
from the preliminary valuation for the same year and will result in a corresponding
adjustmenUreduction in TIF revenues totaling $2,617,000 for 2015/16, versus $2,291 ,000 for FY
2014115; $168,000 for 2013114 and $3.5 million for 2012t13.
Additional sources of revenue include aTzmill levy in the amount of $2.1 million, to be set aside
for the Children's Trust pursuant to an lnterlocal Agreement, dated August 16,2004 between the
RDA, the City of Miami Beach and Miami-Dade County; and an estimated $60,000 in interest
income.
Expenditures
Project-related expenses account for approximately $10.6 million, which includes 94.5 million to
be allocated for community policing initiatives in the City Center to continue providing enhanced
levels of staffing and services throughout the area, and $5.9 million for maintenance of RDA
capital projects.
1050
Redevelop me nt Age ncy Me m o rand u m
Operating Budget for City Center for FY 2015/16
September 30, 2015
Page 2 of 3
Administrative Expenses total $1,223,000 comprising a management fee of $982,000 which is
allocated to the General Fund to pay for direct and indirect staff support for the RDA;
$241,000,000 for actual operating expenses; and $25,000 for capital renewal and replacement
projects under $25,000. lt should be noted that the Management Fee allocation is reflective of
actual city resources applied to the operation of the RDA, as supported by the RSM McGladrey
Cost Allocation Study, dated July 20, 2009. lt should further be noted that Administrative and
Operating expenses account for less than three percent (2.8%o) of the total budget, which is well
below the29o/o threshold level established (and permitted) in the lnterlocalAgreement between
the City and the County.
Per the Third Amendment to the lnterlocal Agreement between Miami Dade County and City of
Miami Beach dated January 20, 2015, requires the Agency's expenses for Administration,
Community Policing, and Capital Expenses not exceed the prior year's distribution for such
expenses adjusted by the lesser of the Miami Urban Area CPI from July to June or 3 percent.
The CPI increase from2014to2015 was 1.2o/o andthe FY 2015116 budget includes an increase
to these expenses of 1.2o/o.
The current combined debt service on the 2005 Series Bonds and the Parity Bonds accounts for
approximately $8.S million annually. City Center also continues assuming debt service payments
on the portion of the Gulf Breeze Loan used to pay for the Bass Museum expansion and
renovation, and the portion of the Sunshine State Loan Program used for Lincoln Road
improvements, which collectively account for approximately $1.3 million. The FY 2015t16 budget
also includes $2.1 million for the first year of interest payment and debt issuance cost of the
proposed new RDA bond.
Reserve line item expenditures include those items that, pursuant to the existing Bond
Covenants, may only be expended once the annual debt service obligations have been met.
These include the County's administrative fees, equivalent to 1 .5o/o of its respective TIF payment;
and the corresponding contribution to the City's General Fund, equivalent to 1.5o/o of the City's
share of its TIF payment; and the remittance of the %mill tax levy back to the Children's Trust.
ln addition, the proposed budget includes $17,723,000 in funding towards the new debt service
anticipated for the remaining projects in the City Center Capital Plan, as well as for $274 million
in debt for the Convention Center Expansion and Renovation Project, consistent with the terms
being negotiated with Miami-Dade County.
The revenues and expenses associated with operations of the City Center area Shops and
Garages are presented as separate schedules in orderto eliminate any perception that proceeds
from the facilities' operations are pooled with TIF and other Trust Fund revenues:
Anchor Shops and Parking Garage
Garage revenues at the Anchor Garage are projected at approximately $4 million, with operating
expenses, (including depreciation, contractual revenue-sharing obligations with Loews and
general fund administrative fees) of approximateV $g.Z million, and an allocation of $46,000 for
window replacement in the facility. The Anchor retail operations is expected to generate
$847,000 in revenues, including interest, with operating expenses and depreciation totating
$265,000, as well as projected reserves of $56,000. Additionally, $526,000 in transfers to the
Pennsylvania Avenue Garage/Retail is budgeted to offset the RDA's estimated costs associated
with the retail and parking operations.
Pennsylvania Avenue Shops and Garage
ln consideration of the fact that the Pennsylvania Avenue Shops and Garage was built by the
1051
Redevelop me nt Ag e ncy M e mora nd u m
Operating Budget for City Center for FY 2015/16
September 30, 2015
Page 3 of 3
RDA on City-owned property, the operation of the facility has been structured in the form of a
ground lease between the City and the RDA, providing terms for both the Garage and Retail
operations. The garage operations include base rent and an administrative fee, consistent with
that of the Anchor Garage, Parking's operational fee, and revenue sharing between the City and
the RDA. The Retail operations also include base rent and an administrative fee, as well as a
retail lease rate based on2010 retail market cap rates. The retail operations also include revenue
sharing between the City and the RDA.
The facility is anticipated to generate $1 ,108,000 in revenues in FY 2015/16, comprising totally of
parking revenues. ln light of the fact that the retail space is currently not rented, we have taken
the conservative approach of not projecting retail rental income. The facility is still anticipated to
operate at a loss during FY 2015/16, so the Anchor Garage/Retail plans to subsidize its
operations through a transfer of $526,000 to the parking operations. Expenses for the facility are
budgeted at $1.6 Million, comprising $1,158,000 in direct operating costs for the garage and
$527,000 in lease term-related obligations.
CONCLUSION
The proposed FY 2015116 City Center RedevelopmentArea Budget is$44,240,000. TheAnchor
Garage & Shops is $4,927,000 and the Pennsylvania Avenue Garage & Shops is $1,685,000.
ln order to address the existing and future obligations in the Redevelopment Area, it is
recommended that the Redevelopment Agency adopt the attached Resolution, which establishes
the operating budgets for the City Center Redevelopment Area, the Anchor Shops and Parking
Garage, and the Pennsylvania Avenue Shops and Garage for Fy 201st16.ttw
JLM/KqBIMAS
T:\AGENDA\201s\September\September 30 Meeting\RDA\16-MEMO-2nd pH-RDA Budget.doc
1052
RESOLUTION NO.
A RESOLUTION OF THE CHAIRPERSON AND MEMBERS OF
THE MIAMI BEACH REDEVELOPMENT AGENCY ADOPTING AND
APPROPRIATING THE OPERATING BUDGET FOR THE CITY
CENTER REDEVELOPMENTAREA, THE ANCHOR SHOPS AND
PARKING GARAGE, AND THE PENNSYLVANIA AVENUE SHOPS
AND PARKING GARAGE FOR FISCAL YEAR 2015116.
WHEREAS, the proposed City Center Redevelopment Area Budget has been prepared to
coincide with the overall City budget process; and
WHEREAS, the proposed City Center Redevelopment Area Budget reflects anticipated
construction project costs in addition to operating and debt service costs for Fiscal Year 2015t16;
and
WHEREAS, the proposed budgets for the Anchor Shops and Parking Garage and the
Pennsylvania Avenue Shops and Garage have been included as separate scheduleJto the City
Center RedevelopmentArea Budget, reflecting projected revenues and operating expensesforthe
fiscal year; and
WHEREAS, the Executive Director of the Miami Beach Redevelopment Agency
recommends approval of the proposed Fiscal Year 2015/16 budgets for the City Center
Redevelopment Area, as well as for the Anchor Shops and Parking Garage and the Pennsylvania
Avenue Shops and Garage.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE CHAIRPERSON AND MEMBERS
OF THE MIAMI BEAGH REDEVELOPMENTAGENCY, thatthe Chairperson and Members hereby
adopt and appropriate the operating budget for the City Center Redevelopment Area, the Anchor
Shops and Parking Garage, and the Pennsylvania Avenue Shops and Garage for Fiscal year
2015116, as follows:
PASSED AND ADOPTED this 30rH day of September,2OlS.
City Center Redevelopment Area
Anchor Garage Parking Operations
Anchor Garage Retail Operations
Pennsylvania Avenue Garage Parking Operations
Pennsylvania Avenue Garage Retail Operations
$44,240,000
$4,080,000
$847,000
$1 ,158,000
$527,000
Philip Levine, Ghairperson
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
ATTEST:
Rafael E. Granado, Secretary
1053
MIAMI BEACH REVETOPMENT AGENCY
CITY CENTER REDEVETOPMENT AREA
To ossure continued economic viobility of the City
o whole, through the implementotion of the
Redevelopment Plon ond the omendment thereto.
To incur minimum relocotion ond condemnotion.
Center Redevelopment Areo ond the City os
obiectives ond proiects defined in the
To involve community residents in the redevelopment process.
To estoblish the necessory linkoges to tie in the Convention Center, oreo hotels, culturol
omenities, entertoinment, residentiol ond business uses in the district.
To enhonce diversity of form ond octivity through the use of estoblished plonning ond design
principles.
To creote o troffic system to serve locol ond through troffic needs.
To recognize the historic structures ond designotions within the historic districts ond focilitote
development occord in gly.
Stotus Report
The 332-ocre City Center/Historic Convention Villoge
Redevelopment ond Revitolizotion Areo (CC/HCVRRA or City
Center) wos estoblished in 1993, in order to provide the
funding mechonism to foster the development of new convention
hotel development within proximity of the Miomi Beoch
Convention Center ond to estoblish the necessory linkoges
between the City's mony core oreo civic, culturol ond
entertoinment uses in order to creote the fobric of o true urbon
downtown.
Since its inception, the City Center Redevelopment Areo hos
undergone dynomic chonge through o combinotion of public
ond privote investment initiotives.
1054
MIAMI BEACH REVELOPMENT AGENCY
CITY CENTER REDEVELOPMENT AREA
Exciting proiects which hove tronsformed the oreo include:
. Two convention-quolity hotels, both of which were the result of publicr/privote portnerships
between the Redevelopment Agency (RDA) ond the respective Developers - the 8OO-room
Loews Miomi Beoch Hotel ond the 425-room Royol Polm Crowne Plozo Hotel, the lotter of
which hod the distinction of being the first Africon-Americon owned hotel in the United Stotes;
. The development of on 800-spoce public porking goroge {Anchor Goroge) to occommodote
the porking needs for the Loews Miomi Beoch Hotel, the Crowne Plozo Hotel ond other
seryice ond retoil businesses in the oreo;
. ln I 994 o $20 million overhoul of Lincoln Rood, portiolly funded with the porticipotion of
businesses on Lincoln Rood;
An oword-winning Beochwolk extending from 2l st Street to
Lummus Pork, comprising on ot-grode, londscoped pedestrion
wolkwoy;
lmplementotion of o Culturol Arts Compus Moster Plon for the
oreo eost of the Miomi Beoch Convention Center, which
includes o new regionol librory, the heodquorters of the Miomi
City Bollet, the exponsion ond renovotion of the Boss Museum
of Art, the re-londscoping of Collins Pork, including the
restorotion of the Rotundo ond extensive streetscope
improvements throughout the oreo.
The completion of the much herolded New World
Compus, including the new stote-of-the ort Gehry-
designed heodquorters focility for the New World
Symphony ond two publicly-funded components,
including o $,l5 Million municipol Gehry-
designed porking goroge ond o $2.l Million
worldcloss pork.
1055
MIAMI BEACH REVELOPMENT AGENCY
CITY CENTER REDEVETOPMENT AREA
Other importont proiects include the 650-
spoce mixed-use porking focility built on the
surfoce porking lot on the west side of City
Holl, which includes 35,000 squore feet of
municipol office spoce; the implementotion of
moior street ond infrostructure improvements
throughout City Center, volued ot more thon
$26 Million; ond the ocquisition ond of three
multiJomily buildings (Borcloy, Allen House,
The London House) to mointoin the stock of
offordoble housing in the oreo.
Tox lncrement Finoncing (TlF) through the sole of bonds hos been o moior tool for finoncing
redevelopment octivities. To dote, four bond issues hove occurred in Ciiy Center: one in 1994
for $25 million, to ocquire lond for the hotel development initiotives; one in 1996, in the
omount of $ll.Z million to fund controctuol obligotions
ond copitol improvements reloted to the Loews Hotel ond
Crowne Plozo Hotel proiects; one in .l998, in the omount
of $38.2 million to finonce copitol expenditures reloted to
the convention hotel proiects, the Culturol Compus proiect
ond to repoy the $2.| .5 million debt obligotion to the City;
ond the most recent, which occurred in 2005, in the omount
of $80.2 million to refinonce the outstonding debt service on
prior bond issues.
The City ond Redevelopment Agency's commitment to
upgroding ond improving the oreo's infrostructure,
oddressing porking ond circulotion issues, ond focilitoting
new development hos fueled significont new privote-sector
investment in the oreo, evidenced by more thon $OOO
million in new building permit octivity since the oreo's
inception.
Work Plon
Since its success in ottrocting two convention-quolity hotels, the Redevelopment Agency hos been
focusing its efforts on o number of initiotives oimed ot upgroding the oreo's infrostructure, streets
ond porks, ollevioting troffic ond porking congestion ond encouroging the production ond
presentotion of orts ond culturol octivities in the oreo. ln 2003, the Redevelopment Agency
omended its Redevelopment Plon for City Center to specificolly oddress these oblectives in the
context of the New World Symphony's exponsion plons involving the 'lZ'h Street surfoce lots ond
the resulting impoct to the Convention Center ond businesses in the oreo.
To this end, the Redevelopment Agency's mission is to coordinote, implement ond fund the Plon's
obiectives ond to compliment the City's estoblished vision:
1056
MIAMI BEACH REVELOPMENT AGENCY
CITY CENTER REDEVETOPMENT AREA
. Policing Culture;
Monogement ond Service Delivery;
lnfrostructure;
o lnternotionol Center for Tourism ond Business; ond
. EducotionolExcellence.
The Redevelopment Agency's obiective over the next five yeors will focus on the plonning ond
implementotion of copitol proiects ossocioted with, but not limited to the Moster Plon for the
exponsion of the Convention Center, upgroding streetscopes ond reloted infrostructure throughout
City Center ond increosing the inventory of porking focilities, including the pending construction
of o new 450-spoce porking goroge to be locoted on 23'd street ond Collins Avenue, designed
by world-renowned orchitect Zoho Hodid. The RDA will olso continue to fund public service
enhoncements provided for under the Community Policing Progrom os well os ensure the on-going
mointenonce of copitol ossets funded with TlF. lt should be noted thot fhot o moiority of the
copitol enhoncements set forth in the Redevelopment Plon ond lhe 2OO2 Amendment thereto,
hove been completed including the City Center Right-of-Woy improvements, the City Holl
Exponsion Goroge, the Collins Pork improvements ond the development of the 'lZ'h Street surfoce
lots into the New World Compus.
Miomi Beoch Convention Cenler Renovotion ond Exponsion
Sponning four city blocks ond locoted in the heort of South Beoch, the Miomi Beoch Convention
Center (MBCCI currently occommodotes meetings, conventions, trodeshows ond consumer shows.
The Convention Center originolly opened in 1957 ond received o moior exponsion ond focelift in
1989, doubling it in size. Currently the MBCC boosts over I ,000,000 SF of flexible spoce,
including; over 500,000SF of exhibit spoce, ond over l00,00OSF of versotile pre-function oreo
spoce ond70 meeting rooms comprised of 122,000SF.
The exponsion ond renovotion of the Miomi Beoch Convention Center proiect will tronsform the
building to "Closs A" stondords which sholl include Silver LEED certificotion upgrodes ond
enhonced technology. The design modificotions will include the re-orientotion of the exhibit holls,
fogode upgrodes, site improvements olong the conol, ond olong oll roodwoys, the oddition of o
grond bollroom, junior bollrooms ond meeting rooms, ond two levels of rooftop porking.
The interior renovotion work focuses on the redistributed division of the four moin exhibition holl
sPoces, ond the odditionol progromming of more flexible orrongements of privote meeting rooms
ond odditionol indoor/outdoor versotile exhibition spoces. Currently, the four moin exhibit holls
ore divided into quodronts-two occessible solely from Woshington Avenue (Holls A ond B) ond
the other two solely occessed from Convention Center Drive (Holls C ond D). The new Convention
Center re-orients the holls in on Eost/West direction with the primory occess from Convention
Center Drive leoding into o new grond, open double height entry lobby.Woshington Avenue will
serye os o secondory meons of pedestrion entry.
1057
MIAMI BEACH REVETOPMENT AGENCY
CITY CENTER REDEVETOPMENT AREA
The proiect will olso include substontiol improvements to the north of the property. The new
oddition ot the northern portion of the property feotures on enclosed ground floor porking oreo
ond truck looding ond delivery oreo. Above this, o 60,000 squore foot grond bollroom is
proposed offering vistos of the beoutified 2l't Street Pork thot will spon olong Collins Conol ond
feoture the to-be-restored Historic Corl Fisher Clubhouse. This oddition will creote o new
internolized looding oreo ond will include iwo helix romping entronce occesses to the roof level
porking.
The Woshington Avenue elevotion will become predominotely pedestrion in noture with the
eliminoiion of the visitor drop-off ond cob cueing oreos. The streetscope modificotions will include
o green edge olong the ovenue with notive shode trees to promote o more pedestrion friendly
experience. Convention Center Drive will in turn become the moin occess point for vehiculor
occess ond for the visitor drop-off oreo. Modificotions will include o new medion olong
Convention Center Drive ond '19'h Street creoting o more sophisticoted streetscope ond o more
celebroted boulevord experience. The Conol wolk will be substontiolly improved ond will creote o
softer northern edge to the MBCC.
The proiect olso includes the demolition of the existing Recreotion Center olong Woshington
Avenue ond the creotion of o neighborhood pork. Another orchitecturol feoture of the proiect is
the proposed rooftop indoor ond outdoor meeting spoce locoted in the southwestern corner of the
roof. This will offer the potrons exponsive views out onto the new Civic pork proposed to reploce
the surfoce porking lot.
ln ossociotion with the renovotions to the Miomi Beoch Convention Center, o new urbon pork,
dining povilion ond Veterons Plozo is being creoted to reploce o surfoce porking lot thot currently
contoins spoces for opproximotely 800 vehicles. Convention Center Pork hos been envisioned os
o neighborhood pork. The pork includes o series of six clustered 'shoded edges' thot will line the
perimeter of the 6-ocre pork ond surround on internol greot flexible lown.
Heodquorler Holel
On Jonuory 27, 2Ol5, the City Commission outhorized the issuonce of Request for Proposols No.
20.l5-.l03-ME (the RFP) for the Development of o Convention Heodquorter Hotel Adiocent to the
Miomi Beoch Convention Center ("MBCC"). On April 1O,2015, the City received proposols
from Portmon Holdings, LLC ond Oxford Copitol Group/RLB Swerdling ("Oxford Copitol"). On
April 21,2015, the City Monoger notified Oxford Copitol thot its proposol wos not responsive to
the RFP's minimum requirements. On Apri|29,2015, the City Monoger, vio Letter to Commission
(LIC) No. 176-2015, oppointed on Evoluotion Committee, which convened on Moy 7,2015, to
interview the Portmon Holdings teom ond score the proposol, consistent with the evoluotion
criterio outlined in the RFP.
On Moy 20,2015, the Moyor ond City Commission opproved Resolution No. 20,l 5-29029,
outhorizing the Administrotion to negotiote o Development ond Ground Leose Agreement,
including o Room Block Agreement (collectively, the "Leose") with Portmon Holdings, LLC, with
soid Leose subiect to prior opprovol by the Moyor ond City Commission before the finol execution
1058
MIAMI BEACH REVETOPMENT AGENCY
CITY CENTER REDEVELOPMENT AREA
thereof. On June 3,2015, the Administrotion submitted the proposed Leose for the Finonce ond
Citywide Proiects Committee's review ond input, in occordonce with the requirements of Section
82-37loll1) of the City Code.
The City Commission opproved the Ground Leose on First Reoding ond Public Heoring on July
31 ,2015 ond is scheduled to heoring the item on Second Reoding on September2,2Ol5.
The Leosed Property generolly consists of on opproximolely 2.65 ocres on the lZO0 block of
Convention Center Drive, bounded roughly by the Miomi Beoch Convention Center to the North,
I Zth Street to the South, the Fillmore Miomi Beoch ot the Jockie Gleoson Theoter to the Eost, ond
Convention Center Drive to the West. The proiect includes the development, design, construction,
equipping ond operotion of o full-service convention heodquorter hotel with opproximotely (but
not-to-exceed) 800 hotel rooms ond reloted improvements ("Hotel"), including the design,
construction ond operotion of on enclosed overheod pedestrion wolkwoy or "skybridge"
connecting the Hotel ond the MBCC. The Leose is contingent upon sixty percent (60%) voter
opprovol in occordonce with Section L03(b)(3) of the City Chorter. The referendum is
contemploted to occur on November 3, 2O15.
lf the site is developed with o hotel onnuol (yeor 4) leose ond tox revenue generoted is estimoted
to be $20.4 million.
Ancillory Proiects
Boss Museum lnterior Spoce Exponsion: Renovotion of Boss Museum interior to increose
progrommoble spoce by 47%, with on estimoted cost of $3,250,000.
Convention Center Lincoln Rd Connectors & I Zth St N. lmprovement Penn Ave to Wosh: Enhonce
the pedestrion experience from the Conveniion Center complex to Lincoln Rood olong Drexel
Avenue, Pennsylvonio Avenue ond Meridion Avenue. Work to consist of new lighting, sidewolk
reconstruction, street furnishings, londscoping, heolthy tree fertilizotion systems, rood
reconstruction, cross wolk enhoncements. lmprovements to I Zth Street from Pennsylvonio Avenue
to Woshington Avenue will consist of londscoping, irrigotion, pedestrion lighting ond sidewolk
replocement. This proiect hos on estimoted cost of $12,000,000.
Lincoln Rd / Woshington Ave to Lenox Ave: Refurbishment of Lincoln Rood pedestrion moll from
Woshington Avenue to Lenox Avenue. Work to consist of new lighting, refurbishing pedestrion
surfoces, street furnishings, heolthy tree fertilizotion systems, milling ond resurfocing povement
surfoces ond cross wolk enhoncements. This proiect hos on estimoted cost of $20,000,000.
2014 City Center Plon Amendment (Third Amendment)
The City ond County ogreed to terms of o third omendment to the City Center RDA (the Third
Amendment), which extended the life of the City Center RDA from FY 2022-23 to FY 2043/44 ot
the 95 percent 195%l tox increment funding level. This ollows the RDA to fund, through the
issuonce of CRA bonds, the odditionol funding needed for construction costs of the new ond
exponded Convention Center ond io fund $36 million of previously opproved City Center RDA
1059
MIAMI BEACH REVETOPMENT AGENCY
CITY CENTER REDEVETOPMENT AREA
copitol proiects (described obove), provide increosed operoting ond mointenonce expenses for
the Convention Center, os well os City Center RDA odministrotive costs, community policing, ond
copitol proiect mointenonce within the RDA. However, otter FY 2022/23, when the existing RDA
would hove expired, City returns o pro-roto shore of odministrotive costs, community policing,
ond copitol project mointenonce to the Couniy.
The Third Amendment olso includes o provision which ollows the Boord of County Commissioners
the right, in its sole ond obsolute discretion, to oppoint o member of the Agency, who sholl be the
Commissioner of County Commission District 5.
Pursuont to on existing Convention Development Tox (CDT) lnterlocol ogreement, the City receives
o flot $4.5 million per yeor from Convention Development Toxes to operote ond mointoin the
Convention Center, plus on onnuol yeor-end revenue shore bosed on CDT exceeding collection
omounts thot increose eoch yeor. The Third Amendment ollowed for on odditionol onnuol
operoting ond mointenonce subsidy storting ot $l million in 2017 ond growing to $4 million by
2021 , which will then escolote ot 4 percent or Consumer Price lndex (CPl) onnuolly (whichever is
less) stortingin 2026 over the life of the Convention Center, funded either through RDA funds or
through Convention Development Toxes, depending on the ovoilobility of the lotter. Thot funding
will remoin in ploce until 2048.
Finolly, once the currently existing debt is refinonced, the Third Amendment exempts the
Children's Trust, on independent toxing district, with respect to the pledging of onnuol tox
increment revenues ottributoble to The Children's Trust, to conform with the generol exemption
provided to The Children's Trust in Section 2-1742 of the Miomi-Dode County Code.
Budget Highlights
. Bosed on the 2015 Certificote of Toxoble Volue from the Property Approiser's Office, the
preliminory volue of property in City Center is estimoted to increose by 15.2% over 2014,
prior to oppeols ond odjustments, morking the 5'h yeor in o row thot volues ore bock on the
rise. However, os in previous yeors, the City hos received correspondence from the County,
odvising of the finolizotion of the tox roll for the prior yeor, which in the cose of FY 20l 3/14,
reflects o significont decreose from the preliminory voluotion for the some yeor ond will result
in o corresponding odiustment/reduction in TIF revenues totoling $Z.O Mlllion for 20,l 5/16.
. Additionol sources of revenue include o Vz mill levy in the omount of $2.,l5 million, to be sei
oside for the Children's Trust pursuont to on lnterlocol Agreement, doted August 16,2004
between the RDA, the City of Miomi Beoch ond Miomi-Dode County; ond on estimoted
$60,OOO in interest income.
o Prolect-reloted expenses occount for opproximotely $tO.a million which includes $4.4 million
to be ollocoted for community policing initiotives in City Center to continue to provide
enhonced levels of stoffing ond services throughout the oreo, ond $6 Million for mointenonce
of RDA copitol proiects. There is no odditionol funding for on-going ond plonned copitol
1060
MIAMI BEACH REVETOPMENT AGENCY
CITY CENTER REDEVETOPMENT AREA
proiects in City Center in the FY 2015/16 Budget due to the RDA extension for the renovotion
ond exponsion of the convention center.
Administrotive Expenses totol $t,20t,000, comprising o monogement fee of $960,000
which is ollocoted to the Generol Fund to poy for direct ond indirect stoff support for the RDA;
opproximotely $40,000 set oside for on-going plonning ond consulting work reloted to the
Convention Center exponsion moster plon; ond $8,000 for copitol renewol ond replocement
proiects under $25,000.
$Zg.S million is budgeted in Reserve for Contingency/Debt Service to cover debt service costs
reloted to the Convention Center bonds. The bonds ore onticipoted to be sold in November,
20.l5 ond it is onticipoted thot there will be ot leost one interest poyment during FY
2015/16. The necessory debt seryice omount will be moved from the Reserve to Debt
Service once the finol debt service schedule is determined. Debt service poyments on both
principol ond interest will commence in FY 20.l 6/17. Funds in this reserye over ond obove
the onnuol debt poyment con be used to finonce ony potentiol shortfolls in the RDA fund or
poy down the Convention Center bonds eorly, but not prior to FY 2023/24. City Center olso
conlinues ossuming debt service poyments on the portion of the Gulf Breeze Loon used to poy
for the Boss Museum exponsion ond renovotion, ond the portion of the Sunshine Stote Loon
Progrom used for Lincoln Rood improvements, which collectively occount for opproximotely
$1.3 million ond will be poid off in FY 20.l 5/16.
Reserve line item expenditures include those items thot, pursuont to the existing Bond
Covenonts, moy only be expended once the onnuol debt service obligotions hove been met.
These include the County's odministrotive fees, equivolent to 1 5% of its respective TIF
poyment; ond the corresponding contribution to the Clty's Generol Fund, equivolent to I .5%
of the City's shore of its TIF poyment; ond the remittonce of the Yz mill tox levy bock to the
Children's Trust.
1061
Miami Beach Redevelopment Agency
City Center Redevelopment Area
Proposed FY 2015116 Operating Budget
FY 2012t13
Actual
FY 2013114
Actual
FY 2014115
Adopted
Budget
FY 2015116 Variance
Proposed From FY 14115
$ 19,188,399 $
(1,870,542)
14,817,619
(1,633,395)
5,546,756
1,570,405
27,925
0
19,934,948 $
(94,491)
15,991,409
(73,641)
5,885,927
1,698,337
90,904
0
21,43s,000 $
(1,225,000)
17,400,000
(1,066,000)
0
1,850,000
25,000
24,56s,000 $
(1,4s2,000)
20,080,000
(1,165,000)
0
2,152,000
60,000
0
0
0
3,130,000
(227,000)
2,680,000
(e9,000)
0
302,000
35,000
0
0
('100.000)
00 0
0
999.791 114.748 100.000
$ 38,646,958 $ 43,548,140 $ 38,519,000 $
1,043,000
71,006
0
o
1,701
655
0
175
972,000 $
0
50,000
1,000
2,000
1,000
1,000
2,000
60,000
23,000
213,000
25,000
53.000
44,240,000 $
982,000 $
0
50,000
1,000
2,000
1,000
1,000
2,000
60,000
23,000
40,000
8,000
53,000
5,721,000
10,000
0
0
0
0
0
0
0
0
0
(173,000)
(17,000)
0
976,000 $
46,614
0
0
1,563
753
0
200
128,729 56,028
20,500 21,000
529,447
32,487
98,655
24,141
108.143 79.645
Revenues and Other Sources of lncome
Tax lncrement - City
Proj Adjustment to City lncrement
Tax lncrement - County
Proj Adjustment to County lncrement
50% Contribution from Resort Tax
' 1 P Mil Children's Trust Contribution
lnterest lncome
Fund Balance
Fund Balance Renewal and Replacement
Other lncome/Adjustments:
TOTAL REVENUES
Admin/Operating Expenses
Management fee
Salaries and Benefits
Advertising & promotion
Postage & mailing
Office supplies & equipment
Other Operating
Meetings & conferences
Dues & subscriptions
Licences & Taxes
Audit fees
Professional & related fees
Repairs and Maintenance
lnternal Services
Total Admin/Operating Expenses
Project Expenses
Community Policing
Capital Projects Maintenance:
Code
Property Mgmt
Sanitation
Greenspace
Parks Maintenance
Transfer to Penn Garage Parking
Transfer to Penn Garage Retail
Transfer to Renewal and Replacement
Transfer to Capital Projects
Total Project Expenses
Reserves, Debt Service and Other Obligations
Debt Service Cost - 2005 + Parity Bonds
City Debt Service - Lincoln Rd Project
City Debt Service - Bass Museum
Reserve for County Admin Fee
Reserve for CMB Contribution
Reserve for Children's Trust Contribution
Reserve -Prior Year Fund Balance/Future Capital
Projects
Repayment-Prior Yr Fund Balance
Reserve Debt Service/ Contingency
Total Reserves, Debt Service and Other Obligati<
TOTAL EXPENSES AND OBL]GATIONS
REVENUES. EXPENSES
1,U4,435 $
$ 3,702,342 $
0
1,061,027
2,536,108
556,555
0
225,055
0
705,000
14.238.000
1,396,016 $
4,019,542 $
68,527
937,890
2,905,911
774,512
0
142,765
0
67,000
16.56't.28s
4,522,000
174,000
1,392,000
3,061,000
896,000
274,000
0
0
0
0
4,502,000
182,000
1,319,500
3,339,000
864,500
432,000
0
0
0
0
1,403,000 $ 1,223,000 $(180,000)
(20,000)
8,000
(72,s00)
278,000
(31,500)
158,000
0
0
0
0
$ 23,024,087 $
8,524,O81
785,000
503,000
197,718
260,774
1,570,405
8,533,'119
825,000
547,000
238,767
297,607
't,698,337
8,432,000
832,000
548,000
245,000
303,000
1,850.000
14.587.000
$ 10,550,000 $
806,000
516,000
284,000
347,000
2,152,000
0
0
17.723.000
320,000
2,1 1 8,000
(26,000)
(32,000)
39,000
44,000
302,000
(0)
(0)
3.136.000
25,477,431 $10,319,000 $ 10,639,000 $
0
0
0
0
0
0
0
0
$ 11,840,978 $12,139,829 $ 26,797,000 $ 32,379,000 $5,581,000
$
$
36,709,500
1,937,458
39,013,275
4,534,864
38,519,000
(0)
44,240,000
(0)
5,721,000
(0)
$
$
$
$
$
$
$
$
1062
Proposed FY 201 5/1 6 Anchor Shops and Parking Garage
Operating Budget
FY 2012113
Actual
FY 2013114
Actual
FY 2014t1s
Adopted
FY 2015/16 Variance
Proposed From FY'14/15
3,365,518 $
$o
766,10s
33.480
3,747,955 $
$o
845,905
75,554
3,518,000 $
1,973,000
876,000
28,000
4,026,000
0
817,000
84,000
508,000
(1,973,000)
(59,000)
56,000
$
$
$
$
Revenues:
Parking Operations
Parking Fund Balance
Retail Leasing
lnterest Pooled Cash
TOTAL REVENUES
Operating Expenses:
Parking Operations
Garage Use Fee (To Loews)
Garage Repairs and Maintenance
Garage Depreciation
Retail Leasing Operating
Retail Leasing Repair & Maintenance
Retail lntemal Service Charges
Retail Operations Depreciation
Admin Fee to General Fund
Parking Operations Admin Fee to GF
Retail Leasing Admin Fee to GF
Transfers
Transfer to Renewal and Replacement
Transfer to Capital Projects/RDA Garages
Transferto RDA Retail
Reserve for Future Capital - Parking Operations
Reserve for Future Capital - Retail Operations
TOTAL EXPENSES
REVENUES. EXPENSES
4,165,103 $
2,062,967 $
570,038
106,281
0
52,109
0
35,232
55,396
223,000
14,000
0
0
0
0
0
0
4,669,414 $
1,452,223 $
669,88'l
18,227
457,716
u,232
0
20,000
55,396
224,000
0
0
0
0
0
0
0
6,395,000 $
1,689,000 $
591,000
128,000
470,000
32,000
2s,000
19,000
55,000
224,000
10,000
0
650,000
2,407,000
0
0
9s,000
4,927,000 $(1,468,000)
32,000
72,000
0
0
35,000
75,000
5,000
0
6,000
(3,000)
0
(650,000)
(2,361,000)
526,000
822,000
(27,000)
1,721,000
663,000
128,000
470,000
67,000
100,000
$24,000
$55,000
230,000
7,000
$o
$o
46,000
526,000
822,000
68,000
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
3,119,023
1,046,080
2,931,676
1,737,738
6,395,000 $
0$
4,927,000 $
0$
(1,468,000)
0
Proposed FY 2015116 Pennsylvania Ave Shops and Garage
FY 2012J13 FY 2013114 FY 2014115
Actual Proiected AdoPted
FY 2015n4
Proposed
Variance
From FY 14/15
$ 702,181 $
371,640
0
812,922 $ 703,000 $627,000 640,000
00
1 ,108,000 $
526,000
47,000
4,000
405,000
(640,000)
526,000
(291,000)
4,000
225,055 142,765 338,000
1.044 2,983
Revenues:
Parking Operations
Retail Leasing
Retail Transfer ln
Parking Transfers ln
lnterest Pooled Cash
TOTAL REVENUES
Operating Expenses:
Parking Operations Expenditures
Parking Base Fee
Parking Base Rent
Addt'l/Percentage Rent
Garage Management Fee/ Admin Fee to GF
Retail Additional Base Rent
Retail base Rent
Retail Admin Fee
Depreciation
Leasing Commissions & Operating
Admin Fee (GF)
Retail Contingency
TOTAL EXPENSES
REVENUES. EXPENSES
$ 1,299,920 $ 1,585,670 $
$ 729,259
53,302
22,731
0
47,476
$ 818,3s4 $
56,000
23,000
0
60,000
0
5't,000
1,681,000 $
896,000 $
57,000
23,000
0
1,685,000 $ 4,000
963,000 $ 67,000
70,000 13,000
0 (23,000)
00
2,970 200,932
277,269 229,000
0
11,851
0
52,418
65,000 125,000
229,000 250,000
205,000 0
60,000
21,000
(205,000)
0 0 29,000 29,000
0000
0 248,000 248,000
59,000 0 (59,000)
0 146,068 147,000 0 (147,000)
$ 102,6U $1,316 $0$0$ 0
1063
THIS PAGE INTENTIONALLY LEFT BLANK
1064
AUTHORIZING THE ISSUANCE OF NOT MORE THAN $43O,OOO,OOO IN AGGREGATE PRINCIPAL AMOUNT OF MIAMI
BEACH REDEVELOPMENT AGENCY TAX TNCREMENT REVENUE BONDS (C!TY CENTER/H|STORTC GONVENTTON
VTLLAGE) (THE "SER|ES 2015 BONDS"), FOR THE PURPOSE OF REFUNDTNG THE AGENCY'S OUTSTANDTNG PR|OR
BONDS AND FINANCING CERTAIN PUBLIC IMPROVEMENTS; PROVIDING FOR THE ISSUANCE OF AoDITIONAL BONDS
ON A PARIry THEREWITH; PROVIDING FOR THE SECURITY AND PAYMENT OF ALL BONDS ISSUED PURSUANT TO THIS
RESOLUTION; PROVIDING CERTAIN DETAILS OF THE SERIES 2015 BONDS; DELEGATING CERTAIN MATTERS lN
CONNECTION WITH THE ISSUANCE OF THE SERIES 2015 BONDS TO THE EXECUTIVE DIRECTOR OF THE AGENCY,
INCLUDING WHETHER TO SECURE A CREDIT FACILIry AND/OR A RESERVE ACCOUNT INSURANCE POLICY, WITHIN
THE LIMITATIONS AND RESTRICTIONS STATED HEREIN; APPOINTING UNDERWRITERS, PAYING AGENT, REGISTRAR,
ESCROW AGENT AND DISCLOSURE DISSEMINATION AGENT; APPROVING THE FORM OF THE PRELIMINARY OFFICIAL
STATEMENT FOR THE SERIES 2015 BONDS AND AUTHORIZING EXECUTION OF THE FINAL OFF]CIAL STATEMENT FOR
THE SERIES 2015 BONDS; AUTHORIZING THE NEGOTIATED SALE OF THE SERIES 2015 BONDS AND APPROVING THE
FORM AND AUTHORIZING EXECUTION OF THE BOND PURCHASE AGREEMENT FOR THE SERIES 2015 BONDS;
APPROVING THE FORMS AND AUTHOR]ZING EXECUTION OF ESCROW DEPOSIT AGREEMENTS FOR THE
OUTSTANDING PRIOR BONDS; COVENANTING TO PROVIDE CONTINUING DISCLOSURE lN CONNECTION wlTH THE
SERIES 2015 BONDS AND APPROVING THE FORM AND AUTHORIZING EXECUTION OF A CONTINUING DISCLOSURE
AGREEMENT; AUTHORIZING OFFICERS AND EMPLOYEES OF THE AGENCY TO TAKE ALL NECESSARY ACTIONS lN
CONNECTION wlTH THE ISSUANCE OF THE SERIES 2015 BONDST AND PROVIDING FOR AN EFFECTIVE DATE.
REDEVELOPMENT AGENCY ITEM SUMMARY
Condensed Title:FIRST READING / PUBLIC HEARING
lntended Outcome
Item Summary/Recommendation: FIRST READING PUBLIC HEARING
The RDA Bonds will be issued in a par amount of approximately $359 million based on current market conditions to
produce project proceeds of approximately $309 million which will include the $36 million of ancillary projects as well
as a funded debt service reserve. The RDA bonds will provide proceeds for the renovation of the Convention
Center and creation of the park but will also provide for other RDA projects in the City's adopted Construction
lmprovement Plan.
These projects are the following:. $3.75 million programmed for the second half of the funding for the Bass Museum lnterior Expansion
Project;. $12 million programmed for the improvements to 1 7th Street and Connectors to Lincoln Road; and. $20 million programmed for Lincoln Road lmprovements from Washington Avenue to Lenox Avenue, which
will be based on the Lincoln Road Master Plan currently underway.
ln addition to the Convention Center Project and the additional RDA projects, all of the outstanding RDA bonds will
be refinanced. Currently, outstanding bonds total $54,990,000 ($10 million for the Series 1998A, $27,81 5,000 for
the Series 2005A, and $1 7,1 75,000 for the Series 20058). The 1998A, 2005A & 20058 bonds are currently
projected to have a combined net present value refinancing savings of $3,268,002.
The security for the repayment of these amounts will be the Tax lncrement Funds of the RDA.
Advisory Board Recommendation :
Financial Information :
. lmprove alliance with key business sectors, namely hospitality, arts, and international business with a
focus on enhanced culture, entertainment, and tourismo Maximize the Miami Beach brand as a world-class destination
Supporting Data (Surveys, Environmental Scan, etc.):
. Environmental Scan - Convention Center Attendance: 54% increase since 2004
o Communitv Survev - Averaqe resident attends events at the Convention Center twice oer vear
@.rrFunds:v6-epl
Amount Account Approved
To be appropriated from the TIF Revenues
and the RDA bond proceeds.
Total
John Woodruff, lnterim Chief Financial Officer
RDA Bonds 2015 Summary Memo.docx
aU
AGENDA ITEMMIAMIBEACHDATE1065
g MIAMI BEACH
City of Miomi Beoch, ,l700 Convention Center Drive, Miomi Beoch, Florido 33,l39, www.miomibeochfl.gov
MIAMI BEACH REDEVELOPMENT AGENCY
REDEVELOPMENT A
Chairperson and Members of the Miami
ENCY MORANDUM
Agencll_
Jimmy L. Morales, Executive Directof
September 30, 2015
SUBJECT: A RESOLUTION OF THE CHAI AND MEMBERS OF THE
MIAMI BEACH REDEV AGENCY AUTHORIZING THE
ISSUANCE OF NOT MORE THAN $43O,OOO,OOO IN AGGREGATE
PRINCIPAL AMOUNT OF MIAMI BEACH REDEVELOPMENT AGENCY
TAX TNCREMENT REVENUE BONDS (CITY CENTER/HISTORIC
coNVENTtON VTLLAGE) (THE "SERIES 2015 BONDS"), FOR THE
PURPOSE OF REFUNDING THE AGENCY'S OUTSTANDING PRIOR
BONDS AND FINANCING CERTAIN PUBLIC IMPROVEMENTS;
PROVIDING FOR THE ISSUANCE OF ADDITIONAL BONDS ON A
PARITY THEREWITH; PROVIDING FOR THE SECURIW AND
PAYMENT OF ALL BONDS ISSUED PURSUANT TO THIS
RESOLUTION; PROVIDING CERTAIN DETAILS OF THE SERIES 2015
BONDS; DELEGATING CERTAIN MATTERS lN CONNECTION WITH
THE ISSUANCE OF THE SERIES 2015 BONDS TO THE EXECUTIVE
DIRECTOR OF THE AGENCY, INCLUDING WHETHER TO SECURE A
CREDIT FACILITY AND/OR A RESERVE ACCOUNT INSURANCE
POLICY, WITHIN THE LIMITATIONS AND RESTRICTIONS STATED
HEREIN; APPOINTING UNDERWRITERS, PAYING AGENT,
REGISTRAR, ESCROW AGENT AND DISCLOSURE DISSEMINATION
AGENT; APPROVING THE FORM OF THE PRELIMINARY OFFICIAL
STATEMENT FOR THE SERIES 2015 BONDS AND AUTHORIZING
EXECUTION OF THE FINAL OFFICIAL STATEMENT FOR THE SERIES
2015 BONDS; AUTHORIZING THE NEGOTIATED SALE OF THE
SERIES 2015 BONDS AND APPROVING THE FORM AND
AUTHORIZING EXECUTION OF THE BOND PURCHASE AGREEMENT
FOR THE SERIES 2015 BONDS; APPROVING THE FORMS AND
AUTHORIZING EXECUTION OF ESCROW DEPOSIT AGREEMENTS
FOR THE OUTSTANDING PRIOR BONDS; COVENANTING TO
PROVIDE CONTINUING DISCLOSURE IN CONNECTION WITH THE
SERIES 2015 BONDS AND APPROVING THE FORM AND
AUTHORIZING EXECUTION OF A CONTINUING DISCLOSURE
TO:
FROM:
DATE:
READING
PUBLIC HEARING
1066
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page2 of 7
AGREEMENT; AUTHORIZTNG OFFICERS AND EMPLOYEES OF THE
AGENCY TO TAKE ALL NECESSARY ACTIONS IN GONNECTION
WITH THE ISSUANCE OF THE SERIES 2015 BONDS; AND
PROVIDING FOR AN EFFECTIVE DATE.
BACKGROUND
Spanning four city blocks and located in the heart of South Beach, the Miami Beach Convention
Center (MBCC) currently accommodates meetings, conventions, tradeshows and consumer
shows. The Convention Center originally opened in 1957 and received a major expansion and
facelift in 1989, doubling it in size. Currently the MBCC boasts over 1,000,000 square feet of
flexible space, including over 500,000 square feet of exhibit space, and over 100,000 square
feet of versatile pre-function area space and 70 meeting rooms comprised of 127,000 square
feet.
The expansion and renovation of the Miami Beach Convention Center project will transform the
building to "Class A" standards which shall include Silver LEED certification upgrades and
enhanCed technology. The design modifications will include the re-orientation of the exhibit
halls, fagade upgrades, site improvements along the canal, and along all roadways, the addition
of a grand ballroom, junior ballrooms and meeting rooms, and two levels of rooftop parking.
The interior renovation work focuses on the redistributed division of the four main exhibition hall
spaces, and the additional programming of more flexible arrangements of private meeting
rooms and additional indoor/outdoor versatile exhibition spaces. Currently, the four main exhibit
halls are divided into quadrants-two accessible solely from Washington Avenue (Halls A and
B) and the other two solely accessed from Convention Center Drive (Halls C and D). The new
Convention Center re-orients the halls in an EastMest direction with the primary access from
Convention Center Drive leading into a new grand, open double height entry lobby. Washington
Avenue will serve as a secondary means of pedestrian entry.
The project will also include substantial improvements to the north of the property. The new
addition at the northern portion of the property features an enclosed ground floor parking area
and truck loading and delivery area. Above this, a 60,000 square foot grand ballroom is
proposed offering vistas of the beautified 21't Street Park that will span along Collins Canal and
feature the to-be-restored Historic Carl Fisher Clubhouse. This addition will create a new
internalized loading area and will include two helix ramping entrance accesses to the roof level
parking.
The Washington Avenue elevation will become predominately pedestrian in nature with the
elimination of the visitor drop-otf and cab cueing areas. The streetscape modifications will
include a green edge along the avenue with native shade trees to promote a more pedestrian
friendly experience. Convention Center Drive will in turn become the main access point for
vehicular access and for the visitors' drop-off area. Modifications will include a new median
along Convention Center Drive and 19th Street creating a more sophisticated streetscape and a
more celebrated boulevard experience. The Canal walk will be substantially improved and will
create a softer northern edge to the MBCC.
1067
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 3 of 7
The project also includes the demolition of the existing Recreation Center along Washington
Avenue and the creation of a neighborhood park. Another architectural feature of the project is
the proposed rooftop indoor and outdoor meeting space located in the southwestern corner of
the roof. This will offer the patrons expansive views out onto the new Civic Park proposed to
replace the surface parking lot.
ln association with the renovations to the Miami Beach Convention Center, a new urban park,
dining pavilion and Veterans Plaza is being created to replace a surface parking lot that
currently contains spaces for approximately 800 vehicles. Convention Center Park has been
envisioned as a neighborhood park. The park includes a series of six clustered 'shaded edges'
that will line the perimeter of the 6-acre park and surround an internal great flexible lawn.
ANALYSIS
ln November 2007, the Mayor and City Commission approved Ordinance 2007-3582 which
amended the procedures that the City followed in connection with the approval of a bond issue
and added the following Section to Chapter 2 of the Miami Beach City Code, entitled
"Administration"; Article V entitled "Finance"; Sec. 2-278, entitled "Procedures governing the
issuance of bonds.
Sec. 2-278. Procedures governing the issuance of bonds.
(a) Prior to the adoption by the city commission of the final resolution approving the
issuance of any bonds by the city, the following requiremenfs sha// be complied with:
(1) ln order for the city commission and the public to be fully informed on all matters
relating to the proposed issuance of bonds, the city manager shall prepare, or cause
to be prepared, a fiscal analysis of the economic impact of the proposed bond
issuance using the following criteria:
a) The estimated cost of the project or projects on account of which such bonds are
fo De issued;
b) The estimated annual revenues, if any, to be generated by such project or
projects; and
c) The estimated annual cost of maintaining, repairing and operating such project or
projects.
(2) Upon completion of the fiscal analysis in subsection (a)(1), the proposed issuance of
bonds shall be first considered and reviewed by the city's finance and citywide
projects committee.
(3) The city commission shall hold two public hearings, each advertised nof /ess than 15
days prior to the hearing, in order to obtain citizen input into the proposed bond
l'ssuance.
At the August 28, 2015, meeting of the Finance and Citywide Projects Committee, the
Committee voted to recommend approval of the issuance of the Series 2015 Bonds to finance
the construction of the Convention Center project in accordance with Sec. 2-278(aX2).
lf approved by you today, in accordance with Sec.2-278(aX3), a second public hearing will be
held for this proposed bond issue on October 14, 2015, and will be advertised at least fifteen
(15) days prior to the public hearing date.
1068
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 4 ot 7
FINANCING PLAN
The City is planning to issue three different series of bonds for the financing of the Convention
Center project in addition to the $55 million of the Miami-Dade County General Obligation
Bonds funding provided by the County. One of these series is the Miami Beach Redevelopment
Agency Tax lncrement Revenue Bonds, Series 2015. Below is a summary of the sources and
uses of the different types of funding sources for this project.
Convention Center Funding Plan
Sources of Funds
Addional RDA Projects 36,000,000
Total RDA Bonds with Additional Projects -3d6"6-62657
County GO
1% ResortTax Bonds
Parking Bonds
RDA Bonds
Total Convention Center Projects
Total Fundlng Sources
Uses of Funds
Convention Center
Convention Center Parking
Total Convention Center Cost
Additional RDA Projects
Total Funding Uses
Based on 8/1215 budget.
$54,400,000
204,500,000
64,811,756
272,667,631
596,379,387
$632,379,387
$531,567,631
64,811,756
596,379,387
RDA Bonds
The RDA Bonds will be issued in a par amount of approximately $359 million based on current
market conditions to produce project proceeds of approximately $309 million which will include
the $36 million of ancillary projects as well as a funded debt service reserve. The RDA bonds
will provide proceeds for the renovation of the Convention Center and creation of the park but
will also provide for other RDA projects in the City's adopted Construction lmprovement Plan.
These projects are the following:. $3.75 million programmed for the second half of the funding for the Bass Museum
lnterior Expansion Project;. $12 million programmed forthe improvements to 17th Street and Connectors to Lincoln
Road; and. $20 million programmed for Lincoln Road lmprovements from Washington Avenue to
Lenox Avenue, which will be based on the Lincoln Road Master Plan currently
underway.
1069
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 5 of 7
The City intends to develop a six-acre surface parking lot at the front door of the Convention
Center into a park amenity for both convention center users and local residents. Following the
trend of convention centers in Boston, Houston, Chicago, Washington DC, Orlando and Atlanta,
the City plans to develop the park as an extension of the convention center into the
outdoors. The park area is planned to be used for convention opening night gatherings and
local social events, as well as a place for local residents to enjoy.
The park at the convention center is envisioned to include an open lawn, shaded areas,
meandering paths, and plaza spaces. The park is also planned to include a Veterans Plaza
and a restaurant pavilion in the theme of Tavern on the Green in New York City or The Grove in
Houston's Discovery Green Park. The park will have the necessary underground utilities to
accommodate the needs of virtually any type of event. Construction costs for the park are
estimated to be approximately $14 million and are included in the costs above.
ln addition to the Convention Center Project and the additional RDA projects, all of the
outstanding RDA bonds will be refinanced. Currently, outstanding bonds total $54,990,000 ($10
million for the Series 1998A, $27,815,000 for the Series 2005A, and $17,175,000 for the Series
20058). The 1998A, 2005A & 20058 bonds are currently projected to have a combined net
present value refinancing savings of $3,268,002. (Exhibit A)
The County and the City have negotiated and agreed to establish that from FY 2014-15 through
FY 2021-22, any operating RDA funding not used for debt service and operating expenses will
go into a fund to be used for shortfalls and eventually prepayment of debt. The County and the
City have also agreed that from FY 2022-23 until FY 2043-44, the County will receive a refund
of City Center (RDA) operating expenses based on its pro rata share of revenues contributed to
the Trust Fund, and that any remaining funding will be used to extinguish debt early. Please
see attached Exhibit B City Center CRA Revenue Projection and Funds Flow Schedule and
preliminary RDA bond analysis Exhibit A.
Proiect Fiscal Analvsis
The total cost of the Convention Center project is estimated to be $596.4 million, and will take
approximately 30 months to complete.
!n accordance with the provisions of Section 2-278 Procedures governing the issuance of
bonds, the Administration prepared the required fiscal analysis which included the following
breakdown of the proposed Convention Center Bond issue.
ln response to Sec. 2-278 (a)1(a): the estimafed cosf of the project on account of which such
bonds are to be lssued. The total Convention Center project is estimated to cost $596.4 million.
(Exhibit E)
ln response to Sec. 2-278 (a)1(b): the estimated revenues to be generated by the projects.o The projected revenue to be received by the RDA in Tax lncrement Revenues will be
$40 million in FY2016 up to $54 million in FY 2023. (Exhibit B). Upon the completion of the project, the projected gross event revenues in the first five
years of operation will be approximately $104 million which will include revenue
1070
Commission Memorandum
Convention Center Bonds
September 30, 2015
Page 6 of 7
generated from trade shows, conventions, consumer shows, banquets, meetings and
special events. However, the Convention Center is expecting to generate an average
net operating loss for the first five year after the renovation of approximately $3 8 million
per year. (Exhibit F)
Additionally we have provided a schedule of estimated revenue coverage of Debt Service for
Convention Center Pro.lect financing. (Exhibit J)
!n response to Sec. 2-278 (a)1(c): the estimated annual cosf of maintaining, repairing and
operating such projects.o The County and the City have agreed that the RDA will provide for an ongoing adequate
operating and maintenance subsidy for the Convention Center, in addition to the existing
$4.5 million per year and annual year-end revenue sharing that the City currently
receives from Convention Development Taxes through 2048. The Third Amendment to
the Convention Development Tax (CDT) lnterlocalAgreement will allow for an additional
annual operating and maintenance subsidy starting at $1 million in 2017 and increasing
each year by $750,000 until it equals $4 million by 2021 and remain at $4 million until
2025, or a total of $8.5 million. lt will then escalate at 4 percent or Consumer Price
lndex (CPl) annually (whichever is less) starting in 2026 over the life of the Convention
Center, funded either through RDA funds or through Convention Development Taxes,
depending on the availability of the latter. That funding will remain in place until 2048.
(Exhibit B & l)
The Commission may approve by resolution other improvements as part of the Series 2015
Project in addition to and/or in lieu of one or more of the above improvements.
The security for the repayment of these amounts will be the Tax lncrement Funds of the RDA.
Because of the character of this Series 2015 Bonds, the current favorable 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 RDA to authorize the negotiated sale of this
Series 2015 Bonds.
Debt Compliance
The attached Resolution delegates to the Executive Director, relying upon the recommendation
of the Chief Financial Officer and RBC Capital Markets (the City's and RDA's Financial Advisor),
the determination of various terms of this Series 2015 Bonds, including whetherto secure one
or more Credit Facilities and/or Reserve Account lnsurance Policies with respect to this Series
2015 Bonds, the final award of this Series 2015 Bonds, and certain other actions in connection
with the issuance of the Series 2015 Bonds and the refunding of the Outstanding Prior Bonds,
all as provided and subject to the limitations contained herein.
The Chief Financial Officer is further authorized to establish procedures in order to ensure
compliance by the RDA with this Series 2015 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
1071
Commission Memorandum
Convention Center Bonds
September 30, 2015
PageT of 7
Bond Counsel. The Chief Financial Officer, acting in the name and on behalf of the RDA, 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.
ln order to describe and specify the terms of the RDA'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 RDA, a Disclosure Dissemination Agent Agreement (the "Series 2015
Continuing Disclosure Agreements"), with Digital Assurance Certification, L.L.C. ('DAC"), which
is hereby appointed as disclosure dissemination agent with respect to this Series 2015 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 this Series 2015 Continuing Disclosure
Agreement, for and on behalf of the RDA by the Chief Financial Officer, shall be deemed
conclusive evidence of the RDA's approval of the Series 2015 Continuing Disclosure
Agreement.
U.S. Bank National Association is hereby appointed as Bond Registrar for this Series 2015
Bonds.
The officers, agents and employees of the RDA, 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 this Series 2015 Bonds, the
Bond Resolution, the Series 2015 Bond Purchase Agreement, the Series 2015 Continuing
Disclosure Agreement and this Series Resolution, for the full, punctual and complete
performance of all the terms, covenants, provisions and agreements of this Series 20't5 Bonds,
the Bond Resolution, the Series 2015 Bond Purchase Agreement, the Series 2015 Continuing
Disclosure Agreement and this Series Resolution.
Conclusion
The Administration recommends that the Chairperson and Member of the Miami Beach
Redevelopment Agency approve the resolution on first reading and schedule a second reading
public hearing on October 14,2015.
JLM/JWjr@
Attachments (presented in draft form):
Prelim i nary Official Statement-RDA
Bond Purchase Agreement-RDA
Disclosure Dissemination Agreement-RDA
Escrow Deposit Agreements-RDA
1072
EXHIBITS
Toble of Contents
EXHIBIT A RDA Bonds Anolysis
EXHIBII B RDA ProFormo
ExH{BtT+ perkinsBends^n is
EXHIBIT+I @
EXHIBIT E Convention Center Proiect Budget
EXHIBIT F Convention Center 8-Yeor ProFormo
EXH+BIT€,
EXH{BIT+
EXHIBIT I Convention Center ond Pork Operoting Proiections
EXHIBIT J Convention Center Finoncing Debt Service Coveroge
1073
I--
I.?.l5 . 20J E
M*A$,A[ffiffi@ffiM
1074
Aug 25, 2AL5 7:42 pm Prepared by Morgan Stanley / {1,9 EXHIBIT A pue" r
SOURCES AND USES OF FUNDS
Miami Beach City CenterRDA
Combined 20 I 5 Financings
Dated Date
Delivery Date
taND0[S
lurcn0ts
RDA Convention
Center
Financing,
Series 2015
(NewMoney)
Series 2015
Taxable
Refunding of
Series 19984
Non-Callables
Series 2015
To<able
Refunding of
Series 20054
Series 2015
Tax-Exompt
Cunent
Refinding of
Series 20058
Bond Pmceeds:
Par Amount
Premium
308,765,000.00
25,813,867.05
9,970,000.00 25,650,000.00 14,110,000.00
1,354,705.20
3s8,495,000.00
27,L68,572.25
334,578,867.05 9,970,000.00 25,650,000.00 75,464,705.20 385,663,572.25
RDAConvention Series2015
Center Taxable
Financing, Refunding of
Series 2015 Series 19984
(NewMoney) Non{allables
Series 2015
Series 2015 Tax-ExemptTaxable Current
Retunding of Retunding of
Series 2005A Series 20058
Project Fund Deposits:
Project Fund
Refirnding Escrow Deposit :
Cash Deposit
SLGS Purchases
Other Fund Deposits:
Debt Service Reserve Fund
Delivery Date Expenses:
Cost oflssuance
UnderwriterJs Discount
Other Uses ofFunds:
Additional Proceeds
t0.23
9,896,968.00
9,896,978.23
308,667,631.00 308,667,631.00
40,835,030.23
9,896,968,00
50,731,998.23
23,748,375.00
25,470,010,00 15,365,010.00
25,470,010.00 15,365,010.00
23,748,375.00
612530.00 19,940.00 51,300.00 28,220.00 716,990.00
1,543,825.00 49,850.00 128,250.00 70,550.00 1,792,475.0A
2,161,355.00
1,506.05
69,790.00 179,550.00
3,231.77 440.00
98,770.00 2,509,465.00
92s.20 6,103,02
334,s78,867.05 9,970,000.00 25,650,000.00 15,464,705.20 385,663,572.25
MorganStanley
1075
:>rd,
E(\,
6)
6PoE
EXHIBIT A
ss<€\O .nd C-lNOa'- cO\Jq -.:
6lr
Io6!i tgg, S'*e s6S EH
\oh.ioe
00\o
6,1
m
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6
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(n
ro6i$ c,l 6
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NH
o
rioo\
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so€..:
rrFOOq\q(.l\o*ornoo!tNvlc.I-f 6
HM
ssssOt-.OO\ts €\O€qc?qqoNoel
oooooooooooooooooooouiddd\Ot'\h<t\Ch\Oi
€ah$o (\lio
Br aoxoa2 'E
attuaN;GHxe8;
6FN E.9 o q'3
.E.H H.E$rr&.=o6PI uouoH
.E€€ Erq g E9b55EEil&A3-ee I;€€F3oxxxE*#fl
9n,an
Xooor'i c'l N N
/ooo
HOOOXv)u10
2!
a
>€oo
Hi;
t4
9toEE
80574
>lotrobI)v1 .EHEEO
a Es2 EH EEg EtE Fa)'
A -bnA eH E
fr.doo '9.E EH3 0q ES E
p
cl)
o
ov,
6l
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hrl
b0a
1076
Aug 25, 2015 7:42 pm Prepared by Morgan Stanley / ALC EXHIBIT A pue":
BOND SUMMARY STATISTICS
Miami Beach City Center RDA
Combined 20t5 Financings
DatedDate
Delivery Date
First Coupon
IlstMaErity
Artitrage Yield
True lnterest Cost (flC)
Net Interest Cost (NIC)
All-In TIC
Average Coupon
Average Life (yearc)
Weighted Average Maturity (years)
Duration of Issue (years)
ParAmount
Bond Proceeds
Total Interest
Net Interest
Total Debt Service
Maximum Annual Debt Service
Average Annual Debt Service
Underwritels Fees (per $1000)
Average Takedoun
OtherFee
Total Undenvrirc/s Discount
Bid Price
5.000000
107.078508
Average
Average MafllrityLife Dato
wl0n0$
tarcDo15
06t01D016
0l0tnu3
2.672164%
4.319196%
4.5463240/o
4.335531%
4.9485t9%
17.500
17.563
I 1.698
358,495,000.00
38s,663,s72.25
312,221510.60
286,84s113.3s
670,716,510.60
23,748,37s.00
23,975,567.85
s.000000
Bond Component
Par
Value Price
Average
Coupon Duration
PVoflbp
change
Serial Bonds (faxable)
Sorial Bonds (Tax-Exenrpt)
Term Bond I (Tax-Exempt)
Term Bond 2 (fax-Exempt)
35,620,000.00 100.000
165285,000.00 110.721
90,430,000.00 t06.2t2
66,160,000.00 105.628
4.068 01n3n020B.ln 09119n029
23.075 01106D039
27.008 tAw2042
2.939%
4.989%
5.00tr/o
5.000%
3.826
3.867
t4.214
15.423
13213.60
t37,834.s5
7s,96120
s4,912.80
3s8,495,000.00 17.600 281,922.15
All-In
TIC
Arbitage
Yield
Par Value
+Accned Interest
+ Premium (Discount)
- Underwrite/s Discount
- Cost oflssuance Expense
- OtherAmounts
TargetValue
TargetDate
Yield
358,495,000.00
27,168,572.25
(t:792A?s,00)
3s8y'9sp00.00
n,168,57225
0Jn,47s.00)
(716,990.00)
49J30,000.00
1,354,705.20
383,871,097.25
rarcDal.s
4.319196%
383,154,107,25
tu1012015
4_335531%
51,084,705.20
turcD0$
2.672164%
MorganStantey
1077
Aug 25, 2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT A pase4
BONDPRICING
Miami Beach City Center RDA
Combined 20 I 5 Financings
Mahrity
BondCompooent D8t€Amoml Rare
Yicld to
Yicld Price Maturity
Call
Prio
Csll
Date
Prcmim
(-Discoud
Saial Bmds Cf q-E:.smpt):
nlotn016
Dl01n0v
nntn0tS
w0tn0$
tu01n020
nntn02t
,2I01n022
,?,01n023
Dntn0z4
nrcln025
laotn026
luo1no27
nnln028
1A0lno29
nJotn$0
nfitn$t
DfiIN$?
orcln$3
Dnv2034
Dnln$5
Tcm Bond I (fu-Exempt):
nt0ln$6
t2loy2037
12t0112038
,2ntn039
lzl0vzuo
Term Bond 2 Cfu-ExeEpt):
Dnuz04t
1210w042
l2l0v2u3
1A0ln$M
Saial Bonds (taxable):
tao1n0rc
la01n0n
LU01t20t8
t2l0v20t9
tavtn020
tu1tD02l
ta1tD022
1,795,000
t,840,000
1,905,000
1,990,000
2,090,000
2,190,000
2J00,000
t,520,000
8,960,000
9,4I5,000
9,900,000
10,410,000
10,940,000
1 1J05,000
12,095,000
12,715,000
13,365,000
1,t,050,000
14,?70,000
15,530,000
166,285,000
16,325,000
17,160,000
1E,040,000
1E,965,000
19,940,000
90,430,000
20,960,000
22,035,O00
23,165,000
66,16-'0,000
4,765,000
4,845,000
4,945,000
5,065,000
5230,000
5385,000
5,485,000
35,620,000
2.00e/o 0.640%
3.0oV/o 1.130%
4.00v/o 1.500%
4.0000/o t.no%
5.000% 2.M0%
5.00tr/6 2.360%5.0Wc 2.62V/o
5.000P/6 2.800o/o
5.00070 3.000%
5.000% 3)10yot,@f/6 3.35V/o
5.000% 3.52OYo
5.000% X.66V/o
5.000% 3.730o/o
5.000% 3.800%
5.000% 3.8600/"
s.000% 391v/.
5.000% 3.960%
5.000% 4.0OOYo
5.000% 4.u0%
5.000% 4.230Yo
5.000% 4.2?0%
5.000% 4.230%
5.000% 4.230%
5.000% 4.2300/o
5.00v/o 4300%
5.00e/6 4.3N%
5.008/o 4.3No/"
5.000% 4.300%
101.3 l9
t03.641
to7.217
t08.522
1t3.833
l14.63l
I 15.081
tts.625
I r5.633
I t5.544
113.892 C 3.467%
112.358 C 3.7t2Yo
l1l.ll3 c 3.9000/o
110.,196 C 4.0llc/o
109.884 C 4.1t0%
109.363 C 4.t9lo/o
108.930 C 4.256%
108.500 c 4.3150/o
108.157 C 1.3630/0
107_816 C 1.107%
23,676.05
66,994.40
138,055.35
169,587.80
2t9,t09.70
320,418.90
346,E63.00
1,331250.00
1,400,715.80
1,463,467.60loo.oo0 l375,3oE.oo
100.000 1286,467.80
100.000 l,2ls:t62.20
100.000 1207,564.80
100.000 1,195,469,t0
t00.000 1,190,50J.45
100.000 1,193,494.50t00.000 1,194,250.00
100.000 1,204,788.90
100.000 1,213,E24.80
17,t27,575.E5
taotn02s
tuotn0z5
taotn02s
la0l12025
t2r'0v2025
t?r'0t2025
w01n0z5
tu0tn025
DJOLn025
1?/01n025
106.2t2 c
106.212 c
t05.2t2 c
106.212 c
106.2t2 C
4.5800/o lA01nO25 100.000 1,014,109.00
4.5800/o luoln025 100.000 1,065,979.20
4.580% lAcfn0ZS 100.000 1,120,644.80
4.580% 12J01n025 100.000 1,17E,105.E0
4.580% w01n0?s l0o.00o __123@!9
5,617,5 I 1.60
105.628 C 4.645% tA0tn025
105.62t c 4.645% t?!Otn025
105.628 C 4,645% t70ln0?5
105.62E C 4.645% ta0tn025
100.000 i,179,628.80
100.000 1,240,129.E0
100.000 1,3$,n620
100.000 _
3,723,48/..80
1,426% 1,42,6% 100.000
t.576% t,s760h 100.000
2.7140/o 2.1t4yo 100.000
2.693% 2.693Vo 100,000
2.941% 2.943% 100300
3.332o/o 3.332Yo 100.000
3.582% 3.582Yo 100.000
358,495,000 27,t68,572.2s
Datcd Datc
Delivery Dato
Fint Coupon
ParAmout
hcmim
koduction
Undmite/sDiwt
Purchroe Prie
Aconed Iltorcst
NetPrc@ds
r2Jfinor5
luL0D0l5
06rc1n016
358,495p00.00
27,168,572.25
385,663,572.25
(1,792,475.00\
t07j75508%
(0.5000007o)
107.07850E7o383,871,0972s
383,871,497.25
MorganStantey
1078
Atg 25, 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A pug.s
SUMMARY OF REFT,NDING RESULTS
Miami Beach City Center RDA
Combined 201 5 Financings
Dated Date
Delivery Date
Arbitrage yield
Escrow yield
Value of Negative Arbituage
Bond ParAmouot
True Interest Cost
Net Interest Cost
Average Coupon
Average Life
Par amount ofrefunded bonds
Average coupon ofrefunded bonds
Average life of refunded bonds
PV of prior debt:o l?/fiD0ls @2.672164%
Net PV Savings
Percentage savings of refunded bonds
Percentage sayings of refirnding bonds
,2lrcnols
taL020r5
2.672t640/o
l L80238o/o
398,985.10
49,730,000.00
2.8009460/o
2.859322%
3.4031070/o
4.090
49,355,000.00
5.258257%
4.t9s
54,348,1 10.79
3,268,002.56
6.62142r%
6.571491o/o
Morgan$tantey
1079
Aug25,2015 7:42pm PreparerlbyMorganstanley/AlC EXHIBIT A Page6
SAVTNGS
Miami Beach City Center RDA
Combined 2015 Financings
Prior Refunding
Date Debt Servic.e Debt Service
Present Value
to l2l10D0l5
Savings @ 2.6721641%
0980nlrc
09R012017
wl30l20t8
09R0/2019
09t3012020
09R012021
09R012022
09t3012023
1,261,649.65
8,400,323.75
8,403,379.75
8,4A9,722.50
8,418,064.00
8,443,743.00
8,451,948.50
8,467,678.00
1A6,625.04
7,995,707.21
E,003,004.16
8,011,856,91
8,018,488.03
8,046,278.35
7,929,270.80
7,940,736.35
555,024,61
404,616.54
400,375.59
397,865.59
399,575.97
397,464.65
522,677;10
526,94t.65
547,426.05
388,364.39
3?5,484.58
364,452.13
357,465.98
346,956.54
445,377.85
437,878.08
60,256,509.15 56,651,966.85 3,604,542.30 3,263,405.59
Savings Summary
PV ofsavings ftom cash flow
Plus: Refunding funds on hand
NetPV Savings
3,263,405.59
4,596.91
3,268,002.56
MorgarrStantey
1080
Aug 25, 2Al5 7;42 pm Prepared by Morgan Stanley / ALC EXHIBIT A pw"t
BONDDEBT SERVICE
Miarri Beach City Center RDA
Combined 201 5 Financings
Period
Ending
Dated Date 1211012015
Delivery Date 1211012015
Principal Coupon Debt Service
09/30/2016
09R0D017
0913012018
09n0t20t9
09R0DO20
0913012021
0913012022
09/30t2023
09130D024
0913012025
09/30D026
09130D027
09/30D028
09/30DA29
09RU2A30
09n0n$t
09R0r2$2
09R0t2033
0913012034
09R0D035
09R012036
09i3012031
09R012038
09/3012039
09/3AD040
09t30Do4l
09R0/2042
09/30DA43
09/3012044
6,560,000
6,685,000
6,850,000
7,055,000
7320,000
7,475,000
7,795,000
8,520,0@
8,960,000
9,415,000
9,900,000
10,410,000
10,940,000
11,505,000
12095,000
12,715,000
13,365,000
14,050,000
14,770,000
15,530,000
16,325,000
17,160,000
18,040,000
18,965,000
19,940,000
20,960,000
22,035,000
23,165,000
** o//o
t' Yo
** o//o
'* Yo** Yo
** o/o
a* O//o
5.000%
5.000%
5.000%
5.000%
5.000%
5.000%o
5,A000/o
5,000%
5.000%
5.000%
5.000Yo
5.000%
5.00OY"
5.000%
5.000%
5.00OYo
5.000%
5.000%
5.000%
5,000%
5.000%
8,039,793.79
16,873,9s7.21
16,756,254.16
16,600,106.91
16,40r,738.03
t6,l@,5ut.3s
15,892,520.80
15,593,986.35
15,225,250,00
14,788,250.00
14,328,875.00
13,846,000,00
13,338,250.00
12,804,500.00
12,243,375.00
11,653,375.00
I 1,033,125.00
10,381,125.00
9,69s,7s0.00
8,975,250.00
8217,750.00
7A21,375,00
6,584250.00
s,7442s0.00
4,119,725.00
3,806,500.00
2,784,000.00
1,709,125,00
579,125.00
8,039,793.79
23,433,957.21
23,44t,254.16
23,450,106.91
23,456,738.03
23,484,528.35
23,367,520.80
23,378,986,35
23,745,250.00
23,748,250.00
23,143,875,00
23,746,400.00
23,748250.00
23,144,500.00
23,748,375.00
23,148375.00
23,148,125.00
23,746,125.00
23,145,750.00
23,745,250,00
23,747,750.00
23,',|46,375.00
23,744,250.00
23,7M,250.00
23,744,125,00
23,146,500.00
23,744,000.00
23,744,125.00
23,144,125.00
358,495,000 312,221,510.60 670,716,510.60
MorganStantey
1081
Aug 25, 2015 7:42 pa Prepared by Morgan Stanley / ALC EXHIBIT A Page8
Period
Ending Principal
NETDEBTSERVICE
Miami Beach City Center RDA
Combined 201 5 Financings
Toial
Interest Debt Service
Debt Service Net
Reserve Fund Debt Service
09130t2016
09t30t2017
0913012018
09R0t20t9
09R0no20
09R0n02t
09/30n022
09130D023
09/30n024
a9/3012025
09t30D026
09t30D027
09B0DA28
09t30D029
09130D030
09t3012031
0913012032
09/30/2033
0913012034
09130D035
0913012036
09130/2037
09t30/2038
09/30D039
09R012040
09/30t2041
09/30/2042
09/3012043
09/30t2044
6,560,000
6,6g5,ooo
6,850,000
7,055,000
7,32o,ooo
7,475,000
7,785,000
9,520,000
8,960,000
9,415,000
9,900,000
1oy'10,000
10,940,000
I 1,505,000
12,095,000
12,715,000
13J65,000
14,050,000
14,770,000
15,530,000
16,325,000
17,160,000
I 8,040,000
I 8,965,000
19,940,000
20,960,000
22,035,000
23,165,000
E,039,793.79
16,873,957.21
76,756,254.16
16,600,106.91
16,401,738.03
16,164,52E.35
15,892,520.80
15,593,986.35
15,225,250.00
14,788,250,00
14,328,875.00
13,846,000.00
13,338,250.00
12,804,500.00
12,243,375.00
1L,653,375.00
I 1,033,125.00
10,381,125.00
9,695,750.00
8,975,250.00
8,217,750.00
7,421,375.00
6,584,250.00
5,704,250.00
4,779,125.00
3,E06,500.00
2,784,000.00
1,709,125.00
579,125.00
E,039,793.79
23,433,957.21
23,441,254,16
23,450,106.91
23,456,738.03
23,484,528,35
23,36',t,520.80
23,378,986.35
23,745,250.00
23,748,250.00
23,743,875.00
23,746,000.00
23,748,250.00
23,744,500.00
23,748,375,00
23,748,375.00
23,748,125.00
23,746,125.00
23,745,750,00
23,145,250,00
23,747,750.00
23,146,375.00
23,744,250.00
23,744,250.00
23,744,125.00
23,746,500.00
23,'.|44,000.00
23,7U,125.00
23,744,125.00
t12,804.78
237,483.76
237,4E3.76
237,4E3.76
23',1,483,76
237483,76
237,483.76
237,483.76
237,483.76
237,483.76
237,4E3.76
237,483.76
237,483,76
237A83,76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
23,857,1 16.88
7,926,989.01
23,196,4',t3.45
23,203,770.40
23,212,623.15
2321e2s4.27
23,247,044.59
23,130,037.04
23,141,542.59
23,507,766.24
23,510,766.24
23,506,391.24
23,508,516.24
23,510,'.|66.24
23,507,016.24
23,510,891.24
23,510,891.24
23,510,641.24
23,508,641.24
23,508,266.24
23,507,766.24
23,510,266.24
23,508,891.24
23,506,766.24
23,506,766.24
23,506,641.24
23,509,016.24
23,506,516.24
23,506,641.24
(122,991.88)
358,495,000 3t2,221,510.60 670,716,510,60 30,39I,983.18 640,324,527.42
MorganStantey
1082
Aug 25, 2015 7t42pm Prepared by Morgan Stanley / ALC EXHIBIT A rug.e
Period
Ending
RDA Convention
Center
Financing,
Series 2015
(NewMoney)
AGGRBGATEDEBT SERVICE
Miami Beach City CenterRDA
Combined 2015 Financings
Series 2015Taxable Series 2015
Refunding of Taxable
Series 19984 Retunding of
Non-Callables Series 2005A
Series 2015
Tax-Exempt
Current
Refunding of Aggregate
Series2005B DebtService
09/30D016
09/30/20t7
09/30t2018
09/30D019
09130/2020
09t3012021
0913012022
091302,023
09R0n024
09R0t2025
09R0/2026
09t3un27
09t30/2028
09R012029
09i30n0ts0
09/301203t
09/3012032
09/30t2033
0913012034
09/3012035
09/30/2036
09/30n0a7
09t30t2038
09i30nc39
0913012040
09t30/2041
09130/2042
09t30t2043
09t3012044
7,333,168,75
15,438,250,00
15,438,250,00
15,438,250.00
15,438,250.00
I5,438"250.00
15,438,250.00
15,438,250.00
23,745250.00
23,148250.00
23,743,875.00
23,746,000.00
23,748,250.00
23,744,500.00
23,748,375.00
23,748,375,00
23,748,125.00
23,746,t25.00
23,745,750.00
23,',|45,250.40
23,747,750.00
23,',|46,375.00
23,744250.00
23,744,250,00
23,744,t25.00
23,746,500.00
23,744,000.00
23,744,125.00
23,744,t25.00
100,563.30
2,222273,95
2,226,602.90
2,233,120.25
2,226,920.65
1,653,985,45
332,509.24
3,420,483.26
3,424,001.26
3,427,036.66
3,432,767.38
4,025,542.90
5,569,520.80
5,s83,236.3s
273,552.50
L3sL950.00
L352,400,00
2,351,700.00
2,358,800.00
2,366,750.00
2,359,750.00
2,357,s04.00
8,039,793.79
23,433,957.21
23,441,254.16
23,450,106.91
23,456,738.03
23,484,528.35
23,367,520.80
23,378,986.35
23,745,250.00
23,748,250.00
23,743,875.00
23,746,00,0.00
23,748,250.00
23,744,500.00
23,?48,375.00
23,748,375.00
23,748,125.00
23,746,125.00
23,745,750.00
23,745,250.40
23,747,750.00
23,746,375.00
23,7U,250.00
23,7M,250.00
23,744,125.00
23,?46,500.00
23,744,000,00
23,744,125.00
23,744,125.00
614,064,543.75 10,663,466.50 29,215,097.85 16,7n,4A250 670,716,510.60
MorganStailtey
1083
Alrig 25 , 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page to
ESCROW STAfiSTICS
Miami Beaoh City Center RDA
Combined 2015 Financings
Modifisd Yicldto Yieldto Psrfc't Vahreof
Total Duatim Fyoflbp Reipt Disburcmt eryw I=P* ^ 9":,t:l-6,*, -' ;i;;; - ii; Dato cort Arbitage Dcadrimc
Sorie 2015 Tuablc Rofmdingof Saics 198ANon{rllabls, Global Procec'& Escrow
9,8g6g7s.2321E32,753.321.18U23E%|.1802360/o9,4n991.'u398p85.10|.29
Sdes 2Ol5 Tmblc Rcfimdirg of Scrics 20054 Global Procccds Essotr
25,470p10.00
Ssics 2015 To.-ExatrPt C\EatRofiEding of Scries 20058, Global Prccccds Esmw:
15,365p10.00
25,470,010.00
15,365,010,00
50J3L998.2'2,753.32 50,333,0il.84 398,985.10 129
Dclivory dEto
Artitngo yiold
Corposito Modified Durrtion
tu10a015
2.672164%
2.783
MorganStanteY
1084
Aug25,2015 1:42pm Prepared by Morgan Stanley I ALC EXHIBIT APage lr
SOI]RCES AND USES OF FUNDS
Miami Beach City Center RDA
RDA Convention Center Financing, Series 2015 (New Money)
Dated Date tv10l20t5
Delivery Date lAfin|ls
Bond Proceeds:
Par Amount
Premium
308,765,000.00
25,8 13,867.05
334,578,867.05
Uses:
Project Fund Deposits:
Project Fund
Other Fund Deposits:
Debt Service Reserve Fund
Delivery Date Expenses:
Cost oflssuance
Underwriter's Discormt
Other Uses of Funds:
Additional Proceeds
308,667,63 1.00
23,748,375.00
6 I 7,530.00
1,543,825.00
2,161,355.00
1,505.05
334,578,867.05
MorganStantey
1085
4n925,2015 7:42 pm Prepared by Morgan Stanley / ALC EXHIBIT A Paget|
BOND SUMMARY STATISTCS
Miami Beach City Center RDA
RDA Convention Center Financing, Series 2015 (NewMoney)
Dated Date
Delivery Date
First Coupon
I,st fv{aturity
Arbihage Yield
True Interest Cost (IIC)
Net Interest Cost (MC)
All-In TIC
Average Coupon
Average Life(years)
Weighted Average Maerity (years)
Duration of I5sue (years)
ParAmount
Bond Proceeds
Total Interest
Net Intercst
Total Debt Service
Maximum Annual Debt Service
Average Annual Debt Service
Underwritet's Fees (per $1000)
Average Takedown
O0rer Fee
Total Underwrite/s Discount
Bid Price
l2ll0D0r5
tul0Dot5
06l0tD0t6
t2l0tD043
3.9696240/o
4.t86t$%
4.6025210/o
4.400978%
5.0000000/o
19.776
19.615
12.791
308,765,000.00
334578,867.05
30s299,543.75
281,029,501:10
614p64,543.75
23,748,375.00
21,950,475.20
s.000000
5.000000
107.860360
Bond Component
ParValue Price
Average Average
Coupou Ltfe
Average
Matrrity
Date Duration
PVof i bp
change
Serial Bonds (fax-Exempt)
Term Boad I (fax-E:<empt)
Term Bond 2 (fax-Exempt)
152,175,000.00 110.82s
9oy'3o,o0o.0o 106.212
66,160,000.00 105.528
S.N@/o 14.670
5.000% 23.0755.000% 27.008
08/n2030
oy06n$9
DtDnuz
10.693
14.214
15.423
l^31,n2.90
75,961.20
54,912.80
308,76sp00.00 t9,776 262,846.90
TIC
All-In
flc
tubitsage
Yield
Par Value
+ Accrued Interest
+ Premirun @iscount)
- Unden/dtet's Discount
- Cost oflssuance Erqense
- Other Amounts
Target Yalue
Targethe
Yield
308,765,000.00
2s,813,867.05
(1,543,82s.00)
308,765,000.00
25,813,867.05
(1,543,82s.00)
(617,530.00)
30&76s,000,00
25,813,857.05
333,035942.05
tzlt0D0t5
4.186144%
332A17,512.05
12t10120t5
4.4$978o/o
334,578,867.05
tarcD0$
3.9696240/o
Morganstantey
1086
4ag25,2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT APage 13
BoodComponmt
Mahrity
Date
BONDPRICING
Miami Beach City Center RDA
RDA Convention Center Financing Series 2015 (New Money)
Amount Rste Yiold prisc ,;ffi #cdl
Price
Prmiu
(-Diecount)
Serial Bonds (Tax-Exarpt):
LZntD023
Dlotna[
laolD0z5
w0tn0z6
t2l0u2027
Drctn028
l2l0tn029
12t0y2010
Dtotn$l
12t0v2032
1u0112033
1A0tDoy
luotn$s
TmBond I (Iu-Exeml):
12101D016
LUotn$7
t2t0tD038
tu0tn$9
tu0y2040
TmBoad 2 (Iax-Exompt)t
L2l0tn04r
w01nuz
w01n043
1U01n044
8,52q000 5.w0%' 8,960,000 s.crJoyo
9,415,000 5.000%
9,900,000 5.000vo
10,410,000 5.m0%
10,940,000 5.@0%
11,505,000 5.000%
12.095,000 5.m0%
12,715,000 5.000%
13,365,000 5.000%
14,050,000 5.000%u,n0,o00 5.000%
15,530,000 5.000%
152,t75,000
15,325,000 5,000%
17,160,000 s,000%
18,(M0,000 5.000%
18,965,000 5.000%
19,940,000 5.000%
90,430,000
20,960,000 5.00u/o
22,035,00A 5.0000/0
23,t65,000 5.000%
5.000%
66,160,000
tt5.625
I 15.533
1t5.544
113.89 C 3.167%
112.358 C 3.7l2Yo
lll.I13 c 3.9000/o
110.496 C 4.0llo/o
109.884 C 4.110%
109.363 C 4,190%
108.930 C 4.2s6%
108.500 c 4.3t5%
t08.157 C 4.363%
t07.816 c 4.407%
lM.2L2 C 1.580%
t06.2t2 c 4.5800h
106.212 c 4s80%
t06.zt2 c 4.5800A
1062t2 c 1.s80%
105.628 C 4.61504
105.628 C 4.645Yo
105.628 C 4.61s%
10s.628 C 4.6150/t
1331r50.00
t,400,716.80
1,463,467.60
100.000 1J75,308.00
100.000 1,u6,467.80
100.000 1215,70.20
100.0@ 12r7,s64.80
100.000 1,195369.80
100.000 1,190,505.45
100.000 I,193,494.50
100.000 1,194,250.00
100.000 1204,78E.90
100.000 1213,824.80
16,472,870.65
100.000 1,014,109.00
100.000 r,065,979.?0
100.000 1,120,6{4.80
100.000 I,u8,105.80
100.000 Jl!@!q
5,617,511.60
100.000 1,179,628.80
100.000 1340,129.80
100.000 1,303,726.20
100.000
--
3,721,484,80
2.t00o/o
3.000c/o
3.1700/o
3.3s0%
3.520%
3.660%
3.730%
3.800%
3.864%
3s10%
3.960%
4.000%
1.M0%
1.230%
42300/.
4230o/o
423A%
4230/o
4.300%
4.300%
4300%
4.3000/"
ra0rn02s
pl0tn025
taou2025
laoll2025
ta0Ln025
12t0U2025
w0tn025
12t0v2025
0l0tn02s
1?r'01nA25
ra)tn025
t210112025
ta0Ln0?5
tu0tn02s
raitn025
ta0tn025
lu01n02s
l2t0tD025
lu01n02s
308,765,000 25.813.867.05
Dated Date
DelivcryDae
Firrt Coupon
PtrAEqlt
Prcuiu
Production
UndEm't!1s Disomt
Prebase Pricc
Accrucd Iotemt
NctPreee&
wrcnot5
turcnots
06larnlrc
308,765,000.00
2s,913,867.05
334,578,867.05 108.360360%
(r,s43,825.00) (0.500000vo)
333,035,042.05 101.8603600/c
333,035,042.05
MorganStantey
1087
A,tg25,2015 7t42 pm Prepored by Morgan Stanley I ALC EXHIBIT A Peset4
BOND DEBT SERVICE
Miami Beach City Center RDA
RDA Convention Center Financing, Series 2015 (NewMoney)
D6r€d Datc LA!0n015DeliveryDatc L2ll0n0l5
Pdod
Erding Prircipal Coupol
Arnual
Debt Smice Dsbt Swicc
06ntn016
09B0n0$
12rcln0rc
06101n0n
0980n0t7
w0tn0n
06Nln0$
0980D0t8
,2frtno$
06101t2019
09B0tzot9
t2fiv2019
o6/0tD020
09f,0n020
Dnvz0?0
o6nlno2t
09BAn@r
vntn02t
06ntn022
0980n022
Dnlnozz
06nln023
09R0n023
Dnln023
06101no24
09b0na4
Dnw024
o6fitnv25
09/l,0r202s
w,tnv2s
05t0w026
09R012026
LU|VZ026
0610u2027
09/t0n027
oJ0tnon
06t0w028
0913012028
12t0tn028
o6t0tnt29
09/3,0n029
t2t01t2029
0610tnoao
09R1nBo
ra01n0*
06t0tn$l
09n0D031
tavy203l
06ntn$2
09130n$2
ta|tn$z
06t0112033
09B0nB3
tu0ln013
06101n034
09R0n034
tultn$4
a6t0112035
09Bon$s
lu0tn$5
06nln$6
09i30n066
tavln$6
06t01n037
09130n037
tztttD037
06/01n03E
09t30n$8
ta0v2038
06101n$9
8,520,000
E,960,000
9,415,000
9,900,000
10,4I0,000
10940,000
I 1,505,000
12,095,000
t2,7t5,000
13,365,000
14,050,000
14,770,000
15,530,000
16,325,000
17,160,000
18,040,000
7 331,168.75
7:ilg,rzs.00
7J19,12s.00
7:119.125.00
7;t19,125.00
7 Jl9,l2s.N
7 ,719,125.00
7,719,125.00
7,719,125.00
7,719,125.00
7,719,r25.00
7,719,rzs.00
7,719,125..00
7 ,719 ,125 .00
7,719,125.00
5.000% ?J19,12s.00
7,506,125.00
5.000% 7,506,125.00
7,282,125,00
5.000% 7 282,125.N
7,046,750.00
5.000% 7,046,750.00
6J9925o.00
5.000% 5J99,250.00
6,539,000.00
5.000% .5,539,000,00
6r65,500.00
5.0@% 6265,500.00
5,W,t75,00
5.000% 5977,E75.00
5,675,500.00
5.000% 5,675,500.00
5,357,625.00
5.000% 5357,62s,00
5,023,500.00
5.000% ,,023,500.00
4,672,750,N
5.Q00o/o 4,612,250.00
4,303,000.00
5.000% ,+,303,000.00
3,914,7s0.00
5.000% 3914,750.00
3,506,625.00
5.000% 3,506,625.00
3,077,625.00
5.000% 3,077,625.00
2,626,625.W
7,333,168.75
7,7 t9,t25.00
7J19,12s.00
7:119,125.00
7,719,125.00
7J19,125.00
7,7r9,r25.00
7,719,12s.00
7,7t9,t25.o0
7,719,125.00
7,719,125.00
7319,12s.00
7,719,125.00
7,719,125.00
7,719,125.00
16,239,t2.5.00
7,506,125.00
16,466,125.00
7,282,125.00
16,697,125.00
7,046,750.00
t6,946,750.00
6,7992s0.00
17209,2,50.00
6J39,000.00
17,479,000.00
6265,500.00
17J70,500.o0
5,977,875.00
Lt,072,t75.00
5,675,500,00
18J90,500.00
5357,625,00
r8,722,62s.00
5,023,500.00
19,073,500.00
4,6722s0.00
19,142,250.00
4,303,000.00
19,833,000.00
3914J50.00
?;0,239Js0.00
3,506,625.00
20,666,625.00
3,077,625.00
2t,117,625.00
2,626,625.00
7,333,168.75
15,438,250.00
15,138r50.00
15,t38,250.00
15,438,250.00
15,438250.00
15,{38250.00
15,138250.00
23,745,250.O0
23,74E,250.00
23,743,87s.00
23,746,000.00
23,748,250.00
21,7U,5W.O0
21,748,375.00
23J48,375.00
23,748,125.00
23,746,12s.00
21,14s,750.00
23,745,250.O0
23,?47,750.00
21,746375.00
23,744,250.00
MorgarrrStantey
1088
Alg 25, 2015 7 :42 pm Prepared by Morgau Stanley / ALC EXHIBIT APag" ls
BOND DEBTSERVICE
Marni Beach City Center RDA
RDA Convention Center Financing, Series 2015 (New Money)
pcriod Amual
Eading Principal Corpon lflterrst Dcbt Seiloe Dcbt Smie
09B0n019 23,7{/.250.00
12t01D039 18,965,000 5.000% \625,6U.00 2t,591,62s.00
0610tD040 2,152,500.00 2,152,s00.0009B0nu0 73,7U,125.00tu0Lauo 19p40,0{n 5.0007o 2,152,500.00 22,092,500.00
0510tn04t 1,554,000.00 1,654,000.00
09t30auLtaotrzo4l 20,950,000 s.000% 1,554,000.00 22,614,000.00
23,715,500.00
o6t0rD012 1,130,000.00 1,130,000.0009R0D042 23.714,000.00
lUilnW2 22,035,000 5.000c/o 1,130,000.00 23,165,000.@06n1D041 579,125.00 579,t25.4009R0D041 23,744,125.00
nfitnu3 23,165,000 5.000% 579,t25,00 2?,744,125.W09R0n044 23,744,12s.00
30&765,000 305,299,543.7s 614,064,s43.75 614,064,543.75
MorganStantey
1089
4ug25,2015 7:42pm Prepared by Morgan Stanley / ALC
Period
Ending
EXHIBIT A page 16
NETDEBTSERVICE
Miami Beach City CentorRDA
RDA Convention Center Financing, Series 2015 (New Money)
Total Debt Service Net
Principal Interest Debt Service Reserve Fund Debt Service
09t30t20t6
09R0/2017
09/30D018
09B0n0t9
09R0/2020
09/3012021
09/3012022
0913012023
09130t2024
09130/2025
09/3012026
09/3012027
09t3012028
09/3012029
09/30n030
09l30D03l
09130D032
09t30D033
@130D034
09t30D035
09/30D036
09/30D037
091301203E
09/3012039
09130D040
0913012041
09t30D042
09/34D043
09t3012044
8,520,000
8,960,000
9,415,000
9,900,000
10,410,000
10,940,000
I 1,505,000
12,095,000
12,715,000
13,365,000
14,050,000
14,770,000
15,530,000
16,325,000
17,160,000
18,040,000
1E,965,000
19,940,000
20,960,000
22,035,000
23,165,000
7,333,168.75
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,439,250.00
15y'38,250.00
15,225,250.00
14,788,250.00
14,328,875.00
13,E46,000.00
13,338,250.00
12,804,500.00
12,243,375.A0
11,653,375.00
1 1,033,125.00
10,38 l,125.00
9,695,750.00
8,975,250.00
8,217,750,00
7,421,375.00
6,584,250.00
5,704,250.00
4,779,125.00
3,E06,500.00
2,784,000.00
1,709,125.00
579,125.00
7,333,168.75
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250.00
15,438,250,00
15,438,250.00
23,745250.00
23,748,250,00
23,743,875.00
23,746,000.00
23,748,250.00
23,744,5N.00
23,748,375.00
23,748,375.00
23,74E,t25.00
23,746,125.00
23,745,750.00
23,745,250.00
23,747,750,A0
23,746,375,00
23,744,250.00
23,744,250.00
23,744,125.40
23,',|46,500.00
23,744,000.00
23,744,125.00
23,744,125.00
112,804.78
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483,76
237,483.76
237,483:16
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483.76
237,483,76
237,483.76
237,483.76
237,483.76
231,483.76
237,483,76
23,867,116.88
7220,363.97
15,2W,766.24
t5,200,766.24
15,20n.,166.24
t5200,766.24
$,240,766.24
t5,2W,766.24
15,20n.,766.24
23,507,766.24
23,510,766.24
23,506,391.24
23,508,516.24
23,510,766.24
23,507,016.24
23,510,89t.24
23,510,891.24
23,510,641.24
23,508,641.24
23,508,266.24
23,507,766.24
?3,510,266.24
23,508,897.24
23,506,766.24
23,506,766.24
23,5M,641.24
23,5W,016.24
23,506,516.24
23,506,641.24
(t22,99t.E8)
308,765,000 305,299,543.75 614,064,543.75 30,391,9E3.18 583,672,560.57
MorganStanley
1090
Aug 25,2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT AvaserT
SOURCES AND USES OF FT'NDS
Miami Beach City Center RDA
Series 2015 Taxable Refunding of Series 1998A Non-Callables
Dated Date ta70l20t5
Delivery Date 1ArcD0l5
Bond Proceeds:
Par Amorrnt 9,970,000.00
9,970,000.00
Refunding Escrow DeposiB:
Cash Deposit
SLGS Purohases
Delivery Date Expenses:
Cost oflssuance
Underwriteds Discount
Other Uses ofFunds:
Additional Proceeds
10.23
9,896,968.00
9,896,978.23
19,940.00
49,850.00
69,790.00
3231.77
9,970,000.00
MorEanStantey
1091
Aug25, 2Al5 7 :42 pm Prepared by Morgan Staoley / ALC EXHIBIT A Page 18
BOND SUMMARY STATISTICS
Miami Beaoh City Center RDA
Series 2015 Taxable Refunding of Series 19984 Non-Callables
Dated Date
Delivery Date
First Coupon
Last lvlaturity
Arbitrage Yield
True Interest Cost (TIC)
Net Interest Cost (NIC)
All-InTIC
Average Coupon
Avemge Life (years)
rtreighted Average Maturity (years)
Duration of Issuc (years)
Par Amount
Bond Proceeds
Total Interest
Net InterDst
Tobl Debt Service
Maximum Annual Dobt Service
Avenge Annual Debt Service
Underwriter's Fees (per $ I m0)
Avorage Takedown
Other Fee
Total Undenwite/s Discouat
BidPrice
5.000000
99.500000
Average
Average Average Maturity
Coupon Life Date
lurcn0$
tut0a0l5
0610112016
t2t0tD020
2.672164%
2.56768V/o
2.56ffi34%
2.640289%
239454s%
2.945
2.905
2.808
9,970,000.00
9870,000.00
69t.166.s0
743,316.50
10,663,466.50
2233,120.2s
2,t43Al0.ls
5.000000
Bond Component
Par
Value Prise
PVof l bp
change
Serial Bonds (Iaxable)9,970,000.@ r00.000 2.395Yo 2.905 1ln4n0l8 2.81I 2J08.3s
9,970,000.00 L708.35
TIC
All-In
TIC
Arbitage
Yield
ParValue
+ Acsrued Intercst
+ Premiurn (Discount)
- Undervritels Discount
- Cost oflssuanoe Expense
- Other Amounb
TargetValue
Target Date
Yield
9,970p00.00
(49,850.00)
9,970,000,00
(49,850.00)
(19,940.00)
9,970,000.00
9,920,150,00
12lloa't5
2.567680%
9800210.00
t2/1012015
2.6/]0289%
9,970,000.00
tarcn0t5
2.6n1&%
MorganStantey
1092
4ug25,2075 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT Arage le
BONDPRICING
Miami Beach City CenierRDA
Series 2015 Taxable Refunding ofSeries 19984 Non-Callables
Maturity
Bond Component Date Amount Rate Yield Prioe
Serial Bonds (Taxable):
Wolnorc 2,025,000 1.426% 1.4260/o 100.000lA01D0l7 2,060,000 1.5760/o 1,5760/o 100.000l?0ll20l8 2,105,000 2.ll4o/o 2.174o/o 100.000l2l0l/2019 2,150,000 2.6930/o 2.6930/o 100.000taov2020 1,630,000 2.9430/o 2.9430/o 100.000
g,g70,ooo
Dated Date
Delivery Date
First Coupon
ParAmount
Original Issue Discount
Production
Underwritefs Disoount
Purchase Price
Accrued lnterest
Net Proseeds
tullzots
tut0t20t5
o6t0tnorc
9,970,000.00
9,970,000.00 100.000000%
(49,850.00) (0.5000000/0)
9,920,150,00 99.500000%
9,920.r50.00
Morgan$tantey
1093
Aug 25, 2Ql5 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A Pase2o
ST'MMARY OF REFUNDING RESULTS
Miami Beach City Center RDA
Series 2015 Ta:rable Refirnding of Series 1998A Non{allables
DatedDate
Delivery Date
Arbitage yield
Escrow yield
Value of Negative Arbitrage
Bond Par Amount
True Interest Cost
Net Interest Cost
Average Coupon
AverageLife
Par anrount ofrefiraded boods
Average coupon ofrefunded bonds
Average life of refunded bonds
PV of prior debt to la10a0l5 @2.6721640/o
Net PV Savings
Percentage saviogs of refinded bonds
Percentage savings of refunding bonds
tafintt5
turcDats
2.672164%
1.180238yo
398,985.10
9,970,000.00
2.56?680%
2.566634%
2.394505o/o
2.905
8,520,000.00
6.6800007o
2.979
9,497,983.08
(390,259A7)
(4.5805107o)
(3.914338{/0)
Morgan $tantey
1094
Aug 25, 2015 7:42 pm Prepued by Morgan Stanley / ALC EXHlBlr Apaeezr
SAVINGS
Miami Beach City Center RDA
Series 2015 Taxable Refunding of Series 19984 Non-Callables
Present Value
Prior Refunding b 12'/rc12015
DebtService DebtService Savings @ 2,6721641%
09t30D016
09t30D017
0913012018
09/30120,9
0913012020
091302021
284568.00
2,101,197.00
2,101,64s.00
2,109,2M.00
2,103,660.00
r,529,432.00
100,563.30
2,222,273.95
2,226,602.94
2,233,120.25
2,226,920.65
1,653985.45
184004.70
(12r,076.9s)
(124,9s7.90)
(123,876.25)
(t23,260.65)
(124,553.45)
781,699.20
(119,784.96)
(1 19,824.65)
(11s,216.74)
(1 l 1,219.33)
o49J44.76\
10,229,746.00 10,663,466.50 (433,720.s0) (393,49t.24)
Savings Summarv
PV ofsavings fiom cash flow
Plus: Refunding funds on hand
NetPV Savings
(393,491.24)
3,231.17
(390259.47)
Morgan$tantey
1095
Aug 25, 2015 7:42 pm Prepared by Morgan Stanley I ALC EXHIBIT A pase21
BONDDEBTSERVICE
Miami Beach City Center RDA
Series 2015 Taxable Refunding of Series 1998A Non-Callables
Dated Date lAl0D015
Delivery Date 12110/2015
?eriod Annud
Ending Principal Coupon Interest Debt Service Deb't Service
100,563.30 100,563.3006t0tr20M
0913012016QrcU20l6 2,025,000 1.4260/o 105,856'10 2,130'856.10
0610u20t1
09t30120t7
12/0112011 2,060,000 1.5760/o 9U17.85 2,151'411.85
06t0tno18 75,185.05 75,185.05
09/3012018t2l0u20l8 2,105,000 2.114% 75,185.05 2,180,185.05
06/0y2019
09BAD0I9
52935.20 52,935.20
l2l}l/2019 2,150,000 2.6930/o 52,935.20 2,202'935.20
91,417.85 91,417.85
06101n020
09f0/2020DrclnOzO 1,630,000 2.943o/o 23,985.45 1,653,985.45
09t30D02l
100,563.30
2222273.95
2226,602.90
2233,120.25
2226,920.65
1,653,985.45
23,985.45 23,985.45
9,970,000 693,466.50 10,663,466.50 10,663,466.50
Morganstantey
1096
At825,2015 7t42pm Prepared by Morgan Stanley / N-C EXHIBIT Aragezl
NETDEBT SERVICE
Miami Beach City Center RDA
Series 2015 Taxable Refunding of Series 1998A' Non{allables
Perioil
Ending Principal
Total Net
Lrterest Debt Service Debt Service
09/30t2016
09/3UzAfi
09t30D018
a9B0D0t9
09/30D020
09/30D021
2,025,000
2,060,000
e105,000
2,l5o,oo0
1,630,000
I00,563.30
197,273.9s
166,602.90
t28,t20.2s
76,920.65
23,985.45
100,563.30
2,222273.9s
2,226,602.90
2,233,120.25
2,226,v20.6s
r,653,985.45
100,563.30
2,222,273.95
2,226,602.90
2,233,120.25
2,226,920.65
1,653,985.45
9,970,000 693,466.50 10,663,466.50 70,663,466.50
Morgan$tailley
1097
Aug 25, 2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT A Page24
SUMMARY OF BONDS REFI.JNDED
Miami Beach City Center RDA
Series 2015 Taxable Refunding of Series 19984 Non-Callables
Call
Prioe
Par Call
Amount Date
Meturity lnterest
Date Rate
Series I998 (Taxable), 1998:BOND t2t0u20t6
ta|t/2017
tu0U20t8
. 12t0112019
l2l0tDmi
6.680%
6.6E0%
6.6800/o
6.680%
6.6800/o
1,585,000.00
1,695,000.00
1,820,000.00
1,940,000.00
I,480,000.00
8,520,000.00
hlorganStantey
1098
Ang25,2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT APag"2s
SOI]RCES AND USES OF FTINDS
Miami Beach City CenterRDA
Series 2015 Taxable Refunding ofSeries 20054
Dated Date l2ll0l20l5
Delivery Date l2y'l0l20l5
Bond Proceeds:
ParAmount 25,650,000.00
25,650,000.00
Refunding Escrow Deposits:
Cash Deposit
Delivery Date Expenses:
Cost of Iszuance
Other Uses ofFunds:
Additional Proceeds
25,470,010,00
51,300.00
Underrryriter's Discount 128,250,00
179,550.00
25,650,000.00
Morgan$tantey
1099
Aug25,2015 7:42 pm Prepared by Morgan Stanley/AIC EXHIBIT A Page26
BOND SUMMARY STATISTICS
Miami Beach City Center RDA
Series 2015 Taxable Refunding ofSeries 20054
Dated Date
Delivery Date
First Coupon
Last Ivlatrrity
Arbjrage Yield
True Interest Cost(fIC)
Not Intcrest Cost (NIC)
All-InTIC
Average Coupon
Average Life (years)
WeighGd Average Maturity (years)
Duration of Issue (years)
ParAmount
Bond Proceeds
Total Interest .
Net IntLerest
Total Debt Service
Maximum Aanual Deb't Service
Average Amual Debt Service
Underwrib/s Fees (pet $1000)
Average Takedown
OtherFee
Tobl Undemritet's Discount
Bid Price
5.000000
99.500000
Average
Average MatudtyLife Dat€
tarcn0$
turcn0t5
0610lD016
Qfrtno22
2.6721@%
3.181152Yo
3.18s191%
3_229665%
3.074586%
4.s21
1.521
4215
25,650,000.00
25,650,000.00
3,s65,097.8s
3,693,347.85
2921s,09?.8s
s,s83236.35
4,188,544.49
5.000000
Bond Component
PV of1 bP
Duration change
Par
Value Price
Average
Coupon
Serial Bonds (Iaxable)25,650,000.00 100.000 1.075%4.s21 061fit2020 10,50s.25
25,650,000.00 10,505.25
All-In
TICTIC
tubitrage
Yield
Par Value
+ Accrued Int€rest
+ Premium @iscount)
- Undernritet's Discount
- Cost of Issuance E4ense
- Other Amounts
Trget Value
Target Date
Yield
25,650,000.00
(128,2s0.00)
2s,6s0p00.00
(128,2s0.00)
(51,300.00)
25,650,000.00
2s,s2t;750.N
0/rcn9ts
3.181152%
25,470,450.00
tunn0rs
3229665o/o
25,650,000.00
lal0a0l5
2.672164%
Mor,ganStantey
1100
Ang25,2015 7:42pm Prepared by Morgan Stanley / AJ-C EXHIBIT Apaezt
BONDPRICING
Miami Beach City CenterRDA
Series 2015 Taxable Refunding ofSeries 2005A
Bond Component
Maturity
Date Amount Rate Yield
Serial Bonds (Taxable):
raotDaM
ra0tD017
tauDafi
ta0tno19
lAUn020
1A0tD02t
tu0y2022
1.426%
1.s76%
2.1r4%
2.693%
2.943%
3.3320/"
3.5820/o
100.000
r00.000
100.000
r00.000
100.000
100.000
100.000
2,740,000 1.426%
2,785,000 1.576%
2,840,000 2.114%
2,915,000 2.693%
3,600,000 2.943o/o
5,285,000 3.332%
5,485,000 3.582%
25,650,000
Dated Date
Delivery Date
First Coupon
ParAmount
Original Issue Discount
Production
Underwriter's Discount
Purchase Price
Accrued Interest
Net Proceeds
1AfiD0ts
12n0D015
06101D016
25,650,000.00
25,650,000,00 100.000000%
(128,250.00) (0.50000070)
25,521,750.00 99.500000%
25,521,750.00
Morgan$tantey
1101
Artg 25,2015 7 :42 prn Prepared by Morgan Stanley / AL,C EXHIBIT A paee28
SUMMARY OF REFT]NDING RESULTS
Miami Beach City Center RDA
Series 2015 Taxable Refuuding ofSeries 20054
Dated Date
Delivery Date
Arbitrage yield
Esuowyield
Value of Negative Arbitage
Bond Par Amount
True Interest Cost
Net Interest Cost
Average Coupon
Average Life
Par amount ofreflmded bonds
Average coupon ofrefunded bonds
Average life of refunded bonds
PV of prior debtto 12fi01015 @2.672164%
Net PV Savings
Percentage savings of refirnded bonds
Percentage savings of refirnding bonds
1ArcDots
tunnots
2.672164%
0.000000%
25,650,000.00
3.t81152%
3.185191%
3_074586%
4.52t
25,470,000.00
5.1893770/o
4.618
28,206,3;09.11
2,138208.20
8.395007%
8.33609,40/o
NtorganSlantey
1102
Aag25, 2015 7:42pm Prcpared by Morgan Stanley / ALC EXHIBIT Atugeze
SAVINGS
Miami Beach City Center RDA
Series 2015 Taxable Retunding ofSedes 2005A
Prior Refunding
Debt Service Debt Service
Present Value
to 1211012015
Savings @ 2.67216410/o
09t30t2016
09B0nafi
09130D0t8
o9l30D0t9
0913012020
09/30n02t
09t3012022
09R02,023
623,087.90
3,716,001.75
3,720234.75
3,720,478.50
3,726,279.00
4,322,061.00
5,865,698.50
5,879.553.00
332,509.24
3,420,483.26
3,424,001.26
3,427,036.66
3,432,767.38
4,025,542.90
5,569,520.80
5,583,236.35
290,578.66
295,518.49
296,233.49
293,441.84
293,511.62
296,s1 8.10
296,17?.70
296,316.65
286,526.94
284,568. l5
278,330.95
268,944.35
262,379.61
258,623.88
252,161.05
246,233.27
37,573,394.40 29,215,097.85 2,358,296.55 2,137,768.20
Savines Summary
PV ofsavings from oash flow
Plus: Refimding firnds on hand
Net PV Savings
2,137,768,20
440.00
2,138,208.20
MorganStanley
1103
Aug 25, 2075 7:42 pm Prepared by Morgan Stanley / ALC EXHIBIT A Page3o
BOND DEBT SERVICE
Miami Beach City Center RDA
Series 2015 Ta.rable Refinding of Series 2005A
DatedDate l2/fin015
Delivory Date lZrclz0ls
period Annual
Ending Principal Coupon lnterest Debt Service Debt Service
o6l0u20t6
wl30/2016lzrctnorc 2,740,000 1.4260/o 350,009.73 3,090,009.73
06t07D01't 330,473.53 330,473.53
09B0n$nl2l0ta0t7 2,785,000 1.576% 330,473.53 3,115,473.53
332,509.24 332,509.24
06t0tD0t8
09130D0t8l2l}llz}lE 2,840,000 2.ll4o/o 308,527.73 3,148'527.73
06totD0L9
0913012019t2l0u20t9 2,915,000 2.693% 278,508.93 3,193,508.93
06l0tna20
0913012020
1210112020 3,600,000 2.943% 239,258.45 3,839,258.45
06t0tD02t
09t3012021l70ll202l 5,285,000 3.332o/o 186,284.45 5,471,284.45
06/0r/2022
09/30/2022l2/Oll2022 5,485,000 3.582o/o 98,236.35 5'583'236.35
09/3012023
332,509.24
3,420,483.26
3,424,001.26
3,427,036.66
3,432,767.38
4,025,5O.90
5,569,520.80
5,583,236.35
308,527.73 308,527.73
278,508.93 218,508.93
239,2s8.45 239258.45
186,284.45 186,284.45
98,236.35 98,236.35
25,650,000 3,565,097.E5 29,215,091.85 29,215,097.85
Morgan$tantey
1104
Atg25,2015 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT Apae,3t
NETDEBTSERVICE
Miami Beach City C-enter RDA
Series 2015 Taxable Refunding ofSeries 2005A
Period
Endiag Principal
Total Net
Interest Debt Service Debt Service
09/30t2016
09/30120t7
09/30D018
09/3012019
09R04'020
09R0D021
09R012022
09/30D023
2,740,000
2,785,000
2,940,000
2,915,000
3,600,000
5,295,000
5,485,000
33Ls09.24
680,483.26
639,001.26
587,036.66
517,767.38
425,542.90
284,520.80
98,236.35
332,509.24
3,420483.26
3,424p07.26
3,427,036.66
3,432,767.38
4,025,542,90
5,569,520.80
5,583,236.35
332,509.24
3,420,483.26
3424,00t.26
3,427,036.66
3,432,767.38
4,025,542,90
5,569,520.80
5,583,236.35
25,650,000 3,565,097.85 29,215,097.85 29,215,097.85
MorganStantey
1105
Aug 25, 2Ol 5 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A pase31
SI'MMARY OF BONDS REFT]NDED
Miaoi Beach City CentorRDA
Series 2015 Taxable Refunding ofSeries 20054
Matudty Interest Par
Date Raie Amount
Call
Price
Call
Date
Series 20054 (Taxable), 2005A_frCBOND tuotn|rc
1u01t2017
luotD0tS
railn0t9
LAUD020IBRM tU0y202t
laotD022
4.930o/o
5.010%
5.tttr/o
5.170%
s.2a0%
5.220%
5.220%
2,465,000.00
2,595,000.00
2,730,000.00
2,890,000.00
3,645,000.00
5,425,000.00
5,730,000.00
turcn0t5
r2n0t2015
12fi0n015
tut0r2075
tafinu5
tut0t20t5
tafin0t5
100.000
100.000
100.000
100.000
100.000
100,000
100.000
2s,470,000.00
MorganStan
1106
Aug 25, 2075 7:42pm Prepared by Morgan Stanley / ALC EXHIBIT Apageas
SOURCES AND USES OF FI]NDS
Miami Beach City Center RDA
Series 2015 Ta:<-Exempt Cunent Refrrnding of Series 20058
Dated Date tarcD|ts
Defivery Date 1211012015
Bond Proceeds:
Par Amouat
Premium
14,110,000.00
1,354,705.20
15,464,705.20
Refunding Escrow Deposit:
Cash Deposit
Delivery Date Expenses:
Cost oflssuance
Underwriter's Discount
OtherUses of Funils:
Additional Proceeds
15,365,010.00
28,220.00
70,550.00
98,770.00
925,20
15,464,745.20
MorganStantey
1107
Aug?5,2015 7:42pm Prepared by Morgan Stanley I ALC EXHIBIT A Pase34
BOND SUMMARY STATISTICS
Miqmi B€ach City Center RDA
Series 2015 Tat-Exempt Cunent Refunding ofSeries 20058
Bond Component
Dated Date
Delivery Date
First Coupon
Last Matrrity
Arbitrage Yield
True Interost Cost (TIC)
Netlntercst Cost(NIC)
All-InTIC
Average Coupon
Average Life (years)
rr)ireighted Average Maturity (yeam)
Duration of Issue (yean)
Par Amount
Bond Proceeds
Total Interest
Net Interest
Total Debt Service
Maximum Aonual Debt Service
Average Annual Debt Service
Underwritels Fees (per $1000)
Average Takedown
Other Fee
Total Underrryrite/s Discouat
Bid Price
Par
Value Price
5.000000
109.101029
Average
Average Average MaturityCoupon Life Date
tut0t20t5
taL0D0t5
Mn12orc
l2t0tD022
2.6721640/o
2.2082560/o
2.358202%
2.2s5304%
4.5538t?o/o
4.145
4.2)5
3.862
14,1 I 0,000.00
15,464,705.20
2,663,402.s0
1,3',19247.30
16,7'.13,402.s0
2,366Js0.00
2JMJ88.89
s.000000
PVoflbp
change
Serial Bonds (fax-Exempt)t4,110,000.00 109.601 4.554%4.145 0113112020 1.867 5,861.65
14,1 10,000.00 5,861.65
All-In
TIC
fubibage
Yield
Par Value
+ Accrued Interest
+ Premium @iscount)
- Underuritels Discount
- Cost oflssuance Expense
- OtherAmounts
Targot Value
TErget Date
Yield
15,394,155.20
12r'fiD015
2.208256%
t4,1 t0,000.00
1,354Jos.20
(70,s50.00)
14,1 10,000.00
1354:705.20
(70,5s0.00)
(28220.00)
14,1 10,000.00
1,354,705.20
15,36sp3s.20
r2lfin0$
2.256304%
t5,464,705.20
t2lt0D0t5
2.6721640/o
MorganStantey
1108
Aug 25, 2015 7:42 pm Prepared by Morgan Stanley / ALC EXHlBlr APaeels
Bond Component
Matuity
Date
BONDPRICING
Miami Beach City CentcrRDA
Series 2015 Tax-Exempt Current Refunding ofSeries 20058
Amount Rate Yield Price
Premium
(-Discount)
Serial Bonds (Tax-Exempt):
tuov20t6
0/01r20n
tuou20t8
tu$tn0t9
lu0y2020
ta0u202t" 12n1n022
1,795,000 2.0000/,
1,840,000 3.000o/o
1,905,000 4.00tr/o
1,990,000 4.0000/o
2,090,000 5.000p/o
2,190,000 5.000%
2,300,000 5.00070
0.640%
l.l30o/o
1.500a/o
1,7700/o
2.060%
2.360%
2.6200/o
101,3 19
103.641
fi7.247
10E.522
I 13.833
l14.63l
115.081
23,676.05
66,994.40
138,055.35
169,587.80
289,109.70
320,418.90
346,863.00
14,110,000 1,354,705.20
DatedDate
Delivery Date
First Coupon
ParAmount
Premium
Pmduction
Underwriter's Discount
Purchase Price
Accrued Interest
Net Proceeds
tut0l20l5
tarcl2ot5
0610U20L6
14,1 10,000.00
t,3s4,70s20
15,464,705,20
(70,550.00)
109.60t029%
(0.500000%)
15,394,155.20 t09.101029%
t 5,394,155.20
MorEan $antey
1109
Aug 25, 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page36
SI.]MMARY OF REFUNDING RESIJLTS
Miami Beach City CenterRDA
Series 2015 Tax-Exempt Cunent Refinding ofSeries 20058
Dated Date
Delivery Dab
Arbitrage yield
Escrowyield
Value of Negative Arbihage
BondParAmormt
True Interest Cost
Net Interest Cost
Average Coupon
Average Life
Par amount ofrefunded bonds
Average coupon ofrefunded bonds
Average life ofrefunded bonds
PV ofprior debt b l?rcn}$ @2.672164r/'
Net PV Savings
Percentage savings of refunded bonds
Percentage savings of refuntling bonds
wrcnols
tut0l20t5
2.672t640/o
0.000000/o
14,110,000.00
22082560/o
2.3582020/o
4.5538170/o
4.145
15,365,000.00
4.E213670/o
4.169
16,643,818.60
1,520,053.83
9.892963%
10.772883%
MorganStantey
1110
Aug 25, 2015 7 :42 pm Prepared by Morgan Stanley / ALC EXHIBIT Arage:z
SAVINGS
Mismi leso6 gitY Center RDA
Series 2015 Tax-Exempt Current Refirnding ofSeries 20058
Present Value
Prior Refimding b 1?rc12015
Debt Service Debt Service Savings @ 2.6721641%
wR0D016
09l30D0t7
09130D0t8
0913012019
09t30D020
09/30D021
09/302022
09t30D023
353,993.75
2,583,125.00
2,581,500.00
2,580,000.00
2,588,125.00
2,592,250.00
2,586,250.00
2,588,125.00
273,552.50
2,35\950.00
2,352,400.00
2,351,700.00
2,358,800.00
2,366,750.A0
2,359,750.00
2,357,500.00
80,441.25
230,175.00
229,100.00
228,300.00
229,325.00
225,500.00
226,500.00
230,625.00
79,199.91
223,581.20
216,978.28
210,724.52
206,305.70
197,47',1,41
193,216.80
191,644,81
18,453,368.75 16,773,402.50 1,679,966.25 1,519,128.63
Savines Summary
PV ofsavings from oash flow
Plus: Refunding funds on hand
Net PV Savings
r,519,128.63
925.20
1,520,053.83
Morgan$anley
1111
Aug 25, 2075 7:42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page 38
Period
Endiag
BONDDEBTSERVTCE
Miami Beach City Center RDA
Series 2015 Tax-Exempt CuuentRefunding ofSeries 20058
Dated Date lUl0l20l5
Delivery Date l?l0l20l5
Principal Coupon Debt Service
Annual
Debt Service
a6t0tt20t6
09130D016
t2l0tD0l6
06t0tD0t7
09130D0t7
taou20t7
06lolDot8
09130t2018
t2t0u20t8
06t0tn0t9
09R0/2019
tzt0u20t9
06t0tDo20
09t30D020
tuot/2020
o6t0tD02l
09t3012021
12t0y2021
06/0lDazz
09/3012022
taolD022
09/3012023
1,795,000
1,840,000
1,905,000
1,990,000
2,090,000
2,190,000
2,300,000
3.000o/o
4.000%
s.000%
5.0007o
273,s52.50
287,950"00
270,000.00
270,000.00
242,440.00
242,4A0.00
204,300.00
204,300.00
164,500.00
164,500.00
112,250.00
112,250.00
57,500.00
57,s00.00
n3,552.50
2,082,950.00
270,000.00
2,1 10,000.00
242,400.00
2,147,400.00
204,300.00
2,194,300.00
164,500.00
2,254,500.00
I12,250.00
273,552.50
2,352,950.00
2,352,400.00
2,351,700.00
2,358,800.00
2,366,750.00
2,302,250.00
57,500,00
2,359,750.00
2,357,500.00
2,357,500.00
l4.l 10,000 2,663,402.50 16,773,402,50 16,7'.13,402.50
MorganStantey
1112
Aug25,2Al5 7:42pm Prepared by Morgan Stanley / ALC EXHlBlr Apaee gs
Period
Ending
NETDEBTSERVICE
Miami Beach City C€nter RDA
Series 2015 Ta:<-Exempt Current Refunding of Series 20058
Total Net
Principal Intercst Debt Service Debt Service
09t30t2016
09/30t2017
09/30D0t8
09/30D019
09/30n020
09i30n021
09/3A12022
09/30D023
1,795,000
1,840,000
I,905,ooo
l,ggo,ooo
2,090,000
2,l9o,ooo
2,300,000
273,552.50
557,950.00
512,400.00
446,700.00
368,800.00
276,750.00
169,750.00
57,500.00
213,552.50
2,352,9s0.00
2,352,400.00
2,351,700.00
e358,800.00
2,366,750.00
2,359,750.00
2,357,500.00
273,552.50
2,352,950.00
2,352,404.04
2,351,700.00
2,358,800,00
2,366,750.00
2,359,750.00
2,357,500.00
14,1 10,000 2,663402.50 16,773,402.50 16,773,402.50
MorganStantey
1113
Aug 25, 2015 7:42 pm Prepared by Morgan Stanley / ALC EXHIBIT A page4o
SUMMARY OF BONDS REFI]NDED
Miami Beach City Center RDA
Series 2015 Tax-Exempt Current Refunding ofSeries 20058
Bond
Maturity
Date
lnterest
Rate
Par Call
Amount Date
Call
Price
Series 20058 @xempt), 2005B:BOND tA0tD0t6
7U0tn0r7
l2/0ll20tE. t2l0y20t9
1?,0rn020
12l0rD02t
1210112022
5.000%
5.000o/o
5.000%
5.000%
4.000o/o
5.000%
5.000%
1,885,000.00
1,980,000.00
2,080,000.00
2,195,000.00
2,300,000.00
2,400,000.00
2,525,000.00
tul0l20ls
tanDot5
tanDot5
tzlt0l20t5
121t0t2015
tana0t5
rut02;0t5
100.000
100.000
100.000
100.000
100.000
100.000
100.000
15,365,000.00
NlorganStantey
1114
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Miami Beach Convention Center
Renovation & Expansion Budget
August 21,2A15
EXHIBIT E
%
Convention
Center Parking
%ol
Totel Total
88.996%
$44s,294,96t
17.004%
$5s,059,247 Ssoo,343,3o7 83.90%Total Contractor Costs
Ownels Costs
Deslgn Fees (Fentress Achitects)
ProJect Oversight
Art in Public Places (AIPP)
FF&E
Other Owner Costs
Subtotal
Owner's Contingenw 8;.75%
TOIAL
23,527,528
5,639,794
s,784,72,L
6,830,945
4,459,769
497,526,8L8
40,040,813
$s31,567,631
2,949,172
697,3s9
7],5,279
0
551,449
26,436,700 443%
5,337,153 l,06o6
6,s00,000 1.09%
5,830,94s L,r,%
5,011,219 0.U%
59,932,505 55L,459,324 92.47%
4,879,254 44,920,063 7.53%
$64,8u,756 $596,379,387 1oo.oo%
F:\cmgA$ALL\Convention CenterlBudgets _Bonds\CMr Budget 2015 08 21 (FCWC)
1117
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1124
RESOLT]TION NO.
A RESOLUTION OF THE CHAIRPERSON AND MEMBERS OF THE MIAMI
BEACH REDEVELOPMENT AGENCY AUTHORIZING THE ISSUANCE OF
NOT MORE THAN $43O,OOO,OOO IN AGGREGATE PRINCIPAL AMOLTNT
OF MIAMI BEACH REDEVELOPMENT AGENCY TAX INCREMENT
REVENUE BONDS (CITY CENTER/HISTORIC CONVENTION VILLAGE)
(THE "SERIES 2015 BONDS"), FOR THE PURPOSE OF REFLINDING THE
AGENCY'S OUTSTANDING PRIOR BONDS AND FINANCING CERTAIN
PUBLIC IMPROVEMENTS; PROVIDING FOR THE ISSUANCE OF
ADDITIONAL BONDS ON A PARITY THEREWITH; PROVIDING FOR THE
SECURITY AND PAYMENT OF ALL BONDS ISSUED PURSUANT TO
THIS RESOLUTION; PROVIDING CERTAIN DETAILS OF THE SERIES
2OI5 BONDS; DELEGATING CERTAIN MATTERS IN CONNECTION WITH
THE ISSUANCE OF THE SERIES 2015 BONDS TO THE EXECUTIVE
DIRECTOR OF THE AGENCY, INCLUDING WHETHER TO SECURE A
CREDIT FACILITY AND/OR A RESERVE ACCOUNT INSURANCE
POLICY, WITHIN THE LIMITATIONS AND RESTRICTIONS STATED
HEREIN; APPOINTING TINDERWRITERS, PAYING AGENT, REGISTRAR,
ESCROW AGENT AND DISCLOSURE DISSEMINATION AGENT;
APPROVING THE FORM OF THE PRELIMINARY OFFICIAL STATEMENT
FOR THE SERIES 2OI5 BONDS AND AUTHORIZING EXECUTION OF THE
FINAL OFFICIAL STATEMENT FOR THE SERIES 2OI5 BONDS;
AUTHORIZING THE NEGOTIATED SALE OF THE SERIES 2OI5 BONDS
AND APPROVING THE FORM AND AUTHORIZING EXECUTION OF THE
BOND PURCHASE. AGREEMENT FOR THE SERIES 2OI5 BONDS;
APPROVING THE FORMS AND AUTHORIZING EXECUTION OF
ESCROW DEPOSIT AGREEMENTS FOR THE OUTSTANDING PRIOR
BONDS, COVENANTING TO PROVIDE CONTINUING DISCLOSURE IN
CONNECTION WITH THE SERIES 2015 BONDS AND APPROVING THE
FORM AND AUTHORIZING EXECUTION OF A CONTINUING
DISCLOSURE AGREEMENT; AUTHORIZING OFFICERS AND
EMPLOYEES OF THE AGENCY TO TAKE ALL NECESSARY ACTIONS IN
CONNECTION WITH THE ISSUANCE OF THE SERIES 2015 BONDS; AND
PROVIDING FOR AN EFFECTIVE DATE,.
WHEREAS, the Miami Beach Redevelopment Agency (the "Agency"), a public body
corporate and politic, has been duly created and established to transact business and exercise
powers under and pursuant to the Florida Community Redevelopment Act, Chapter 163, Part III,
Florida Statutes, as amended (together with other applicable provisions of law, the "Act"),
including the issuance of revenue bonds, in order to achieve the purposes of redevelopment as set
forth in the Act; and
WHEREAS, all the requirements of law have been complied with in the creation of the
Agency, the adoption and amendment of a redevelopment plan (the "Redevelopment Plan")
under the Act for that portion of the City of Miami Beach described in the Redevelopment Plan
and known as the "City Center/Historic Convention Village Redevelopment and Revitalization
003-4430-4561/ 4 lAMERTCAS
1125
Area" (the "Redevelopment Area") and the creation and funding of the City Center/Historic
Convention Village Redevelopment and Revitalization Trust Fund (the "Trust Fund") in
accordance with the Act; and
WHEREAS, in connection with the Redevelopment Plan, the Agency has heretofore
issued multiple series of bonds, of which the following are currently outstanding: (i) $29,105,000
Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Taxable Series 1998A
(City Center/Historic Convention Village), outstanding in the principal amount of $10,000,000
(the "Outstanding Series 1998,4. Bonds"), (ii) $51,440,000 Miami Beach Redevelopment Agency
Tax Increment Revenue Refunding Bonds, Taxable Series 2005A (City Center/Historic
Convention Village), outstanding in the principal amount of $27,815,000 (the "Outstanding
Series 20054 Bonds"), and (iii) $29,930,000 Miami Beach Redevelopment Agency Tax
Increment Revenue Refunding Bonds, Series 20058 (City Center/Historic Convention Village),
outstanding in the principal amount of $17,175,000 (the "Outstanding Series 20058 Bonds" and,
together with the Outstanding Series 19984. Bonds and the Outstanding Series 20054 Bonds, the
"Outstanding Prior Bonds"), pursuant to Resolution No. 150-94, adopted by the Board of
Commissioners of the Agency (the "Commission") on January 5, 7994, as supplemented (the
"Prior Bond Resolution"); and
WHEREAS, the Agency desires to finance certain public improvements in accordance
with the Redevelopment Plan, as more particularly described in Exhibit A attached hereto and
made a part hereof (collectively, the "Series 2015 Redevelopment Project"); and
WHEREAS, pursuant to that certain Third Amendment to Interlocal Agreement dated
January 20,2015, among Miami-Dade County, Florida, the City of Miami Beach, Florida, (the
"City") and the Agency, entered into in connection with the financing of the Series 2015
Redevelopment Project, it is necessary to refund the Outstanding Prior Bonds; and
WHEREAS, in order to refund the Outstanding Prior Bonds and finance the Series 2015
Redevelopment Project, the Agency desires to issue its Tax Increment Revenue Bonds, as more
particularly described in this Resolution (the "Series 2015 Bonds"); and
WHEREAS, the Agency also desires to set forth the provisions pursuant to which it may
issue bonds on a parity with the Series 2015 Bonds and to make provision for the rights and
security of the Holders of all bonds issued hereunder; and
WHEREAS, the Commission has determined that it is in the best interest of the Agency
to delegate to the Executive Director of the Agency, who shall rely upon the recommendations of
the Chief Financial Officer of the City (the "Chief Financial Officer") and RBC Capital Markets,
LLC, the Agency's financial advisor (the "Financial Advisor"), the determination of various
terms of the Series 2015 Bonds, whether to secure a Credit Facility and/or Reserve Account
Insurance Policy (as such terms are hereinafter defined) with respect to the Series 2015 Bonds,
the final award of the Series 2015 Bonds, and certain other actions in connection with the
issuance of the Series 2015 Bonds and the refunding of the Outstanding Prior Bonds, all as
provided and subject to the limitations contained herein; and
o03-4430-456L/ 4 /AMERtCAS
1126
WHEREAS, the Agency has determined that due to the character of the Series 2015
Bonds, current favorable 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 Agency
to authorize the negotiated sale of the Series 2015 Bonds; and
WHEREAS, in connection with the issuance of the Series 2015 Bonds, the requirements
of Ordinance No. 2007-3582, adopted by the Mayor and City Commission of the City on
November 21,2007, including the holding of two public hearings, have been complied with prior
to the adoption of this Resolution;
NOW, THEREFORE, BE IT DULY RESOLVED BY THE CHAIRPERSON AND
ME,MBERS OF THE MIAMI BEACH REDEVELOPMENT AGENCY:
ARTICLE I
DEFINITIONS, AUTHORITY AND FINDINGS;
RESOLUTION CONSTITUTES A CONTRACT
SECTION l0l. DEFINITIONS. In addition to the terms defined elsewhere in this
Resolution, as used in this Resolution, the following terms shall have the following meanings:
"Act" shall mean the Florida Community Redevelopment Act, Chapter 163, Part III,
Florida Statutes, as amended, and other applicable provisions of law.
"Agency" shall mean the Miami Beach Redevelopment Agency, a body corporate and
politic, created pursuant to the Act.
"Amortization Requirements" shall mean such moneys required to be deposited in the
Bond Redemption Account for the purpose of the mandatory redemption or payment at maturity
of any Term Bonds, the specific amounts of such deposits to be determined by the Chairperson
in the Chairperson's Certificate with respect to the Series 2015 Bonds and pursuant to any
resolution authorizing any other Series of Bonds with respect to such other Series of Bonds.
"Average Annual Debt Service" shall mean, at any time and with respect to all of the
Bonds or any particular Series of Bonds (as appropriate), the sum of the Debt Service
Requirements for the then current and every succeeding Fiscal Year divided by the number of
such Fiscal Years.
"Bonds" shall mean the Series 2015 Bonds, authorized to be issued pursuant to this
Resolution, together with any additional parity Bonds hereafter issued pursuant to this
Resolution.
"Bondholder", "Holder", "Holder of Bonds" or "Owner" or any similar term, shall mean
any person, who shall be the registered owner of any Outstanding Bond or Bonds.
"Chairperson" shall mean the Chairperson of the Agency or in the absence or disability of
the Chairperson, the Vice Chairperson of the Agency or the officers succeeding to their principal
functions.
003-4430-4561/ 4 lAMERtCAS
1127
"Chairperson's Certificate" shall mean the Certificate to be executed by the Chairperson
on or prior to the date of initial issuance of the Series 2015 Bonds, which Certificate shall
provide the details of the Series 2015 Bonds.
"City" shall mean the City of Miami Beach, Florida.
"Code" shall mean the Intemal Revenue Code of 1986, as amended from time to time,
and the regulations promulgated thereunder and applicable regulations promulgated under the
Internal Revenue Code of 1954, as amended.
"Commission" shall mean the Board of Commissioners of the Agency, being the
Chairperson and members of the Agency.
"County" shall mean Miami-Dade County, Florida.
"Credit Facility" shall mean an irrevocable letter of credit, policy of municipal bond
insurance, guaranty, purchase agreement, credit agreement or similar facility in which the entity
providing such facility irrevocably agrees to provide funds to make payment of the principal of
and interest on Bonds.
"Debt Service Requirement" for any period, as applied to all of the Bonds or all of the
Bonds of any Series (as appropriate), shall mean the respective amounts which are needed to
provide:
(a) for paying the interest on all Bonds or all Bonds of such Series (as
appropriate) then Outstanding which is payable on each Interest Payment Date in such
period,
(b) for paying the principal of all Serial Bonds or all Serial Bonds of such
Series (as appropriate) then Outstanding which is payable upon the maturity of such
Serial Bonds in such period, and
(c) the Amortizatton Requirements, if any, for all Term Bonds or the Term
Bonds ofsuch Series (as appropriate) for such period.
If all or a portion of the principal of (including, without limitation, Amortization
Requirements) or interest on a Series of Bonds is payable from funds irrevocably set aside or
deposited for such purpose, together with projected earnings thereon to the extent such earnings
are projected to be from Permitted Investments, such principal or interest shall not be included in
determining Debt Service Requirements if such funds and/or Permitted Investments will provide
moneys which shall be sufficient to pay when due such principal or interest.
003- 4 430 - 456L / 4 / AM E R rCAS
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"Defeasance Obligations" shall mean to the extent permitted by law:
(a) Direct general obligations of, or obligations the timely payment of the
principal of and the interest on which is unconditionally guaranteed by, the United States
of America; and
(b) Evidences of indebtedness issued by the Bank for Cooperatives, Federal
Home Loan Banks, Federal Home Loan Mortgage Corporation (including participation
certificates), Federal Land Banks, Federal Financing Banks, or any other agency or
instrumentality of the United States of America created by an act of Congress which is
substantially similar to the foregoing in its legal relationship to the United States of
America; provided that the obligations of such agency or instrumentality are
unconditionally guaranteed by the United States of America or any other agency or
instrumentality of the United States of America; and
(c) Evidences of ownership of proportionate interests in future interest and
principal payments on specified obligations described in (a) above held by a bank or trust
company as custodian, under which the owner of the investment is the real party in
interest and has the right to proceed directly and individually against the obligor on the
underlying obligations described in (a) above, and which underlying obligations are not
available to satisfy any claim of the custodian or any person claiming through the
custodian or to whom the custodian may be obligated; and
(d) Obligations described in Section 103(a) of the Code which do not permit
redemption prior to maturity at the option of the obligor and provision for the payment of
the principal of, premium, if any, and interest on which shall have been made by the
irrevocable deposit with a bank or trust company acting as a trustee or escrow agent for
the holders of such obligations, direct general obligations of the United States of
America, the maturing principal of and interest on which, when due and payable, will
provide sufficient monies to pay when due the principal of, premium if any, and interest
on such obligations, and which direct general obligations of the United States of America
are not available to satisfy any other claim, including any claim of the trustee or escrow
agent or of any person claiming through the trustee or escrow agent or to whom the
trustee or escrow agent may be obligated, including in the event of the insolvency of the
trustee or escrow agent or proceedings arising out ofsuch insolvency.
"Executive Director" shall mean the Executive Director of the Agency.
"General Counsel" shall mean the General Counsel of the Agency, currently the City
Attorney of the City.
"Fiduciaries" shall mean the Paying Agent and the Registrar appointed and acting under
this Resolution.
"Fiscal Year" shall mean that period commencing on October 1, and continuing to and
including the next succeeding September 30, or such other annual period as may be prescribed
by law or by the Agency in accordance with law.
003 - 4 430 -456r / 4 / AM ER r CAS
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"lnterest Payment Date" shall mean for each Series of Bonds such dates on which interest
on the Bonds is payable on such Bonds that are Outstanding, as set forth in the proceedings of
the Agency providing for the issuance of such Series of Bonds.
"Maximum Annual Debt Service" shall mean, at any time and with respect to all of the
Bonds or any particular Series of the Bonds (as appropriate), the greatest Debt Service
Requirement in the then current or any succeeding Fiscal Year.
"Outstanding" when used with reference to the Bonds, shall mean, as of any date of
determination, all Bonds theretofore authenticated and delivered except:
(a) Bonds theretofore cancelled by the Registrar or delivered to the Registrar
for cancellation;
(b) Bonds which are deemed paid and no longer Outstanding as provided
herein;
(c) Bonds in lieu of which other Bonds have been issued pursuant to the
provisions hereof relating to Bonds destroyed, stolen or lost, unless evidence satisfactory
to the Registrar has been received that any such Bond is held by a bona fide purchaser;
and
(d) For purposes of any consent or other action to be taken hereunder by the
Holders of a specified percentage of principal amount of Bonds, Bonds held by or for the
account of the Agency.
"Paying Agent" shall mean any bank or trust company or any successor bank or trust
company appointed by the Agency to act as Paying Agent hereunder.
"Permitted Investments" shall mean and include such obligations as shall be permitted to
be legal investments of the Agency by the laws of the State.
"Pledged Funds" shall mean, collectively, (i) the Trust Fund Revenues, and (ii) except for
moneys, securities and instruments in the Rebate Fund, all moneys, securities and instruments
held in the funds and accounts created and established by this Resolution.
"Redevelopment Area" shall mean the "City Center/Historic Convention Village
Redevelopment and Revitalization Area" located within the City and found by the City to be a
"blighted area" within the meaning of the Act and described in the Redevelopment Plan, as the
geographic boundaries of such area may be changed from time to time as permitted under the
Act.
"Redevelopment Plan" shall mean the redevelopment plan for the Redevelopment Area
originally adopted by the Agency by Resolution No. 128-93 adopted on February 72,1993 and
approved by the City by Resolution No. 93-20721 adopted on February 12, 1993 and by the
County by Resolution No. 317-93 adopted on March 30, 1993, as the same has been and may be
amended from time to time.
003 -4 430 -4s6 t / 4 /A M E R rCAS
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"Redevelopment Projects" shall mean the particular community redevelopment projects
undertaken by the Agency pursuant to the Redevelopment Plan within the Redevelopment Area
in accordance with the Act, including the Series 2015 Redevelopment Project.
"Registrar" shall mean the officer of the Agency or a bank or trust company appointed by
the Agency, located within or without the State of Florida, who or which shall maintain the
registration books of the Agency and be responsible for the transfer and exchange of the Bonds.
"Reserve Account Insurance Policy" shall mean the insurance policy, surety bond or
other acceptable evidence of insurance, if any, deposited in the Debt Service Reserve Account in
lieu of or in partial substitution for cash or securities on deposit therein. The issuer providing
such insurance shall be rated, at the time of deposit in the Debt Service Reserve Account, in one
of the two highest rating categories of Fitch Ratings Inc. or any successors thereof, Moody's
Investors Service, Inc. or any successors thereof or Standard & Poor's Ratings Services or any
successors thereof.
"Reserve Account Letter of Credit" shall mean the irrevocable, transferable letter of
credit, if any, deposited in the Debt Service Reserve Account in lieu of or in partial substitutiqn
for cash or securities on deposit therein. The issuer providing such letter of credit shall be rated,
at the time of deposit into the Debt Service Reserve Account, in one of the two highest rating
categories of Fitch Ratings Inc. or any successors thereof, Moody's Investors Service, Inc. or any
successors thereofor Standard & Poor's Ratings Services or any successors thereof.
"Reserve Account Requirement" shall mean the least of (i) Maximum Annual Debt
Service on all Bonds Outstanding, (ii) 125% of Average Annual Debt Service on all Bonds
Outstanding, or (iii) 10% of the proceeds of the Bonds within the meaning of the Code.
"Resolution" shall mean this Resolution as the same may from time to time be amended
and supplemented in accordance with the terms hereof.
"Secretary" shall mean the Secretary of the Agency.
"Serial Bonds" shall mean the Bonds of any Series which shall be stated to mature in
annual installments but not including Term Bonds.
"Series" shall mean all of the Bonds authenticated and delivered on original issuance and
pursuant to this Resolution or any supplemental resolution authorizing such Bonds as a separate
Series of Bonds, or any Bonds thereafter authenticated and delivered in lieu of or in substitution
for such Bonds pursuant to Article II hereof, regardless of variations in maturity, interest rate or
other provisions.
"series 2015 Bonds" shall mean the Bonds authorized to be issued under Section 201 of
this Resolution.
"Series 2015 Redevelopment Project" shall mean the construction of certain public
improvements within the Redevelopment Area being financed with proceeds of the Series 2015
Bonds and more particularly described in Exhibit A hereto.
003-4430 -456t / 4 lAM ERTCAS
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"State" shall mean the State of Florida.
"Taxable Bonds" shall mean Bonds the interest on which is not intended at the time of
issuance thereof to be excluded from gross income of the holders thereof for federal income tax
purposes.
"Tax-Exempt Bonds" shall mean Bonds the interest on which is excludable from gross
income of the holders thereof for federal income tax purposes.
"Term Bonds" shall mean the Bonds of any Series which shall be stated to mature on one
date and for the amortrzation of which payments are required to be made into the Bond
Redemption Account in the Sinking Fund.
"Trust Fund" shall mean the City Center/Historic Convention Village Redevelopment
and Revitalization Trust Fund established by Ordinance No. 93-2836 adopted by the City on
February 24, 1993 and by Ordinance No. 93-28 enacted by the County on April 27, 1993 rn
accordance with the Act.
"Trust Fund Revenues" shall mean the revenues derived from the Redevelopment Area
and received by the Agency for deposit in the Trust Fund pursuant to Section 163.387, Florida
Statutes, as amended, Ordinance No. 93-2836 adopted by the City on February 24, 7993, as
amended from time to time, including Ordinance No. 2014-3901 adopted by the City on
November 8,2074, and Ordinance No. 93-28 enacted by the County on April 27, 7993, as
amended from time to time, including Ordinance No. 14-133 enacted by the County on
December 16,2014.
"Underwriters" shall mean Morgan Stanley & Co. LLC, Wells Fargo Bank, National
Association, Merrill Lynch, Pierce, Fenner &, Smith Incorporated, Raymond James &
Associates, Inc. and Loop Capital Markets LLC.
Words importing singular number shall include the plural number in each case and vice
versa, and words importing persons shall include firms and corporations. Words that appear in
this Resolution in lower case form shall have the meanings ascribed to them in the definitions
unless the context shall otherwise indicate. The words "Bond", "Owner", "Holder" and "person"
shall include the plural as well as the singular number unless the context shall otherwise indicate.
SECTION 102. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted
pursuant to the provisions of the Act.
SECTION 103. FINDINGS. The recitals to this Resolution are incorporated herein as
findings. In addition, it is hereby ascertained, determined and declared that:
(a) The Agency is authorized to receive, deposit and apply the Trust Fund
Revenues pursuant to the Act.
(b) It is necessary and desirable to issue the Series 2015 Bonds in order to
refund the Outstanding Prior Bonds and finance the Series 2015 Redevelopment Project.
003-4430-4561/ 4 lAMERTCAS
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(c) The principal of and interest on the Bonds and all required sinking fund,
reserve and other payments shall be payable solely from the Pledged Funds. None of the
City, the County, or the State of Florida or any political subdivision thereof or
governmental authority or body therein shall ever be required to levy ad valorem taxes to
pay the principal of or interest on the Bonds or to make any of the sinking fund, reserve
or other payments required by this Resolution or the Bonds, and the Bonds shall not
constitute indebtedness of the Agency, the City, the County, the State or any political
subdivision thereof within the meaning of any constitutional, statutory or other provision
or limitation or a lien upon any property owned by or situated within the corporate
territory of the Agency or the City, except as provided herein with respect to the Pledged
Funds.
SECTION 104. RESOLUTION CONSTITUTES CONTRACT. In consideration of the
acceptance of the Bonds authorized to be issued hereunder by those who shall own the same
from time to time, this Resolution shall be deemed to be and shall constitute a contract between
the Agency and such Bondholders, and the covenants and agreements herein set forth to be
performed by the Agency shall be for the equal benefit, protection and security of the owners of
any and all of such Bonds, all of which shall be of equal rank and without preference, priority, or
distinction of any of the Bonds over any other thereof except as expressly provided therein and
herein.
IEND OF ARTICLE I]
003 -4 430 -456 L / 4 /A M E R I CAS
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ARTICLE II
AUTHORIZATION, TERMS, EXECUTION AND REGISTRATION OF BONDS
SECTION 201. AUTHORIZATION OF THE SERIES 2015 BONDS. Subject and
pursuant to the provisions of this Resolution, one or more Series of Bonds of the Agency to be
known as Tax Increment Revenue Bonds, Series (City Center/Historic Convention
Village) (the "Series 2015 Bonds"), or such other designation as shall be set forth in the
Chairperson's Certificate, are hereby authorized to be issued in an aggregate principal amount
not to exceed Four Hundred Thirty Million Dollars ($430,000,000), for the purpose of providing
funds, together with any other available moneys, to refund the Outstanding Prior Bonds, to
finance the Series 2015 Redevelopment Project, to fund the Debt Service Reserve Account and
to pay costs of issuance of the Series 2015 Bonds, which Bonds may be issued all at one time or
from time to time, and designated as to Series, as shall be determined by the Executive Director,
after consultation with the Chief Financial Officer and the Financial Advisor, and set forth in the
Chairperson's Certificate. The refunding of the Outstanding Prior Bonds and the financing of
the Series 2015 Redevelopment Project and its acquisition is hereby authorized.
Subject to the limitations contained herein, the Series 2015 Bonds shall be issued in such
aggregate principal amount, shall be dated, shall mature on such dates and in such years, but not
later than March 31., 2044, and in such amounts, shall be issued as Tax-Exempt Bonds or
Taxable Bonds or a combination thereof, shall be in the form of Serial Bonds or Term Bonds or a
combination thereof, shall have such Interest Payment Dates, shall bear interest at such fixed
rates not to exceed the maximum rate permitted by law, shall have such Amortization
Requirements, if any, and shall be subject to redemption at such times and at such prices, all as
shall be determined by the Executive Director, after consultation with the Chief Financial Officer
and the Financial Advisor, and set forth in the Chairperson's Certificate.
The Commission hereby appoints U.S. Bank National Association as Registrar and
Paying Agent for the Series 2015 Bonds.
If the Executive Director determines, in reliance upon the recommendations of the Chief
Financial Officer and the Financial Advisor, that there is an economic benefit to the Agency to
secure and pay for a Credit Facility andlor a Reserve Account Insurance Policy with respect to
all or a portion of the Series 2015 Bonds, the Executive Director is authorized to secure a Credit
Facility and/or a Reserve Account Insurance Policy with respect to all or a portion of the Series
2015 Bonds. The Executive Director is authorized to provide for the payment of any premiums
for such Credit Facility and/or Reserve Account Insurance Policy from the proceeds of the Series
2015 Bonds. The Chairperson is authorized, after consultation with the General Counsel, to
enter into, execute and deliver such agreements as may be necessary to secure such Credit
Facility andlor Reserve Account Insurance Policy, the execution and delivery by the Chairperson
of any such agreements for and on behalf of the Agency to be conclusive evidence of the
Agency's approval of securing such Credit Facility and/or Reserve Account Insurance Policy and
of such agreements. Any agreements with any providers of a Credit Facility and/or Reserve
Account Insurance Policy shall supplement and be in addition to the provisions of this
Resolution.
003 - 4 43o-4s6rl 4 / AM E R r CA5
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1134
The Commission hereby approves the distribution of copies of the Preliminary Official
Statement with respect to the Series 2015 Bonds (the "Preliminary Official Statement") in
substantially the form presented at this meeting, subject to such changes, modifications,
insertions and omissions and such filling-in of blanks therein as may be approved by the
Executive Director, after consultation with the Chief Financial Officer and the General Counsel.
The Chairperson or his designee, after consultation with the Chief Financial Officer and the
General Counsel, is hereby authorized to deem the Preliminary Official Statement "final" for
purposes of Securities and Exchange Commission Rule I 5c2-12 (the "Rule") and to execute any
certificates in connection with such finding. The Chairperson and the Executive Director are
hereby authorized to execute the Official Statement with respect to the Series 2015 Bonds (the
"Official Statement") on behalf of the Agency, in substantially the form of the Preliminary
Official Statement presented at this meeting with such changes, modifications, insertions and
omissions and such filling-in of blanks therein as shall be necessary to evidence the terms of the
Series 2015 Bonds or as may be approved by the Executive Director, with such execution to
constitute conclusive evidence of the Agency's approval of the Preliminary Official Statement
and the Official Statement. The use of the Preliminary Official Statement and the Official
Statement in the marketing and sale of the Series 2015 Bonds is hereby approved.
For the reasons stated in the recitals to this Resolution, the negotiated sale of the Series
2015 Bonds to the Underwriters is hereby authorized at a purchase price (not including original
issue premium or original issue discount) of not less than 99o/o of the aggregate principal amount
of the Series 2015 Bonds (the "Minimum Purchase Price") and at a true interest cost rate ("TIC")
not to exceed 6.50% (the "Maximum TIC"). The Executive Director, after consultation with the
Chief Financial Officer and the Financial Advisor, is hereby authorized to award the Series 2015
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 Chairperson is hereby authorized to execute the Bond Purchase Agreement (the
"Bond Purchase Agreement") for the purchase of the Series 2015 Bonds by the Underwriters,
upon compliance by the Underwriters with any and all requirements of Florida Statutes, Section
218.385, in substantially the form presented at this meeting, subject to such changes,
modifications, insertions and omissions and such filling-in of blanks therein as may be necessary
to evidence the terms of the Series 2015 Bonds or as may be approved by the Executive Director,
after consultation with the Chief Financial Officer and the General Counsel. The execution and
delivery of the Bond Purchase Agreement by the Chairperson for and on behalf of the Agency
shall be conclusive evidence of the Agency's acceptance of the Underwriters proposal to
purchase the Series 2015 Bonds and approval of the Bond Purchase Agreement.
The Chairperson is hereby authorized to execute and deliver two Escrow Deposit
Agreements to provide for the defeasance, payment and, as applicable, redemption of the
Outstanding Prior Bonds (collectively, the "Escrow Deposit Agreements"), each with U.S. Bank
National Association, which is hereby appointed escrow agent thereunder (the "Escrow Agent"),
in substantially the forms presented at this meeting, subject to such changes, modifications,
insertions and omissions and such filling-in of blanks therein as may be determined and
approved by the Executive Director, after consultation with the Chief Financial Officer and the
General Counsel. To the extent provided in the Escrow Deposit Agreements, the purchase of
Defeasance Obligations (as defined in the Prior Bond Resolution) from the proceeds of the Series
11
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1135
2015 Bonds and any other available moneys in order to provide for the defeasance, payment and,
as applicable, redemption of the Outstanding Prior Bonds is hereby authorized and approved.
The execution and delivery of the Escrow Deposit Agreements by the Chairperson for and on
behalf of the Agency shall be conclusive evidence of the Agency's approval of the redemption
prior to maturity of any Outstanding Prior Bonds, the Escrow Deposit Agreements and the
purchase of any such Defeasance Obligations.
In accordance with the provisions of the Prior Bond Resolution, there is created pursuant
to each of the Escrow Deposit Agreements a separate Escrow Deposit Trust Fund (as defined in
each of the Escrow Deposit Agreements) to be held by the Escrow Agent, for the deposit of
proceeds of each such Series of Series 2015 Bonds and any other available moneys to be applied
as provided in each of the Escrow Deposit Agreements.
For the benefit of the holders and beneficial owners from time to time of the Series 2015
Bonds, the Agency agrees, in accordance with the Rule, to provide or cause to be provided such
annual 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 certain terms of the Agency's continuing disclosure agreement, the Executive
Director is hereby authorized and directed to enter into, execute and deliver, in the name and on
behalf of the Agency, a Disclosure Dissemination Agent Agreement (the "Continuing Disclosure
Agreement") with Digital Assurance Certification, L.L.C., which is hereby appointed as
disclosure dissemination agent with respect to the Series 2015 Bonds, in substantially the form
presented at this meeting, subject to such changes, modifications, insertions and omissions and
such filling-in of blanks therein as may be determined and approved by the Executive Director,
afrer consultation with the General Counsel. The execution and delivery of the Continuing
Disclosure Agreement by the Executive Director for and on behalf of the Agency shall be
conclusive evidence of the Agency's approval of the Continuing Disclosure Agreement.
Notwithstanding any other provisions of this Resolution, any failure by the Agency or the City to
comply with any provisions of the Continuing Disclosure Agreement shall not constitute a
default under this Resolution and the remedies therefor shall be solely as provided in the
Continuing Disclosure Agreement.
The Executive Director is further authorized and directed to establish, or cause to be
established, procedures in order to ensure compliance by the Agency with the Continuing
Disclosure Agreement, including the timely provision of information and notices. Prior to
making any filing in accordance with such agreement, the Executive Director may consult with,
as appropriate, the General Counsel or the Agency's disclosure counsel. The Executive Director,
acting in the name and on behalf of the Agency, shall be entitled to rely upon any legal advice
provided by General Counsel of the Agency or the Agency's disclosure counsel in determining
whether a filing should be made.
SECTION 202. DESCRIPTION OF BONDS. Unless otherwise specified by the Agency
in subsequent proceedings, any Bonds issued pursuant to this Resolution shall be issued in fully
registered form and, if the Registrar issues notice of the availability of exchanging registered
Bonds for coupon Bonds, in coupon form. If the Registrar receives an opinion of counsel of
recognized standing in the field of law relating to municipal bonds to the effect that the issuance
of any of the Bonds in coupon form will not adversely affect the exclusion from gross income for
003-4430-456t/ 4 lAM ERICAS
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1136
f'ederal income tax purposes of the interest on any Tax-Exempt Bonds, the Registrar may, at the
written direction of the Agency, mail notice to the registered owners of the Bonds of the
availability of exchanging registered Bonds for coupon Bonds. Registered Bonds may then be
exchanged for an equal aggregate principal amount of coupon Bonds of the same Series and
maturity of any authorized denomination and coupon Bonds may be exchanged for an equal
aggregate principal amount in the manner provided in this Resolution.
Unless otherwise specihed by the Agency in subsequent proceedings, the Bonds of a
Series shall be dated as set forth in a Chairperson's Certificate as to the Series 2015 Bonds and
pursuant to subsequent resolution of the Agency as to the issuance of any other Series of Bonds;
shall be payable in any coin or currency of the United States of America that is legal tender at the
time of such payment; shall bear interest from their date at a fixed rate not exceeding the legal
rate per annum, with interest paid to the registered Holder thereof on each Interest Payment Date
by the Paying Agent at the address shown on the registration books of the Agency (held by the
Registrar) at the close of business on the l5th day of the calendar month preceding an Interest
Payment Date or any other date with respect to any Series of Bonds as may be determined
pursuant to subsequent resolution of the Agency (in each case a "Regular Record Date"); shall be
in denominations of $5,000 or any integral multiples thereof as to the Series 2015 Bonds and as
determined pursuant to subsequent resolution of the Agency relating to the issuance of any other
Series of Bonds; and shall mature on such dates, in such years and in such amounts, as set forth
in a Chairperson's Certificate as to the Series 2015 Bonds and as provided for pursuant to
subsequent resolution of the Agency relating to any other Series of Bonds. Notwithstanding
anything in this paragraph to the contrary, any interest not punctually paid on an Interest
Payment Date shall forthwith cease to be payable to the registered Holder on the Regular Record
Date and may be paid to the registered Holder as of the close of business on a special record date
for the payment of such defaulted interest to be fixed by the Paying Agent, notice of which shall
be given not less than 10 days prior to such special record date to the registered Holders.
The principal of and redemption premium, if any, on the Bonds shall be payable upon
presentation and surrender at the designated office of the Paying Agent. Interest on the Bonds
shall be paid by check or draft drawn upon the Paying Agent and mailed to the registered owners
of the Bonds on each Interest Payment Date; provided, however, that (i) if ownership of Bonds is
maintained in a book-entry only system by a securities depository, such payment may be made
by automatic funds transfer to the securities depository or its nominee or (ii) if such Bonds are
not maintained in a book-entry only system by a securities depository, upon written request of
the Holder of $ 1,000,000 or more in principal amount of Bonds, such payments may be made by
wire transfer to the bank and bank account specified in writing by such Holder (such bank being
a bank within the continental United States), if such Holder has advanced to the Paying Agent
the amount necessary to pay the cost of such wire transfer or authorized the Paying Agent to
deduct the cost of such wire transfer from the payment due to such Holder.
SECTION 203. REDEMPTION PROVISIONS. The Bonds of each Series, other than
the Series 2015 Bonds, may be subject to redemption prior to maturity at such times, at such
redemption prices and upon such terms in addition to the terms contained in this Resolution as
may be determined pursuant to subsequent resolutions of the Agency, which subsequent
resolutions may contain different redemption notice provisions than those contained in this
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Resolution. The redemption provisions for the Series 2015 Bonds shall be established in the
manner described in the second paragraph of Section 201 of this Resolution.
Notice of redemption for Bonds being redeemed shall be given by deposit in the U.S.
mails of a copy of a redemption notice, postage prepaid, at least thirty (30) and not more than
sixty (60) days before the redemption date to all registered owners of the Bonds or portions of
the Bonds to be redeemed at their addresses as they appear on the registration books to be
maintained in accordance with the provisions hereof. Failure to mail any such notice to a
registered owner of a Bond, or any defect therein, shall not affect the validity of the proceedings
for redemption of any Bond or portion thereof with respect to which no failure or defect
occurred. Such notice shall set forth the date fixed for redemption, the rate of interest borne by
each Bond being redeemed, the date of publication, if any, of a notice of redemption, the name
and address of the Registrar and Paying Agent, the redemption price to be paid and, if less than
all of the Bonds then outstanding shall be called for redemption, the distinctive numbers and
letters, including CUSIP numbers, if any, of such Bonds to be redeemed and, in the case of
Bonds to be redeemed in part only, the portion of the principal amount thereof to be redeemed.
If any Bond is to be redeemed in part only, the notice of redemption which relates to such Bond
shall also state that on or after the redemption date, upon surrender of such Bond, a new Bond or
Bonds in a principal amount equal to the unredeemed portion of such Bond will be issued. Any
notice mailed as provided in this Section shall be conclusively presumed to have been duly
given, whether or not the owner of such Bond receives such notice.
In the case of an optional redemption of Bonds, the redemption notice may state that (a) it
is conditioned upon the deposit of moneys with the Paying Agent 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 Agency 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 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 Agency
delivers a written direction to the Registrar directing the Registrar to rescind the redemption
notice. The Registrar shall give prompt notice of such rescission to the affected Bondholders.
Any Bonds subject to Conditional Redemption where redemption has been rescinded shall
remain Outstanding, and neither the rescission nor the failure by the Agency to make such
moneys available shall constitute a default under this Resolution.
Notice having been given in the manner and under the conditions described in this
Section, and with respect to a Conditional Redemption, the Conditional Redemption not having
been rescinded, the Bonds or portions of Bonds so called for redemption shall, on the redemption
date designated in such notice, become and be due and payable at the redemption price provided
for redemption for such Bonds or portions of Bonds on such date. On the date so designated for
redemption, moneys for payment of the redemption price being held in separate accounts by the
Paying Agent in trust for the registered owners of the Bonds or portions thereof to be redeemed,
all as provided in this Resolution, interest on the Bonds or portions of Bonds so called for
redemption shall cease to accrue, such Bonds and portions of Bonds shall cease to be entitled to
any lien, benefit or security under this Resolution and shall be deemed paid hereunder, and the
oo3-4430-456t/ 4 IAMERTCAS
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1138
registered owners of such Bonds or portions of Bonds shall have no right in respect thereof
except to receive payment of the redemption price thereof and to receive Bonds for any
unredeemed portions of the Bonds.
SECTION 204. EXECUTION OF BONDS. The Bonds shall be executed in the name of
the Agency by the Chairperson, and the seal of the Agency or a facsimile thereof shall be affixed
thereto or imprinted or reproduced thereon and attested by the Secretary, either manually or with
their facsimile signatures. In case any one or more of the officers who shall have signed or
sealed any of the Bonds shall cease to be such officer before the Bonds so signed and sealed shall
have been actually sold and delivered, such Bonds may nevertheless be sold and delivered as
herein provided and may be issued as if the person who signed and sealed such Bonds had not
ceased to hold such office. Any Bond may be signed and sealed on behalf of the Agency by such
person as at the actual time of the execution of such Bond shall hold the proper offrce, although
at the date of such Bonds such person may not have held such office or may not have been so
authorized.
The Bonds of each Series shall bear thereon a certificate of authentication, in the form set
forth in Exhibit B hereto, executed manually by the Registrar. Only such Bonds as shall bear
thereon such certificate of authentication shall be entitled to any right or benefit under this
Resolution and no Bond shall be valid or obligatory for any purpose until such certificate of
authentication shall have been duly executed by the Registrar. Such certificate of the Registrar
upon any Bond executed on behalf of the Agency shall be conclusive evidence that the Bond so
authenticated has been duly authenticated and delivered under this Resolution and that the
Holder thereof is entitled to the benefits of this Resolution. If the Bonds of a Series have been
validated, the validation certificate on each of the Bonds of such Series shall be signed with the
manual or facsimile signatures of the present or any future Chairperson, and the Agency may
adopt and use for that purpose the manual or facsimile signature of any person who shall have
been such Chairperson at any time on or after the date of the Bonds, notwithstanding that he may
have ceased to be such Chairperson at the time when said Bonds shall be actually delivered.
SECTION 205. NEGOTIABILITY, REGISTRATION AND CANCELLATION. At thc
option of the registered Holder thereof and upon surrender thereof at the designated corporate
trust office of the Registrar with a written instrument of transfer satisfactory to the Registrar duly
executed by the Holder or his duly authorized attorney and upon payment by such Holder of any
charges which the Registrar or the Agency may make as provided in this Section, the Bonds may
be exchanged for Bonds of the same aggregate principal amount of the same Series and maturity
of any other authorized denominations.
The Registrar shall keep books for the registration of Bonds and for the registration of
transfers of Bonds. The Bonds shall be transferable by the Holder thereof in person or by his
attorney duly authorrzed in writing only upon the books of the Agency kept by the Registrar and
only upon surrender thereof together with a written instrument of transfer satisfactory to the
Registrar duly executed by the Holder or his duly authorized attorney. Upon the transfer of any
such Bond, the Agency shall cause to be issued in the name of the transferee a new Bond or
Bonds.
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The Agency, the Paying Agent and the Registrar may deem and treat the person in whose
name any Bond shall be registered upon the books kept by the Registrar as the absolute Holder
of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving payment
of, or on account of, the principal of, premium, if any, and interest on such Bond as the same
becomes due and for all other purposes. All such payments so made to any such Holder or upon
his order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the
extent of the sum or sums so paid, and neither the Agency, the Paying Agent nor the Registrar
shall be affected by any notice to the contrary.
In all cases in which the privilege of exchanging Bonds or transferring Bonds is
exercised, the Agency shall execute and the Registrar shall authenticate and deliver Bonds in
accordance with the provisions of this Resolution. All Bonds surrendered in any such exchanges
or transfers shall forthwith be delivered to the Registrar and cancelled by the Registrar in the
manner provided in this Section. There shall be no charge for any such exchange or transfer of
Bonds, but the Agency or the Registrar may require the payment of a sum sufficient to pay any
tax, fee or other governmental charge required to be paid with respect to such exchange or
transfer. Neither the Agency nor the Registrar shall be required (a) to transfer or exchange
Bonds of any Series for a period of 15 days next preceding any selection of Bonds of such Series
to be redeemed or thereafter until after the mailing of any notice of redemption; or (b) to transfer
or exchange any Bonds of any Series called for redemption.
All Bonds paid or redeemed, either at or before maturity shall be delivered to the Paying
Agent when such payment or redemption is made, and such Bonds, together with all Bonds
purchased by the Agency, shall thereupon be promptly cancelled. Bonds so cancelled may at
any time be destroyed by the Paying Agent, who shall execute a certification of destruction in
duplicate by the signature of one of its authorized officers describing the Bonds so destroyed,
and one executed certificate shall be filed with the Agency and the other executed certificate
shall be retained by the Paying Agent.
SECTION 206. BONDS MUTILATED, DESTROYED, STOLEN OR LOST. In case
any Bond shall become mutilated, destroyed, stolen or lost, the Agency may execute and the
Registrar shall authenticate and deliver a new Bond of like Series, date, maturity, denomination
and interest rate as the Bond so mutilated, destroyed, stolen or lost; provided that, in the case of
any mutilated Bond, such mutilated Bond shall first be surrendered to the Agency and, in the
case of any lost, stolen or destroyed Bond, there shall first be furnished to the Agency and the
Registrar evidence of such loss, theft, or destruction satisfactory to the Agency and the Registrar,
together with indemnity satisfactory to them. In the event any such Bond shall be about to
mature or have matured or have been called for redemption, instead of issuing a duplicate Bond,
the Agency may direct the Paying Agent to pay the same without surrender thereof. The Agency
and Registrar may charge the Holder of such Bonds their reasonable fees and expenses in
connection with this transaction. Any Bond surrendered for replacement shall be cancelled in
the same manner as provided in Section 205 hereof.
Any such duplicate Bonds issued pursuant to this Section shall constitute additional
contractual obligations on the part of the Agency, whether or not the lost, stolen or destroyed
Bonds be at any time found by anyone, and such duplicate Bonds shall be entitled to equal and
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proportionate benefits and rights as to lien on and source and security for payment from the
Pledged Funds, with all other Bonds issued hereunder.
SECTION 207. PREPARATION OF DEFINITIVE BONDS; TEMPORARY BONDS.
Unless otherwise specified by the Agency in subsequent proceedings, the definitive Bonds of
each Series shall be lithographed, printed or typewritten. Until the definitive Bonds are
prepared, the Chairperson and Executive Director may execute and the Registrar may
authenticate, in the same manner as is provided in Section 204 hereof, and deliver, in lieu of
definitive Bonds, but subject to the same provisions, limitations and conditions as the definitive
Bonds, one or more printed, lithographed or typewritten temporary fully registered Bonds,
substantially of the tenor of the definitive Bonds in lieu of which such temporary Bond or Bonds
are issued, in authorized denominations or any whole multiples thereof, and with such omissions,
insertions and variations as may be appropriate to such temporary Bonds. The Agency at its own
expense shall prepare, execute and, upon the surrender at the designated corporate trust office of
the Registrar of such temporary Bonds for which no payment or only partial payment has been
provided, the Registrar shall authenticate and, without charge to the Holder thereof, deliver in
exchange therefor, at the designated corporate trust office of the Registrar, definitive Bonds of
the same aggregate principal amount, Series and maturity as the temporary Bonds surrendered.
Until so exchanged, the temporary Bonds shall in all respects be entitled to the same benefits and
security as definitive Bonds issued pursuant to this Resolution.
SECTION 208. FORM OF BONDS. The text of the Bonds shall be of the tenor set forth
in Exhibit B to this Resolution, with such omissions, insertions and variations as may be
necessary and desirable and authorized or permitted by this Resolution or a Chairperson's
Certificate.
SECTION 209. BOOK-ENTRY ONLY SYSTEM FOR THE BONDS;
QUALIFICATION FOR THE DEPOSITORY TRUST COMPANY. The Series 2015 Bonds
shall be issued, and any future Series of Bonds may be issued, as uncertificated securities
through the book-entry only system maintained by The Depository Trust Company, New York,
New York ("DTC") or, with respect to any Series of Bonds other than the Series 2015 Bonds,
such other securities depository as may be selected by the Agency. The Agency, the Registrar
and the Paying Agent are hereby authorized to take such actions as may be necessary to qualify
the Bonds for deposit with DTC, including but not limited to those actions as may be set forth in
a letter of representations with DTC, the execution and delivery of which with respect to the
Series 2015 Bonds by the Chairperson or Executive Director of the Agency is hereby authorized.
IEND OF ARTICLE III
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ARTICLE III
COVENANTS, FLINDS AND APPLICATION THEREOF
SECTION3Ol. BONDS NOT TO BE INDEBTEDNESS OF THE AGENCY OR THE
CITY. The Bonds shall not be and shall not constitute an indebtedness of the Agency, the City,
the County, the State or any political subdivision thereof, within the meaning of any
constitutional, statutory or charter provisions or limitations, or a pledge of the faith and credit of
the Agency, the City, the County, the State or any political subdivision thereof, but shall be
payable solely, as provided in this Resolution, from the Pledged Funds. No Holder or Holders of
any Bonds issued hereunder shall ever have the right to compel the exercise of the ad valorem
taxing power of the City, the County, the State or any political subdivision thereof or taxation in
any form of any real or personal property therein, or the application of any funds of the Agency
or the City, the County, the State or any political subdivision thereof to pay the Bonds or the
interest thereon or the making of any sinking fund or reserve payments provided for herein other
than the Pledged Funds as provided in this Resolution.
SECTION 302. BONDS SECURED BY PLEDGE OF PLEDGED FLINDS. The
payment of the principal of, interest and premium, if any, on all of the Bonds issued hereunder
and any additional parity Bonds hereafter issued, as provided herein, shall be secured forthwith
equally and ratably by a first lien on and pledge of the Pledged Funds. The Pledged Funds in an
amount sufficient to pay the principal of and interest on the Bonds herein authorized and to make
the payments into the Sinking Fund (hereinafter created and established) and all other payments
provided for in this Resolution, as well as moneys held in the funds and accounts created under
this Resolution (other than the Rebate Fund), are hereby irrevocably pledged to the payment of
the principal of and interest on the Bonds authorized herein, and other payments provided for
herein, as the same become due and payable.
The Bonds and the obligation evidenced thereby shall not constitute a lien upon any
property owned by or situated within the corporate territory of the Agency or the City, but shall
constitute a lien only on the Pledged Funds all in the manner provided in this Resolution.
SECTION 303. APPLICATION OF BOND PROCEEDS; CONSTRUCTION FUND.
(a) All moneys received by the Agency from the sale of the Series 2015 Bonds shall
be disbursed as provided in a certificate of the Executive Director executed on the date of
delivery of the Series 2015 Bonds.
(b) All moneys received by the Agency from the sale of any Series of Bonds, other
than the Series 2015 Bonds, shall be disbursed in accordance with the provisions of a subsequent
resolution of the Agency relating to such Series of Bonds.
(c) There is hereby created and established a special fund designated the "Miami
Beach Redevelopment Agency Construction Fund (City Center/Historic Convention Village)"
(hereinafter referred to as the "Construction Fund") to be held and administered by the Agency.
There shall be created separate accounts within the Construction Fund for the deposit of proceeds
of each Series of Bonds and other available moneys to fund Redevelopment Projects being
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funded from proceeds of such Series of Bonds and other available moneys. Proceeds and other
moneys on deposit in the Construction Fund shall be disbursed by the Agency to pay costs of the
Redevelopment Project for which the applicable Series of Bonds was issued. If for any reason
the moneys in the Construction Fund, or any part thereof including any investment eamings on
deposit therein, are not necessary for, or are not applied to the purposes provided for the
applicable Series of Bonds, then such unapplied proceeds, upon certification of a duly authorized
official of the Agency that such surplus proceeds are not needed for such pu{poses, shall be
applied to the redemption or purchase or payment of principal of Outstanding Bonds.
Moneys on deposit in the Construction Fund may be invested and reinvested by the
Agency to the fullest extent practicable in Permitted Investments maturing not later than such
date or dates on which such moneys shall be needed for the purposes of the Construction Fund.
The earnings and investment income derived from the moneys and investments on deposit in the
Construction Fund shall be deposited and maintained in the applicable account within the
Construction Fund and used for the purposes thereof.
(d) The proceeds of the sale of the Bonds shall be and constitute trust funds for the
purposes hereinabove provided and there is hereby created a lien upon such moneys, until so
applied, in favor of the Holders of said Bonds.
SECTION 304. COVENANTS OF THE AGENCY. The Agency hereby covenants and
agrees with the Holders of any and all of the Bonds issued pursuant to this Resolution as follows:
A. TAX COVENANTS.
(l) The Agency will not take any action or omit to take any action, which
action or omission would result in interest on the Tax-Exempt Bonds being includable in
gross income of the holders thereof for federal income tax purposes under the Code.
Particularly, the Agency will not take any action or omit to take any action which would
have caused any of the Tax-Exempt Bonds to be "arbitrage bonds" within the meaning of
Section 148 of the Code.
(2) The Agency shall comply with the arbitrage rebate covenants as provided
in Section 304(E) hereof.
B. REDEVELOPMENT PLAN. The Agency will carry out the purposes of the
Redevelopment PIan within the Redevelopment Area all in accordance with the Act and will take
all such actions as are required to carry out the full intent of the Redevelopment Plan.
C. TRUST FUND. As soon as the same are received by the Agency, all of the Trust
Fund Revenues shall be forthwith deposited into the Trust Fund. The Trust Fund shall constitute
a trust fund for the purposes provided in this Resolution, shall be held by the Agency and shall
be maintained separate and distinct from all other funds of the Agency and used only for the
purposes and in the manner provided in this Resolution and the Act.
D. DISPOSITION OF TRUST FLrND REVENUES. There is hereby created and
established a special fund designated the "Miami Beach Redevelopment Agency Sinking Fund
(City Center/Historic Convention Village)" (hereinafter referred to as the "Sinking Fund").
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There are also hereby created four (4) separate accounts in the Sinking Fund to be known as the
"lnterest Account", the "Principal Account," the "Bond Redemption Account" and the "Debt
Service Reserve Account". The Sinking Fund and the accounts therein shall be held and
administered by the Agency.
In each Fiscal Year, all Trust Fund Revenues deposited in the Trust Fund during such
Fiscal Year shall be disposed of by the Agency only in the following manner:
(1) Trust Fund Revenues shall first be used, to the full extent required, for
deposit into the Interest Account in the Sinking Fund, immediately upon receipt of such
Trust Fund Revenues, of such sums as shall be sufficient to pay the interest becoming due
on the Bonds during the current calendar year (or if such Trust Fund Revenues are
deposited in the Trust Fund during the first quarter of such Fiscal Year, to pay the interest
becoming due on the Bonds through the end of the next succeeding calendar year);
provided, however, that such deposit for interest shall not be required to be made into the
Interest Account to the extent that money on deposit therein is sufficient for such
purpose.
The Agency shall, on the business day prior to each Interest Payment Date,
transfer to the Paying Agent moneys in an amount equal to the interest due on such
Interest Payment Date or shall advise the Paying Agent of the amount of any deficiency
in the amount on deposit in the Interest Account so that the Paying Agent may give
appropriate notice required to provide for the payment of such deficiency from any
Reserve Account Insurance Policy or Reserve Account Letter of Credit on deposit in the
Debt Service Reserve Account.
(2) (a) Trust Fund Revenues shall next be used, to the full extent required,
for deposit into the Principal Account in the Sinking Fund, immediately upon receipt of
such Trust Fund Revenues, of such sums as shall be sufficient to pay the principal
amount of Serial Bonds which will mature during the current calendar year (or if such
Trust Fund Revenues are deposited in the Trust Fund during the first quarter of such
Fiscal Year, to pay the principal amount of Serial Bonds which will mature through the
end of the next succeeding calendar year); provided, however, that such deposit for
principal shall not be required to be made into the Principal Account to the extent that
money on deposit therein is sufficient for such purpose.
The Agency shall, on the business day prior to each principal payment date,
transfer to the Paying Agent moneys in an amount equal to the principal due on such
principal payment date or shall advise the Paying Agent of the amount of any def,rciency
in the amount on deposit in the Principal Account so that the Paying Agent may give
appropriate notice required to provide for the payment of such deficiency from any
Reserve Account Insurance Policy or Reserve Account Letter of Credit on deposit in the
Debt Service Reserve Account.
(b) Trust Fund Revenues shall next be used, to the full extent required,
for deposit into the Bond Redemption Account in the Sinking Fund, immediately upon
receipt of such Trust Fund Revenues, of such Amortization Requirements as may be
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required for the payment of the Term Bonds payable from the Bond Redemption Account
during the current calendar year (or if such Trust Fund Revenues are deposited in the
Trust Fund during the first quarter of such Fiscal Year, for the payment of the Term
Bonds payable from the Bond Redemption Account through the end of the next
succeeding calendar year).
The moneys in the Bond Redemption Account shall be used solely for the
purchase or redemption of the Term Bonds payable therefrom. The Agency may at any
time purchase any of said Term Bonds at prices not greater than the then redemption
price of said Term Bonds. If the Term Bonds are not then redeemable, the Agency may
purchase said Term Bonds at prices not greater than the redemption price of such Term
Bonds on the next ensuing redemption date. The Agency shall be mandatorily obligated
to use any moneys in the Bond Redemption Account for the redemption prior to maturity
of such Term Bonds at such times as the same are subject to mandatory redemption. If,
by the application of moneys in the Bond Redemption Account, however, the Agency
shall purchase or call for redemption in any year Term Bonds in excess of the
Amortization Requirements for such year, such excess of Term Bonds so purchased or
redeemed shall be credited in such manner and at such times as the Executive Director
shall determine over the remaining payment dates.
(3) Trust Fund Revenues shall next be used, to the full extent required, for
deposit into the Debt Service Reserve Account, immediately upon receipt of such Trust
Fund Revenues, of the difference between the amount on deposit in the Debt Service
Reserve Account (including any Reserve Account Insurance Policy or Reserve Account
Letter of Credit) and the Reserve Account Requirement for the Bonds Outstanding, and,
provided further, that no payments shall be required to be made into the Debt Service
Reserve Account whenever and as long as the amount deposited therein (including any
Reserve Account Insurance Policy or Reserve Account Letter of Credit) shall be equal to
the Reserve Account Requirement for the Bonds Outstanding.
Moneys in the Debt Service Reserve Account shall be used only for the purpose
of making payments of principal of and interest on the Bonds when the moneys in the
Funds and Accounts held pursuant to this Resolution and available for such purpose are
insufficient therefor.
Any moneys in the Debt Service Reserve Account in excess of the Reserve
Account Requirement for the Bonds Outstanding may, in the discretion of the Agency, be
transferred to and deposited in the Interest Account, the Principal Account or the Bond
Redemption Account as the Agency at its option may determine.
Notwithstanding the foregoing provisions, in lieu of or in substitute for the
required deposits (including existing deposits therein) into the Debt Service Reserve
Account, the Agency may cause to be deposited into the Debt Service Reserve Account a
Reserve Account Insurance Policy or a Reserve Account Letter of Credit for the benefit
of the Holders of the Bonds Outstanding, which Reserve Account Insurance Policy or
Reserve Account Letter of Credit shall be payable or available to be drawn upon, as the
case may be (upon the giving of notice as required thereunder), on any Interest Payment
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Date on which a deficiency exists which cannot be cured by moneys in any other Fund or
Account held pursuant to this Resolution and available for such purpose. If any such
Reserve Account Insurance Policy or Reserve Account Letter of Credit is substituted for
moneys on deposit in the Debt Service Reserve Account, the excess moneys in the Debt
Service Reserve Account shall be transferred to and deposited in the Interest Account, the
Principal Account or the Bond Redemption Account as the Agency at its option may
determine. If a disbursement is made under the Reserve Account Insurance Policy or the
Reserve Account Letter of Credit, the Agency shall be obligated to either reinstate the
maximum limits of such Reserve Account Insurance Policy or Reserve Account Letter of
Credit following such disbursement or to deposit into the Debt Service Reserve Account
from the Trust Fund Revenues, as herein provided, funds in the amount of the
disbursements made under such Reserve Account Insurance Policy or Reserve Account
Letter of Credit, or a combination of such alternatives as shall equal the Reserve Account
Requirement for the Bonds Outstanding.
In the event that upon the occurrence of any deficiency in the Interest Account,
the Principal Account or the Bond Redemption Account, the Debt Service Reserve
Account is then funded with one or more Reserve Account Insurance Policies and/or
Reserve Account Letters of Credit, the Agency or the Paying Agent, as applicable, shall,
on an interest or principal payment date or mandatory redemption date to which such
deficiency relates, draw upon or cause to be paid under such facilities, on a pro-rata basis
thereunder, an amount sufficient to remedy such deficiency, in accordance with the terms
and provisions of such facilities and any corresponding reimbursement or other
agreement governing such facilities; provided however, that if at the time of such
deficiency the Debt Service Reserve Account is only partially funded with one or more
Reserve Account Insurance Policies and/or Reserve Account Letters of Credit, prior to
drawing on such facilities or causing payments to be made thereunder, the Agency shall
first apply any cash and securities on deposit in the Debt Service Reserve Account to
remedy the deficiency and, if after such application a deficiency still exists, the Agency
or the Paying Agent, as applicable, shall make up the balance of the deficiency by
drawing on such facilities or causing payments to be made thereunder, as provided in this
paragraph. Amounts drawn or paid under a Reserve Account Insurance Policy or
Reserve Account Letter of Credit shall be applied as set forth in the second paragraph of
this Section 304(DX3). Any amounts drawn or paid under a Reserve Account Insurance
Policy or Reserve Account Letter of Credit shall be reimbursed to the issuer thereof in
accordance with the terms and provisions of the reimbursement or other agreement
governing such facility.
The Debt Service Reserve Account shall be valued on the first day in each Fiscal
Year and the value of securities on deposit therein shall be the lower of par, or if
purchased at other than par, amortized value. Amortized value, when used with respect
to securities purchased at a premium above or a discount below par, shall mean the value
at any given date obtained by dividing the total premium or discount at which such
securities were purchased by the number of interest payment dates remaining to maturity
on such securities after such purchase and by multiplying the amount so calculated by the
number of interest payment dates having passed since the date of purchase; and (i) in the
case of securities purchased at a premium, by deducting the product thus obtained from
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the purchase price, and (ii) in the case of securities purchased at a discount, by adding the
product thus obtained to the purchase price.
(4) Trust Fund Revenues shall next be used for the payment of any
subordinated obligations hereafter issued by the Agency in accordance with Section
304(G) of this Resolution, which subordinate obligations shall have such lien on the Trust
Fund Revenues as the Agency shall determine in the proceedings authorizing the issuance
of such subordinated obligations.
(5) Thereafter, the balance of any Trust Fund Revenues remaining in said
Trust Fund shall, subject to Section 304(,4.), be used by the Agency for any lawful
purposes, including payment of any fees and expenses of the Fiduciaries; provided,
however, that none of such Trust Fund Revenues shall ever be used for the purposes
provided in this paragraph (5) unless all payments required in paragraphs (1) through (4)
above, including any deficiencies for prior payments and any amounts due to the issuer of
any Reserve Account Insurance Policy or Reserve Account Letter of Credit, have been
made in full to the date of such use.
Notwithstanding anything in Section 304(DX1) and (2) to the contrary, failure to make
the scheduled payments specified therein shall not constitute a breach of the Agency's
obligations under this Resolution so long as, on the date that any interest or principal payment is
due on the Bonds, monies sufficient to make such payment are on deposit in the Interest
Account, Principal Account or the Bond Redemption Account, as the case may be.
Notwithstanding the foregoing or any other provision herein to the contrary, if any
amount applied to the payment of principal of and premium, if any, and interest on the Bonds
that would have been paid from an account in the Sinking Fund, is paid instead under a Credit
Facility, amounts deposited in such relevant account may be paid, to the extent required, to the
issuer of the Credit Facility having theretofore made said corresponding payment.
E. REBATE FLIND. There is hereby created and established the "Miami Beach
Redevelopment Agency Rebate Fund (City Center/Historic Convention Village)" which fund
shall be maintained by the Agency separate and apart from all other funds and accounts of the
Agency. Notwithstanding anything in this Resolution to the contrary, the Agency shall transfer
or cause to be transferred from Pledged Funds to the Rebate Fund the amounts required to be
transferred in order to comply with the arbitrage rebate covenants contained in a tax compliance
certificate to be executed and delivered by the Agency in connection with the issuance of each
Series of Tax-Exempt Bonds. The Agency shall make payments from the Rebate Fund of
amounts required to be deposited therein to the United States of America in the amounts and at
the times required by such arbitrage rebate covenants. The Agency covenants for the benefit of
the Bondholders that it will comply with the requirements of the arbitrage rebate covenants.
There shall be excluded from the pledge and lien of this Resolution the Rebate Fund, together
with all moneys and securities from time to time held therein and all investment earnings derived
therefrom. The Agency shall not be required to comply with the requirements of this Section
304(E) in the event that the Agency obtains an opinion of nationally recognized bond counsel
that (i) such compliance is not required in order to maintain the exclusion from gross income for
federal income tax purposes of interest on Tax-Exempt Bonds and/or (ii) compliance with some
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other requirement is necessary to maintain the exclusion from gross income for federal income
tax purposes of interest on Tax-Exempt Bonds.
F. INVESTMENT OF FLINDS. The Trust Fund, the Sinking Fund, including the
Interest Account, Principal Account, Bond Redemption Account and Debt Service Reserve
Account, and all other special funds (other than the Rebate Fund) created and established by, or
pursuant to, this Resolution shall constitute trust funds in favor of the Bondholders and shall be
invested at the direction of the Agency as provided in this Section 304(F).
Moneys on deposit in the Trust Fund, Interest Account, Principal Account and Bond
Redemption Account may be invested at the direction of the Agency in Permitted Investments
maturing not later than the dates on which such moneys will be needed for the purposes of such
fund or account.
Moneys on deposit in the Debt Service Reserve Account may be invested at the direction
of the Agency in Permitted Investments maturing not later than the final maturity of any of the
Bonds.
All income and eamings received from the investment and reinvestment of moneys in the
Interest Account, the Principal Account and the Bond Redemption Account in the Sinking Fund
shall be retained in the respective accounts and applied as a credit against the obligation of the
Agency to transfer moneys to such accounts pursuant to Section 304(DX1) and Section
304(DX2Xa) and Section 304(DX2Xb) of this Resolution, respectively.
All income and earnings received from the investment and reinvestment of moneys in the
Debt Service Reserve Account in the Sinking Fund shall be retained in the Debt Service Reserve
Account and applied as a credit against the obligation of the Agency and the City to transfer
moneys to such account, unless the amount in such account shall exceed the Reserve Account
Requirement, in which event such excess may be applied in the manner set forth for excess
amounts in the Debt Service Reserve Account, as described in Section 30a(D)(3).
For the purpose of investing or reinvesting, the Agency may commingle moneys in the
funds and accounts created and established hereunder (other than the Rebate Fund) in order to
achieve greater investment income; provided that the Agency shall separately account for the
amounts so commingled. The amounts required to be accounted for in each of the funds and
accounts designated herein (other than the Rebate Fund) may be deposited in a single bank
account provided that adequate accounting procedures are maintained to reflect and control the
restricted allocations of the amounts on deposit therein for the various purposes of such funds
and accounts as herein provided.
G. ISSUANCE OF OTHER OBLIGATIONS PAYABLE OUT OF PLEDGED
FUNDS. Except upon the conditions and in the manner provided herein, the Agency will not
issue any other obligations payable from the Pledged Funds, nor voluntarily create or cause to be
created any debt, lien, pledge, assignment, encumbrance or any other charge having priority to or
being on a parity with the lien of the Bonds issued pursuant to this Resolution and the interest
thereon, upon any of the Pledged Funds; provided that the Agency may enter into agreements
with issuers of Credit Facilities which involve liens on Pledged Funds on a parity with that of the
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Series of Bonds or portion thereof which is supported by such Credit Facilities solely with
respect to any reimbursement obligations due such issuers which evidence amounts equal to the
scheduled stated principal (including, without limitation, Amortization Requirements) and
interest due on the Series of Bonds or portion thereof which is supported by such Credit
Facilities. Any other obligations, in addition to the Bonds authorized by this Resolution or
additional parity Bonds issued under the terms, restrictions and conditions contained in this
Resolution and obligations to issuers of Credit Facilities as described above, shall provide that
such obligations are junior, inferior and subordinate in all respects to the Bonds issued pursuant
to this Resolution as to lien on and source and security for payment from the Pledged Funds and
in all other respects. Nothing in this Resolution shall be deemed to prohibit the Agency from
entering into currency swaps or other arrangements for hedging interest rates on any
indebtedness.
H. ISSUANCE OF ADDITIONAL PARITY BONDS. No additional parity Bonds,
as in this subsection defined, payable on a parity with Bonds issued pursuant to this Resolution
out of Pledged Funds, including, without limitation, Trust Fund Revenues, shall be issued after
the issuance of any Bonds pursuant to this Resolution unless the following, among other
conditions, are complied with:
(l) The Agency must be current in all deposits into the various funds and
accounts and all payments theretofore required to have been deposited or made by it
under the provisions of this Resolution and the Agency must be currently in compliance
with the covenants and provisions of this Resolution and any supplemental resolution
hereafter adopted for the issuance of additional parity Bonds; unless upon the issuance of
such additional parity Bonds the Agency will be in compliance with all such covenants
and provisions.
(2) The aggregate of the Trust Fund Revenues (not including any portion
thereof which may be attributable to investment earnings) received by the Agency during
the immediately preceding Fiscal Year were at least equal to one hundred fifty percent
(150%) of the Maximum Annual Debt Service on (1) the Bonds originally issued
pursuant to this Resolution and then Outstanding, (2) any additional parity Bonds
theretofore issued and then Outstanding, and (3) the additional parity Bonds then
proposed to be issued.
(3) The Agency need not comply with subparagraph (2) of this paragraph in
the issuance of additional parity Bonds if and to the extent the Bonds to be issued are
refunding Bonds, that is, delivered in lieu of or in substitution for Bonds originally issued
under this Resolution or previously issued additional parity Bonds, if the Agency shall
cause to be delivered a certificate of the Executive Director of the Agency setting forth (i)
the Maximum Annual Debt Service (A) with respect to the Bonds of all Series
Outstanding immediately prior to the date of authentication and delivery of such
refunding Bonds, and (B) with respect to the Bonds of all Series to be Outstanding
immediately thereafter, and (ii) that the Maximum Annual Debt Service set forth
pursuant to (B) above is no greater than that set forth pursuant to (A) above.
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Simultaneously with the delivery of any Bonds issued pursuant to subparagraphs (2) and
(3) above for the purpose of refunding any Bonds issued under this Resolution, the Agency may
withdraw from the Sinking Fund amounts theretofore deposited which are allocable to the Bonds
being refunded and shall transfer said amounts in accordance with the resolution providing for
the issuance of the refunding Bonds, provided that after such withdrawal the Agency shall be in
compliance with the provisions of this Resolution.
The term "additional parity Bonds" as used in this Resolution shall be deemed to mean
additional obligations evidenced by Bonds issued upon the provisions and within the limitations
of this subsection to finance Redevelopment Projects payable from the Pledged Funds on a parity
with Bonds originally authorized and issued pursuant to this Resolution. Such Bonds shall be
deemed to have been issued pursuant to this Resolution the same as the Bonds originally
authorized and issued pursuant to this Resolution and all of the covenants and other provisions of
this Resolution (except as to details of such Bonds evidencing such additional parity obligations
inconsistent therewith) shall be for the equal benefit, protection'and security of the Holders of
any Bonds originally authorized and issued pursuant to this Resolution and the Holders of any
Bonds evidencing additional obligations subsequently issued within the limitations of and in
compliance with this subsection. All of such Bonds, regardless of the time or times of their
issuance shall rank equally with respect to their lien on the Pledged Funds and their sources and
security for payment therefrom without preference of any Bonds over any other.
The term "additional parity Bonds" as used in this Resolution shall not be deemed to
include bonds, notes, certificates or other obligations subsequently issued in accordance with this
Resolution, the lien of which on the Pledged Funds is subject to the prior and superior lien on the
Pledged Funds of Bonds and the Agency shall not issue any obligations whatsoever payable from
the Pledged Funds, which rank equally as to lien and source and security for their payment from
such Pledged Funds with Bonds except in the manner and under the conditions provided in
subsection (G) above and this subsection.
I. BOOKS AND RECORDS. The Agency will keep separately identifiable
accounting records for the receipt of the Trust Fund Revenues by the use of a fund established in
accordance with generally accepted accounting principles, and any Holder of a Bond or Bonds
issued pursuant to this Resolution, shall have the right at all reasonable times to inspect all
records, accounts and data of the Agency relating thereto.
The Agency shall promptly after the close of each Fiscal Year cause the books, records
and accounts relating to the Trust Fund Revenues for such Fiscal Year to be properly audited by
a qualified, recognized and nationally known independent firm of certified public accountants
and shall file the report of such certified public accountants in the office of the Executive
Director, and shall mail upon request, and make available generally, said report, or a reasonable
summary thereof, to any Holder or Holders of Bonds issued pursuant to this Resolution.
Such audited books, records and accounts shall contain the statements required by
generally accepted accounting principles applicable to governmental entities, and a certificate of
such certified public accountants disclosing any breach on the part of the Agency of any
covenant herein.
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J. NO IMPAIRMENT OF CONTRACT. The Agency has full power and authority
to irrevocably pledge the Pledged Funds to the payment of the principal of and interest on the
Bonds, The pledge of such Pledged Funds, in the manner provided herein, shall not be subject to
repeal, modification or impairment by any subsequent resolution, ordinance or other proceedings
of the Agency so long as any Bonds are Outstanding hereunder. The Agency shall take all
actions necessary and pursue such legal remedies which may be available to it either in law or in
equity to prevent or cure any impairment by any entity other than the Agency within the meaning
of this subsection.
K. REMEDIES. Any Holder of Bonds issued under the provisions of this Resolution
may either at law or in equity, by suit, action, mandamus or other proceedings in any court of
competent jurisdiction, protect and enforce any and all rights under the laws of the State or
granted and contained in this Resolution, and may enforce and compel the perfornance of all
duties required by this Resolution or by any applicable statutes, including the Act, to be
performed by the Agency or by any officer thereof. Nothing herein, however, shall be construed
to grant any Holder of such Bonds any lien on any property of the Agency, except as provided
herein. No Holder of Bonds, however, shall have any right in any manner whatever to affect
adversely, or prejudice the security of this Resolution or to express any right hereunder except in
the manner herein provided, and all proceedings at law or in equity shall be instituted and
maintained for the benefit of all Holders of Bonds.
L. ENFORCEMENT OF COLLECTIONS. The Agency will diligently enforce and
collect the Trust Fund Revenues and will take all steps, actions and proceedings for the
enforcement and collection of such Trust Fund Revenues to the full extent permitted or
authorized by applicable laws, including the Act. All Trust Fund Revenues shall as collected be
held in trust to be applied as herein provided and not otherwise.
M. DISCHARGE AND SATISFACTION OF BONDS. The covenants, liens and
pledges entered into, created or imposed pursuant to this Resolution may be fully discharged and
satisfied with respect to all or a portion of the Bonds in any one or more of the following ways:
(1) by paying the principal of and interest on such Bonds when the same shall
become due and payable; or
(2) by depositing in the Interest Account, the Principal Account and the Bond
Redemption Account and/or in such other accounts which are irrevocably pledged to the
payment of Bonds as the Agency may hereafter create and establish, certain moneys
which together with other moneys lawfully available therefor, if any, shall be sufficient at
the time of such deposit to pay when due the principal, redemption premium, if any, and
interest due and to become due on said Bonds on or prior to the redemption date or
maturity date thereof; or
(3) by depositing in the Interest Account, the Principal Account and the Bond
Redemption Account and/or such other accounts which are irrevocably pledged to the
payment of Bonds as the Agency may hereafter create and establish, moneys which
together with other moneys lawfully available therefor when invested in such Defeasance
Obligations which shall not be subject to redemption prior to their maturity other than at
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the option of the Holder thereof, will provide moneys which shall be sufficient to pay
when due the principal, redemption premium, if any, and interest due and to become due
on said Bonds on or prior to the redemption date or maturity date thereof.
Upon such payment or deposit in the amount and manner provided in this Section
304(M), Bonds shall be deemed to be paid and shall no longer be deemed to be
Outstanding for the purposes of this Resolution and all liability of the Agency with
respect to said Bonds shall cease, terminate and be completely discharged and
extinguished, and the Holders thereof shall be entitled to payment solely out of the
moneys or securities so deposited; provided that (i) in connection with any discharge and
satisfaction pursuant to subsection (2) or (3) above, the Agency shall concurrently with
such deposit deliver (A) an opinion of nationally recognized bond counsel to the effect
that interest on the Bonds being discharged will not, by reason of such discharge, become
includable in gross income for federal income tax purposes and that such Bonds have
been discharged in accordance with the provisions of this Section, and (B) an
accountant's verification report showing the sufficiency of such moneys and/or
Defeasance Obligations to provide for the payment of said Bonds, and (ii) in the event
said Bonds do not mature and are not to be redeemed within the next succeeding sixty
(60) days, the Agency shall have given the Registrar irrevocable instructions to give, as
soon as practicable, a notice to the Holders of said Bonds by first-class mail, postage
prepaid, stating that the deposit of said moneys or Defeasance Obligations has been made
with an appropriate fiduciary institution acting as escrow agent solely for the Holders of
said Bond and other Bonds being defeased, and that said Bonds are deemed to have been
paid in accordance with this Section and stating such maturity or redemption date upon
which moneys are to be available for the payment of the principal of and premium, if any,
and interest on said Bonds.
(4) Notwithstanding the foregoing, all references to the discharge and
satisfaction of Bonds shall include the discharge and satisfaction of any issue of Bonds,
any portion of an issue of Bonds, any maturity or maturities of an issue of Bonds, any
portion of a maturity of an issue of Bonds or any combination thereof.
(5) If any portion of the moneys deposited for the payment of the principal of
and redemption premium, if any, and interest on any portion of Bonds is not required for
such purpose, the Agency may use the amount of such excess free and clear of any trust,
lien, security interest, pledge or assignment securing said Bonds or otherwise existing
under this Resolution.
In the event that the principal and redemption price, if applicable, and interest due
on the Bonds shall be paid by the issuer of a Credit Facility pursuant to the terms thereof,
the assignment and pledge created hereunder and all covenants, agreements and other
obligations of the Agency to the Bondholders shall continue to exist and the issuer of
such Credit Facility shall be subrogated to the rights of such Bondholders.
N. CONCERNING THE RESERVE ACCOLINT INSURANCE POLICY, THE
RESERVE ACCOUNT LETTER OF CREDIT AND/OR CREDIT FACILITY. As long as the
Agency shall have a Reserve Account Insurance Policy and/or a Reserve Account Letter of
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Credit on deposit in the Debt Service Reserve Account, the Agency covenants that it will comply
with the provisions of the Reserve Account Insurance Policy and/or Reserve Account Letter of
Credit and any reimbursement or similar agreement with respect to any such Reserve Account
Insurance Policy and/or Reserve Account Letter of Credit.
As long as any Series of Bonds of the Agency are secured by a Credit Facility, (i) the
Agency covenants to comply with the requirements and conditions imposed on the Agency by
the issuer of the Credit Facility and (ii) all rights hereunder granted to the Holders of Bonds so
secured shall be exercisable by the issuer of such Credit Facility in lieu of the Holders of such
Bonds.
Notwithstanding anything in this Resolution to the contrary, the rights of any issuer of a
Credit Facility created under this Resolution shall remain in full force and effect only so long as
the applicable Credit Facility shall remain in effect and the issuer of such Credit Facility shall not
be in default in its payment obligations to the Holders of Bonds secured by such facility.
[END OF ARTICLE III]
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ARTICLE IV
CONCERNING THE FIDUCIARIES
SECTION 40I. ADDITIONAL PAYING AGENTS; APPOINTMENT AND
ACCEPTANCE OF DUTIES. The Agency may at any time or from time to time appoint one or
more other Paying Agents having the qualifications set forth in this Article IV for a successor
Paying Agent; provided that nothing herein shall prevent the Agency from appointing itself as
the Paying Agent hereunder. Each Paying Agent shall signify its acceptance of the duties and
obligations imposed upon it by this Resolution by executing and delivering to the Agency a
written acceptance thereof.
SECTION 402. RESPONSIBILITIES OF FIDUCIARIES. The recitals of facts herein
and in the Bonds contained shall be taken as the statements of the Agency and no Fiduciary
assumes any responsibility for the correctness of the same. No Fiduciary makes any
representation as to the validity or sufficiency of this Resolution or of any Bonds issued
thereunder or as to the security afforded by this Resolution, and no Fiduciary shall incur any
liability in respect thereof. The Registrar shall, however, be responsible for its representation
contained in its certificate of authentication of the Bonds. No Fiduciary shall be under any
responsibility or duty with respect to the application of any moneys paid by such Fiduciary in
accordance with the provisions of this Resolution to or upon the order of the Agency or any other
Fiduciary. No Fiduciary shall be under any obligation or duty to perform any act which would
involve it in expense or liability or to institute or defend any suit in respect thereof, or to advance
any of its own moneys, unless properly indemnified. No Fiduciary shall be liable in connection
with the performance of its duties hereunder except for its own negligence, misconduct or
default.
SECTION 403. EVIDENCE ON WHICH FIDUCIARIES MAY ACT.
(a) Each Fiduciary, upon receipt of any notice, resolution, request, consent, order,
certificate, report, opinion, bond, or other paper or document fumished to it pursuant to any
provision of this Resolution, shall examine such instrument to determine whether it conforms to
the requirements of this Resolution and shall be protected in acting upon any such instrument
believed by it to be genuine and to have been signed or presented by the proper party or parties.
Each Fiduciary may reasonably consult with counsel, who may or may not be of counsel to the
Agency, and the opinion of such counsel shall be full and complete authorization and protection
in respect of any action taken or suffered by it under this Resolution in good faith and in
accordance therewith.
(b) Whenever any Fiduciary shall deem it necessary or desirable that a matter be
proved or established prior to taking or suffering any action under this Resolution, such matter
(unless other evidence in respect thereof be therein specifically prescribed) may be deemed to be
conclusively proved and established by a certificate of the Chairperson, Executive Director or his
designee, and such certificate shall be full warrant for any action taken or suffered in good faith
under the provisions of this Resolution upon the faith thereof; but in its discretion the Fiduciary
may in lieu thereof accept other evidence of such fact or matter or may require such further or
additional evidence as it may deem reasonable.
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(c) Except as otherwise expressly provided in this Resolution, any request, order,
notice or other direction required or permitted to be furnished pursuant to any provision thereof
by the Agency to any Fiduciary shall be sufficiently executed in the name of the Agency by the
Chairperson, Executive Director or designee of either of them.
SECTION 404. COMPENSATION. The Agency may agree with any Fiduciary to pay
to such Fiduciary from time to time reasonable compensation for all services rendered under this
Resolution, and also all reasonable expenses, charges, counsel fees and other disbursements,
including those of its attorneys, agents and employees, incurred in and about the performance of
their powers and duties under this Resolution. The Agency may also agree with any Fiduciary to
indemnify any Fiduciary for any and all of its reasonable fees, costs and expenses resulting from
any claim, liability or the like incurred in and about the performance of its powers and duties
under this Resolution.
SECTION 405. CERTAIN PERMITTED ACTS. Any Fiduciary, individually or
otherwise, may become the owner of any Bonds, with the same rights it would have if it were not
a Fiduciary. To the extent permitted by law, any Fiduciary may act as depositary for, and permit
any of its officers or directors to act as a member of, or in any other capacity with respect to, any
committee formed to protect the rights of Bondholders or to effect or aid in any reorganization
growing out of the enforcement of the Bonds or this Resolution, whether or not any such
committee shall represent Holders of a majority in principal amount of the Bonds then
Outstanding.
SECTION 406. MERGER OR CONSOLIDATION. Any entity into which any
Fiduciary may be merged or converted or with which it may be consolidated or any entity
resulting from any merger, conversion or consolidation to which it shall be a party or any entity
to which any Fiduciary may sell or transfer all or substantially all of its corporate trust business
shall be a successor Fiduciary hereunder provided such entity shall be a bank or trust company
organized under the laws of any state of the United States or a national banking association or
shall be a successor entity to the Agency, if the Agency is acting as Fiduciary hereunder, shall be
authorized by law to perform all duties imposed upon it by this Resolution, and shall be such
successor without the execution or filing of any paper or the performance of any further act.
SECTION 407. ADOPTION OF AUTHENTICATION. In case any of the Bonds
contemplated to be issued under this Resolution shall have been authenticated but not delivered,
any successor Registrar may adopt the certificate of authentication of any predecessor Registrar
so authenticating such Bonds and deliver such Bonds so authenticated; and in case any of the
said Bonds shall not have been authenticated, any successor Registrar may authenticate such
Bonds in the name of the predecessor Registrar, or in the name of the successor Registrar, and in
all such cases such certificate shall be fully effective.
SECTION 408. RESIGNATION OR REMOVAL OF FIDUCIARY AND
APPOINTMENT OF SUCCESSOR. Any Fiduciary may at any time resign and be discharged
of the duties and obligations created by this Resolution by giving at least 60 days' written notice
to the issuer of a Credit Facility, the Agency, and the other Fiduciaries. Any Fiduciary may be
removed at any time by an instrument filed with such Fiduciary and the issuer of each Credit
Facility and signed by the Chairperson, Executive Director or his designee. Any successor
0o3.4430-4561. / 4 lAM ERTCAS
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Fiduciary shall be appointed by the Agency and shall be, if other than the Agency or its
successor entity, a bank or trust company organized under the laws of any state of the United
States or a national banking association, willing and able to accept the office on reasonable and
customary terms and authorized by law to perform all the duties imposed upon it by this
Resolution. The Agency shall notify the issuer of each Credit Facility of the appointment of any
successor Fiduciary. In the event of the resignation or removal of any Fiduciary, such Fiduciary
shall pay over, assign and deliver any moneys held by it as Fiduciary to its successor.
SECTION 409. VACANCY. If at any time hereafter any Fiduciary shall resign, be
removed, be dissolved, or otherwise become incapable of acting, or if the bank or trust company
acting as any Fiduciary shall be taken over by any governmental official, agency, department or
board, the position of Fiduciary shall thereupon become vacant. If the position of such Fiduciary
shall become vacant for any of the foregoing reasons or for any other reasons, the Agency shall
appoint a successor Fiduciary.
If no appointment of a successor Fiduciary shall be made pursuant to the foregoing
provisions of this Section, the Holder of any Bond Outstanding hereunder or any retiring
Fiduciary may apply to any court of competent jurisdiction to appoint a successor Fiduciary.
Such court may thereupon, after such notice, if any, as such court may deem proper and
prescribe, appoint a successor Fiduciary.
Any Fiduciary hereafter appointed, if not the Agency or its successor entity, shall be a
bank or trust company authorized by law to exercise corporate trust powers and subject to
examination by federal or state authority of good standing and having at the time of its
appointment a combined capital and surplus aggregate not less than Fifty Million Dollars
($50,000,000).
IEND OF ARTICLE IV]
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ARTICLE V
EXECUTION OF INSTRUMENTS BY BONDHOLDERS
AND PROOF OF OWNERSHIP OF BONDS
SECTION 501. PROOF OF EXECUTION OF DOCUMENTS AND OWNERSHIP.
(a) Any request, direction, consent or other instrument in writing required by this
Resolution to be signed or executed by Bondholders may be in any number of concurrent
instruments of similar tenor and may be signed or executed by such Bondholders in person or by
their attorneys or legal representatives appointed by an instrument in writing. Proof of the
execution of any such instrument and of the ownership of Bonds shall be suff,rcient for any
purpose of this Resolution and shall be conclusive in favor of the Fiduciary with regard to any
action taken by it under such instrument if made in the following manner:
(1) The fact and date of the execution by any person of any such instrument
may be proved by the verification of any officer in any jurisdiction who, by the laws
thereof, has power to take affidavits within such jurisdiction, to the effect that such
instrument was subscribed and sworn to before him, or by an affidavit of a witness to
such execution. Where such execution is in behalf of a person other than an individual,
such verification shall also constitute sufficient approval of the authority of the signor
thereof.
(2) The ownership of Bonds shall be proved by the registration books required
to be maintained pursuant to the provisions of this Resolution.
Nothing contained in this Article shall be construed as limiting the Fiduciary to such
proof, it being intended that the Fiduciary may accept any other evidence of the matters herein
stated which it may deem sufficient.
(b) If the Agency shall solicit from the Holders any request, direction, consent or
other instrument in writing required or permitted by this Resolution to be signed or executed by
the Holders, the Agency may, at its option, fix in advance a record date for determination of
Holders entitled to give each request, direction, consent or other instrument, but the Authority
shall have no obligation to do so. If such a record date is fixed, such request, direction, consent
or other instrument may be given before or after such record date, but only the Holders of record
at the close of business on such record date shall be deemed to be Holders for the purposes of
determining whether Holders of the requisite proportion of Bonds have authorized or agreed or
consented to such request, direction, consent or other instrument, and for that purpose the Bonds
shall be computed as of such record date.
(c) Any request or consent of the Holder of any Bond shall bind every future Holder
of the same Bond in respect of any.thing done by the Agency or any Fiduciary in pursuance of
such request or consent.
IEND OF ARTICLE V]
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ARTICLE, VI
MISCELLANEOUS PROVISIONS
SECTION 601. MODIFICATION OR AMENDMENT. Except as otherwise provided
in the second paragraph hereof, no adverse material modification or amendment of this
Resolution, or of any resolution amendatory hereof or supplemental hereto, may be made
without the consent in writing of (i) the Holders of more than fifty per centum (50%) in
aggregate principal amount of the Bonds then Outstanding or (ii) in case less than all of the
several Series of Bonds then Outstanding are affected by the modification or amendment, the
Holders of more than fifty per centum (50%) in aggregate principal amount of the Bonds of each
Series so affected and Outstanding at the time such consent is given; provided, however, that no
modification or amendment shall permit a change in the maturity of such Bonds or a reduction in
the rate of interest thereon, or affecting the promise of the Agency to pay the principal of and
interest on the Bonds, as the same mature or become due, from the Pledged Funds, or reduce the
percentage of Holders of Bonds required above for such modification or amendment, without the
consent of the Holders of all the Bonds.
For the purposes of this Section 601, to the extent any Series of Bonds is secured by a
Credit Facility, then the consent of the issuer of the Credit Facility shall constitute the consent of
the Holders of such Series.
This Resolution may be amended, changed, modified and altered without the consent of
the Holders of Bonds or any Credit Facility:
(a) to cure any ambiguity or formal defect or omission in this Resolution or in
any supplemental resolutions or to correct or supplement any provision contained herein
which may be defective or inconsistent with any other provisions contained herein; or
(b) to grant to or confer upon the Bondholders any additional rights, remedies,
powers, authority or security that may lawfully be granted to or conferred upon the
Bondholders; or
(c) to add to the conditions, limitations and restrictions on the issuance of
Bonds under the provisions of this Resolution, other conditions, limitations and
restrictions thereafter to be observed; or
(d) to add to the covenants and agreements of the Agency in this Resolution
other covenants and agreements thereafter to be observed by the Agency or to surrender
any right or power herein reserved to or conferred upon the Agency; or
(e) to qualify the Bonds or any of the Bonds for registration under the
Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended;
or
(D to qualify this Resolution as an "indenture" under the Trust Indenture Act
of 1939, as amended; or
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(g) to make such changes as may be necessary to comply with the provisions
of the Code relating to the exclusion of interest on Tax-Exempt Bonds from gross income
thereunder; or
(h) to make such changes as may evidence the interest herein of an issuer of a
Credit Facility that secures any Series of Bonds.
The Agency shall cause a notice of a proposed supplemental resolution requiring the
consent of Bondholders to be mailed, postage prepaid, to all Holders of Bonds then Outstanding
at their addresses as they appear on the registration books. Such notice shall briefly set forth the
nature of the proposed supplemental resolution and shall state thata copy thereof is on file at the
office of the Agency for inspection by all Bondholders. The Agency shall not, however, be
subject to any liability to any Bondholder by reason of its failure to mail the notice required by
this Section, and any such failure shall not affect the validity of such supplemental resolution
when consented to or approved as provided in this Section.
Whenever, at any time after the date of the mailing of such notice, the Agency shall
deliver to the Executive Director an instrument or instruments purporting to be executed by the
Holders of at least a majority in aggregate principal amount of the Bonds then Outstanding,
which instrument or instruments shall refer to the proposed supplemental resolutions described in
such notice and shall specifically consent to and approve the adoption thereof, the Agency may
adopt such supplemental resolutions in substantially such form without liability or responsibility
to any Holder of any Bond, whether or not such Holder shall have consented thereto. It shall not
be necessary for the consent of the Holders to approve the particular form of any proposed
supplemental resolution, but it shall be sufficient if such consent shall approve the substance
thereof.
If the Holders of more than fifty per centum (50%) in aggregate principal amount of the
Bonds of all Series affected and Outstanding at the time of the adoption of such supplemental
resolution shall have consented to and approved the adoption thereof as herein provided, no
Holder shall have any right to object to the adoption of such supplemental resolution, or to object
to any of the terms and provisions therein contained, or the operation thereof, or in any manner
to question the propriety of the adoption thereof, or to enjoin or restrain the Agency from
adopting the same or from taking any action pursuant to the provisions thereof.
The consent of the Holders of any additional Series of Bonds to be issued hereunder shall
be deemed given if the underwriters or initial Underwriters 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 Series of Bonds is offered and sold to the public.
SECTION 602. SEVERABILITY OF INVALID PROVISIONS. If any one or more of
the covenants, agreements or provisions of this Resolution should be held contrary to any
express provision of law or contrary to the policy of express law, though not expressly
prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such
covenants, agreements or provisions shall be null and void and shall be deemed separate from the
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remaining covenants, agreements or provisions, and shall in no way affect the validity of any of
the other provisions of this Resolution or of the Bonds issued hereunder.
SECTION 603. LINCLAIMED MONEY. Notwithstanding any provisions of this
Resolution, any money held by any Fiduciary for the payment of the principal or redemption
price of, or interest on, any Bonds and remaining unclaimed for five (5) years after the principal
of all of the Bonds has become due and payable (whether at maturity or upon call for
redemption), if such money were so held at such date, or five (5) years after the date of deposit
of such money if deposited after such date when all of the Bonds became due and payable, shall
be repaid to the Agency free from the provisions of this Resolution, and all liability of the
Fiduciary with respect to such money shall thereupon cease.
SECTION 604. PAYMENTS DUE ON SATURDAYS, SLTNDAYS AND HOLIDAYS.
In any case where the date of maturity of interest on or principal of the Bonds or the date fixed
for redemption of any Bonds shall be a Saturday, Sunday or a day on which any Paying Agent is
required, or authorized or not prohibited, by law (including executive orders) to close and is
closed, then payment of such interest or principal and any redemption premium need not be paid
by the Paying Agent on such date but may be paid on the next succeeding business day on which
the Paying Agent is open for business with the same force and effect as if paid on the date of
maturity or the date fixed for redemption, and no interest shall accrue for the period after such
date of maturity or redemption.
SECTION 605. CONTROLLING LAW; MEMBERS OF GOVERNING BODY OF
AGENCY NOT LIABLE. The provisions of this Resolution shall be governed by, and
interpreted in accordance with, the laws of the State. All covenants, stipulations, obligations and
agreements of the Agency contained in this Resolution shall be deemed to be covenants,
stipulations, obligations and agreements of the Agency to the full extent authorized by the Act
and provided by the Constitution and laws of the State. No covenant, stipulation, obligation or
agreement contained herein shall be deemed to be a covenant, stipulation, obligation or
agreement of any present or future member, agent or employee of the Commission or the Agency
in his individual capacity, and neither the members of the Commission nor any official executing
the Bonds shall be liable personally on the Bonds or this Resolution or shall be subject to any
personal liability or accountability by reason of the issuance or the execution by the Commission
or such members thereof.
SECTION 606. FURTHER AUTHORIZATIONS. The Chairperson, the Executive
Director and such other officers, employees and staff members of the Agency as may be
designated by the Chairperson and the Executive Director or either of them are each designated
as agents of the Agency in connection with the issuance and delivery of the Bonds and are
authorized and empowered, collectively or individually, to take all action and steps and to
execute all instruments, documents and contracts on behalf of the Agency, that are necessary or
desirable in connection with the execution and delivery of the Bonds, and which are not
inconsistent with the terms and provisions of this Resolution.
SECTION 607. HEADINGS FOR CONVENIENCE ONLY. Any headings preceding
the texts of the several articles and sections hereof shall be solely for convenience of reference
003-4430-456L/ 4 /AMERtCAS
36
1160
and shall not constitute a part of this Resolution, nor shall they affect its meaning, construction or
effect.
SECTION 608. TIME OF TAKING EFFECT.
immediately upon its adoption.
PASSED AND ADOPTED this day
Attest:
Secretary
This Resolution shall take effect
,2015.
Chairperson
APMOVED AS TO
FORM & LANGUAGE
&,OR EXECUTION-(),,\- ,IM
003-4 430-456r I 4 /AMERTCAS
37
1161
EXHIBIT A
SERIES 2OI5 REDEVELOPMENT PROJECT
l. Renovation and expansion of the Miami Beach Convention Center to modernize and
upgrade the Convention Center facility and areas in the vicinity of the Convention
Center, including but not limited to creation of a new public park and related facilities,
restoration of the Carl Fisher Clubhouse and Collins Canal seawall, and streetscape,
landscape and other infrastructure improvements.
2. Renovation of the Bass Museum to increase programmable space at the facility.
3. Improvements to 17th Street, Drexel Avenue, Pennsylvania Avenue and Meridian Avenue
to enhance the pedestrian experience between the Miami Beach Convention Center and
Lincoln Road.
4. Improvements to Lincoln Road from Washington Avenue to Lenox Avenue.
003-4 430-456u 4 lAMERTCAS
A-l
1162
No. R-
EXHIBIT B
BOND FORM
UNITED STATES OF AMERICA
STATE OF FLORIDA
MIAMI BEACH REDEVELOPMENT AGENCY
TAX INCREMENT REVENUE BOND,
SERIES
(CITY CENTER/HISTORIC CONVENTION VILLAGE)
Date of
Maturity Date Original IssuanceInterest Rate CUSIP
REGISTERED OWNER:
PRINCIPAL AMOUNT:DOLLARS
KNOW ALL MEN BY THESE PRESENTS that the Miami Beach Redevelopment
Agency (the "Agency"), for value received, hereby promises to pay to the registered owner
specified above, or registered assigns, on the date specified above, but solely from the sources
hereinafter mentioned, upon presentation and surrender hereof at the designated corporate trust
office of , as paying agent (said
bank and/or any bank or trust company to become successor paying agent being herein called the
"Paying Agent"), the principal sum specified above with interest thereon at the rate per annum
specified above, payable on the first day of of each year,
commenclng on Principal of this Bond is payable at the office of the Paying
Agent in lawful money of the United States of America. Interest on this Bond is payable by
check or draft of the Paying Agent made payable to the registered owner as its name and address
shall appear on the registry books of ,oS
Registrar (said bank and any successor Registrar being herein called the "Registrar") at the close
of business on the fifteenth day of the calendar month preceding each interest payment date (the
"Regular Record Date"); provided, however, that (i) if ownership of the Bonds is maintained in a
book-entry only system by a securities depository, such payment may be made by automatic
funds transfer (wire) to such securities depository of its nominee or (ii) if such Bonds are not
maintained in a book-entry only system by a securities depository, upon written request of the
Holder of $1,000,000 or more in principal amount of Bonds, such payments may be made by
wire transfer to the bank and bank account specified in writing by such Holder (such bank being
a bank within the continental United States), if such Holder has advanced to the Paying Agent
the amount necessary to pay the cost of such wire transfer or authorized the Paying Agent to
deduct the cost of such wire transfer from the payment due such Holder. Any interest not
B-1
003 -4 430- 456 1, / 4 / AM ER I CAS
1163
punctually paid on an interest payment date shall forthwith cease to be payable to the registered
owner on the Regular Record Date and may be paid to the registered owner as of the close of
business on a special record date for the payment of such defaulted interest to be fixed by the
Paying Agent, notice whereof shall be given not less than 10 days prior to such special record
date to the registered owners. Such interest shall be payable from the most recent interest
payment date next preceding the date of authentication to which interest has been paid, unless the
date of authentication is an 1or I to which interest has been paid, in
which case from the date of authentication, or unless the date of authentication is prior to
,20- in which case from , 20-, or unless the date of authentication
is between a Regular Record Date and the next succeeding interest payment date, in which case
from such interest payment date.
This Bond is one of an authorized issue of Bonds of the Agency designated as its "Tax
Increment Revenue Bonds, Series _ (City Center/Historic Convention Village)" (herein
called the "Bonds"), in the aggregate principal amount of Dollars
($ ) of like date, tenor, and effect, except as to number, date of maturity and interest
rate, issued for the purpose of
under the authority of and in full compliance with the Constitution and Statutes of the State of
Florida, including particularly Chapter 163, Part III, Florida Statutes, as amended from time to
time, and other applicable provisions of law, and a resolution duly adopted by the Agency on
,2015 (hereinafter referred to as the "Resolution") and is subject to all the terms
and conditions of the Resolution.
This Bond is payable solely from and secured by a first lien on and pledge of the Trust
Fund Revenues (as defined in the Resolution) collected by the Agency pursuant to Section
163387 , Florida Statutes, as amended, and all moneys held in certain funds and accounts
established under the Resolution (collectively, the "Pledged Funds"), all in the manner provided
in the Resolution. Neither the Agency, the City, Miami-Dade County, Florida (the o'County"),
the State of Florida (the "State") nor any of its political subdivisions is obligated to pay this
Bond or the interest hereon except from the Pledged Funds pledged thereto and neither the faith
and credit nor the taxing power of the City, the County, the State or any of its political
subdivisions is pledged to the payment of the principal of, or the interest on, this Bond. This
Bond does not constitute an indebtedness of the Agency, the City, the County, the State or any
political subdivision thereof within the meaning of any constitutional, statutory or other
provision or limitation and it is expressly agreed by the Holder of this Bond that such Holder
shall never have the right to require or compel the exercise of the ad valorem taxing power of the
City, the County, the State or any political subdivision thereof or taxation in any form on any
real or personal property therein, for the payment of the principal of and interest on this Bond
and other payments provided for in the Resolution.
It is further agreed between the Agency and the Holder of this Bond that this Bond and
the obligation evidenced thereby shall not constitute a lien upon property owned by or situated
within the corporate territory of the Agency or the City, but shall constitute a lien only on the
Pledged Funds, all in the manner provided in the Resolution.
Under the provisions of Section 163.387, Florida Statutes, as amended, the City and the
County have established the City Center/Historic Convention Village Redevelopment and
B-2
o03-4430-456U 4 lAMERTCAS
1164
Revitalization Trust Fund into which the County and the City have agreed to deposit on an
annual basis their respective portions of the Trust Fund Revenues (as defined in the Resolution)
for so long as the Bonds are outstanding. The Agency in the Resolution has established the
Miami Beach Redevelopment Agency Sinking Fund (City Center/Historic Convention Village)
and certain accounts therein and covenanted to deposit into said Sinking Fund and accounts
therein solely from the Pledged Funds moneys to provide for the timely payment of principal of
and interest on the Bonds and to create a reserve therefor, all to the extent and in the manner
provided in the Resolution. Reference is hereby made to the Resolution for the specific
provisions goveming the Bonds.
flnsert Redemption Provisions]
Additional parity bonds may be issued by the Agency from time to time upon the
conditions and within the limitations and in the manner provided in the Resolution.
The original registered owner, and each successive registered owner of this Bond shall be
conclusively deemed to have agreed and consented to the following terms and conditions:
1. The Registrar shall keep books for the registration of Bonds and for the
registration of transfers of Bonds as provided in the Resolution. The Bonds shall be transferable
by the registered owner thereof in person or by his attorney duly authorized in writing only upon
the books of the Agency kept by the Registrar and only upon surrender hereof together with a
written instrument of transfer satisfactory to the Registrar duly executed by the registered owner
or his duly authorized attorney. Upon the transfer of any such Bond, the Agency shall issue in
the name of the transferee a new Bond or Bonds.
2. The Agency, the Registrar and the Paying Agent may deem and treat the person in
whose name any Bond shall be registered upon the books kept by the Registrar as the absolute
owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving
payment of, or on account of, the principal of and interest on such Bond as the same becomes
due, and for all other purposes. A11 such payments so made to any such registered owner or upon
his order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the
extent of the sum or sums so paid, and neither the Agency, the Paying Agent, nor the Registrar
shall be affected by any notice to the contrary.
3. At the option of the registered owner thereof and upon surrender hereof at the
designated corporate trust office of the Registrar with a written instrument of transfer satisfactory
to the Registrar duly executed by the registered owner or his duly authorized attorney and upon
payment by such registered owner of any charges which the Registrar or the Agency may make
as provided in the Resolution, the Bonds may be exchanged for Bonds of the same series and
maturity of any other authorized denominations.
4. In all cases in which the privilege of exchanging Bonds or transferring Bonds is
exercised, the Agency shall execute and the Registrar shall authenticate and deliver Bonds in
accordance with the provisions of the Resolution. There shall be no charge for any such
exchange or transfer of Bonds, but the Agency or the Registrar may require payment of a sum
sufficient to pay any tax, fee or other governmental charge required to be paid with respect to
003-4430-4s6r/ 4 IAMERTCAS
B-3
1165
such exchange or transfer. Neither the Agency nor the Registrar shall be required (a) to transfer
or exchange Bonds for a period of 15 days next preceding an interest payment date on such
Bonds or next preceding any selection of Bonds to be redeemed or thereafter until after the
mailing of any notice of redemption; or (b) to transfer or exchange any Bonds called for
redemption.
It is hereby certified and recited that all acts, conditions and things required to exist, to
happen, and to be performed, precedent to and in the issuance of this Bond exist, have happened
and have been performed in regular and due form and time as required by the laws and
Constitution of the State of Florida applicable thereto, and that the issuance of this Bond, and of
the issue of Bonds of which this Bond is one, is in full compliance with all constitutional,
statutory or charter limitations or provisions.
IN WITNESS WHEREOF, the Miami Beach Redevelopment Agency has caused this
Bond to be signed by its Chairperson, either manually or with his facsimile signature, and the
seal of the Miami Beach Redevelopment Agency or a facsimile thereof to be affixed hereto or
imprinted or reproduced hereon, and attested by its Secretary, either manually or with his
facsimile signature.
MIAMI BEACH REDEVELOPMENT AGENCY
(sEAL)
Attest:
By:
Chairperson
Secretary
003-4430-456L/ 4 IAM ERTCAS
B-4
1166
CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds delivered pursuant to the within mentioned Resolution.
Date of Authentication:
as Registrar
Authorized Signatory
By:
B-5
003-4 430-456L/ 4 IAM ERICAS
1167
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of the within Bond,
shall be construed as though they were written out in full according to applicable laws, or
regulations.
TEN COM as tenants in common
TEN ENT as tenants by the entireties
JT TEN as joint tenants with the right of survivorship and not as tenants in common
LINIFORM GIFT MIN ACT -Custodian for
(Cust)
under Uniform Gifts to Minors
(Minor)
Act
(State)
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the within Bond, and all rights thereunder, and hereby irrevocably
constitutes and appoints attorney to transfer the said Bond on the
bond register, with full power of substitution in the premises.
Dated:
Please insert Social Security or other
identifying number of transferee:
Signature guaranteed:
NOTICE: The transferor's signature to this Assignment must correspond with the name as it
appears on the face of the within Bond in every particular without alteration or any
change whatever.
003-4430-456Ll 4 lAMERTCAS
B-6
1168
SEB DRAFT - O9/21l15
PREI-IMINARY OFF-ICIAL S'I'ATEMENT DATED NOVEMBER ,20I5
NEW ISSUE - Book-Entry-Only Ratings: See "RATINGS" herein
In the opinion of Squire Patton Boggs (US) LLP, Bond Counsel, under existing law, the Series
2015A Bonds and the income thereon are exemptfrom taxation under the laws of the State of Florida,
except estqte taxes imposed by Chapter 198, Florida Statutes, qs amended, and net income and franchise
taxes imposed by Chapter 220, Florida Statutes, as amended. NO ATTEMPT HAS BEEN MADE TO
PROVIDE THAT INTEREST ON THE SERIES 2OI5A BONDS IS EXCLUDED FROM GRO^S.S INCOME
OF THE HOLDERS THEREOF FOR FEDERAL INCOME TAX PURPOSES. For a more complete
discussion ofthe tax qspects relating to the Series 2015A Bonds, see the discussion under the heading
"TAX MATTERS" 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 ofcertain representations, interest on the
Series 20158 Bonds is excludedfrom gross incomeforfederal income tax purposes and is not an item of
tax preference for purposes of the federal alternative minimum tax imposed on individuals and
corporations and (ii) the Series 20158 Bonds and the income thereon are exemptfrom taxation under the
laws of the State of Florida, except estate taxes imposed by Chapter 198, Florida Statutes, as qmended,
and net income andfranchise taxes imposed by Chapter 220, Florida Statutes, as amended. Interest on
the Series 20158 Bonds may be subject to certainfederal taxes imposed only on certain corporations,
including the corporate alternative minimum tqx on a portion of that interest. For a more complete
discussion ofthe tax aspects relating to the Series 20158 Bonds, see the discussion under the heading
"TAX MATTERS" herein.
$360,000,000*
MIAMI BEACH REDEVELOPMENT AGENCY
Tax Increment Revenue and Revenue
Refunding Bonds, Taxable Series 2015A
(City Center/Historic Convention Village)
Dated: Date of Delivery
Tax Increment Revenue and Revenue
Refunding Bonds, Series 20158
(City Center/Historic Convention Village)
Due: March l, as shown on inside cover page
The Miami Beach Redevelopment Agency Tax Increment Revenue and Revenue Refunding Bonds,
Taxable Series 2015A (City Center/Historic Convention Village) (the "Series 2015,A. Bonds") and the
Miami Beach Redevelopment Agency Tax Increment Revenue and Revenue Refunding Bonds, Series
20158 (City Center/llistoric Convention Village) (the "Series 20158 Bonds" and, collectively with the
Series 2015A Bonds, the "Series 2015 Bonds") are being issued by the Miami Beach Redevelopment
Agency (the "Agency") as fully registered bonds, without coupons, in denominations of $5,000 or any
integral multiple thereof. When issued, the Series 2015 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 2015 Bonds. Purchasers will not receive certificates representing their
ownership interests in the Series 2015 Bonds purchased. See "DESCRIPTION OF THE SERIES 2015
BONDS - Book-Entry Only System" herein. Interest on the Series 2015 Bonds will accrue from their date
1169
of delivery and will be payable on March 1,2016 and semiannually on each September 1 and March I
thereafter. U.S. Bank National Association, Jacksonville, Florida, will serve as the initial bond registrar
and paying agent (the "Paying Agent") for the Series 2015 Bonds. While the Series 2015 Bonds are
registered through the DTC book-entry only system, principal of and interest on the Series 2015 Bonds
will be payable by the Paying Agent to DTC.
The proceeds of the Series 201 5A Bonds will be used, together with certain other legally available
moneys of the Agency, to (i) provide for the advance refunding of all of the Agency's Tax Increment
Revenue Bonds, Taxable Series 1998,4. (City Center/Historic Convention Village), currently outstanding
in the aggregate principal amount of $10,000,000 (the "Outstanding Series 1998A Bonds"); (ii) provide
for the current refunding of all of the Agency's Tax Increment Revenue Refunding Bonds, Taxable Series
20054 (City Center/flistoric Convention Village), currently outstanding in the aggregate principal amount
of $27,815,000 (the "Outstanding Series 2005A Bonds"); (iii) make a deposit to the Debt Service Reserve
Account (including the cost of any Reserve Account Insurance Policy or Reserve Account Letter of Credit
determined by the Agency to be advisable) to satisfy the Reserve Account Requirement relating to the
Series 2015A Bonds (as such terms are hereinafter defined); (iv) finance certain costs of acquiring and
constructing renovations to the Convention Center and related improvements which constitute a portion
of the Series 2015 Redevelopment Project (as such terms are hereinafter defined); and (v) pay costs of
issuance of the Series 2015,4. Bonds and refunding the Outstanding Series 1998,{ Bonds and the
Outstanding Series 20054 Bonds, including the portion of the premium allocable to the Series 2015A
Bonds for any municipal bond insurance policy that may be obtained in connection with the issuance of
the Series 2015 Bonds. See "INTRODUCTION" herein.
The proceeds of the Series 201 58 Bonds will be used, together with certain other legally available
moneys of the Agency, to (i) provide for the current refunding of all of the Agency's Tax Increment
Revenue Refunding Bonds, Series 20058 (City Center/Historic Convention Village), currently outstanding
in the aggregate principal amount of $17,175,000 (the "Outstanding Series 20058 Bonds"); (ii) make a
deposit to the Debt Service Reserve Account (including the cost of any Reserve Account Insurance Policy
or Reserve Account Letter of Credit determined by the Agency to be advisable) to satisfy the Reserve
Account Requirement relating to the Series 20158 Bonds; (iii) finance certain costs of acquiring and
constructing public renovations to the Convention Center and related public improvements which constitute
a portion of the Series 2015 Redevelopment Project; and (iv) pay costs of issuance of the Series 20158
Bonds and refunding the Outstanding Series 20058 Bonds, including the portion of the premium allocable
to the Series 2015B- Bonds for any municipal bond insurance policy that may be obtained in connection
with the issuance of the Series 2015 Bonds. See "INTRODUCTION" herein.
The Series 2015 Bonds are solely payable from and secured by a pledge of and first lien on the
Pledged Funds derived by the Agency from (i) Trust Fund Revenues; and (ii) all moneys, securities and
instruments held in the funds and accounts created under the Bond Resolution, except the Rebate Fund
(as such terms are hereinafter defined), on a parity with any additional Bonds that may be issued under
the Bond Resolution. See "SECURITY AND SOURCES OF PAYMENT" herein.
The Series 2015 Bonds are subject to optional and mandatory sinking fund redemption prior to
maturity as described herein.
THE SERIES 2OI5 BONDS SHALL NOT BE AND SHALL NOT BE DEEMED TO
CONSTITUTE A DEBT, LIABILITY OR OBLIGATION OF THE AGENCY, THE CITY OF MIAMI
BEACH, FLORIDA (THE "CITY"), MIAMI-DADE COUNTY, FLORIDA ("THE COUNTY"), THE
STATE OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF
ANY CONSTITUTIONAL, STATUTORY OR CHARTER PROVISIONS OR LIMITATIONS, OR A
1170
PLEDGE OF THE FAITH AND CREDIT OF THE AGENCY, THE CITY, THE COUNTY, THE STATE
OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF BUT SHALL BE PAYABLE SOLELY
FROM THE PLEDGED FLINDS, AS PROVIDED IN THE BOND RESOLUTION. THE SERIES 2OI5
BONDS AND THE OBLIGATIONS EVIDENCED THEREBY SHALL NOT CONSTITUTE A LIEN
UPON ANY PROPERTY OWNED BY OR SITUATED WITHIN THE CORPORATE TERRITORY OF
THE AGENCY OR THE CITY, BUT SHALL CONSTITUTE A LIEN ONLY ON THE PLEDGED
FUNDS, ALL IN THE MANNER PROVIDED IN THE BOND RESOLUTION.
The Agency may elect to purchase a municipal bond insurance policy to be delivered by a
municipal bond insurance provider concurrently with the delivery of the Series 2015 Bonds to
guarantee timely payment of the principal of and interest on the Series 2015 Bonds, or one or more
maturities of the Series 2015 Bonds, and may elect to satisfy the Reserve Account Requirement, or
any portion thereot upon issuance of the Series 2015 Bonds with a Reserve Account Insurance
Policy or Reserve Account Letter of Credit.
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 to obtain information essential to
the making of an informed investment decision.
The Series 2015 Bonds are offered when, as and if issued by the Agency, subject to the opinion
on certain legal matters relating to their issuance of Squire Patton Boggs (US) LLP, Miami, Florida, Bond
Counsel to the Agency, and certain other conditions. Certain legal matters will be passed upon for the
Agency by Raul J. Aguila, Esquire, Miami Beach, Florida, General Counsel to the Agency, and certain
legal matters relating to disclosure will be passed upon for the Agency by the Law Offices of Steve E.
Bullock, P.A., Miami, Florida, Disclosure Counsel to the Agency. Greenberg Traurig, P.A., Miami,
Florida, is serving as Counsel to the Underwriters and kBC Capilal Markets, LLC, St. Petersburg,
Florida, is serving as Financial Advisor to the Agency in connection with the issuance of the Series 2015
Bonds. It is expected that the Series 2015 Bonds will be availablefor delivery through DTC in New York,
New York on or about December , 2015.
Morgan Stanley
Wells Fargo Securities
Raymond James & Associates, Inc.
Dated: November _,2015
BofA Merrill Lynch
Loop Capital Markets
* Preliminary, subject to change.
1171
Rerl herring: Thi.; Preliminary Ollit'ial Stotemetrt utrtl llte ittforntaliott cottlained herein etrc subfec't to
umendtnent ond c'omstletion without notit'e. The Series 20I -5 Bottds mor) nol be .sold and o//crs lo bL,r' mat,
not be accepted prior to the time the Ol/ic'ial Statetnent i.s tlelit,ered in linal /orm. Llnder no c'irc'utnstanc'es
shull this Preliminar.t' O/ficial Statentent c'otrstitute an o//ar to sell or the sct/it'itcttion oJ'an of/br to but,,
nor shall there be anr sele o.f'the Series 2015 Bonds 1,1 71n1, jurisdiction in v,hic'lt suc'h offer, solic'itation
or sale u'ould be unlaw,/hl prior to registration or qualifit'ation under the securities la--s of any such
jLrrisdic'tion.
1172
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES,
PRICES, YIELDS AND INITIAL CUSIP NUMBERS*t
Due
(March l)
2016
20t7
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
$
Initial
CUSIP Number
593237 _
593237 _
593237 _
593237 _
s93237 _
593237 _
593237 _
593237 _
593237 _
593237 _
s93237 _
s93237 _
593237 _
$
Principal
Amount
Series 2015A Serial Bonds
Interest
Rate
%
oZ Series 20 15A Term Bonds Due March I , 20
Initial CUSIP Number: 593237
Price Yield
%
- Price: / Yield:
1173
$
Principal
Amount
Interest
Rate Price
Series 20158 Serial Bonds
Due
(March l)
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
203t
2032
2033
2034
2035
2036
203',7
2038
2039
2040
2041
2042
2043
2044
Yield
o//o
Initial
CUSIP Number
593237 _
593237 _
593237 _
s93237 _
593237 _
593237 _
s93237 _
593237 _
593237 _
s93237 _
593237 _
s93237 _
593237 _
s93237 _
s93237 _
593237 _
s93237 _
593237 _
593237 _
s93237 _
593237 _
593237 _
593237 _
593237 _
593237 _
593237 _
s93237 _
593237 _
s93237 _
$--%Series20l5BTermBondsDueMarch1,20--Price:-lYield:
Initial CUSIP Number: 593237
%
1174
* Preliminary, subject to change.
t Neither the City nor the Underwriters is responsible for the use of CUSIP Numbers, nor is any representation
made as to their correctness. The CUSP Numbers are included solely for the convenience of the readers of this
Official Statement.
1175
MIAMI BEACH REDEVELOPMENT AGENCY(I)
CHAIRMAN
PhiliP Levinet2)
VICE CHAIRMAN
Edward L. Tobin(2)
MEMBERS
Joy Malakoff, Member
Jonah Wolfs on, MemberQ)
ADMINISTRATION
Michael Grieco, Member
Deede Weithorn, MemberQ)
Executive Director
Jimmy L. Morales, Esquire
Interim Chief Financial Offtcer
John Woodruff
Bond Counsel
Squire Patton Boggs (US) LLP
Miami, Florida
Financial Advisor
RBC Capital Markets, LLC
St. Petersburg, Florida
Micky Steinberg, Member
Bruno A. Barreiro, Member
General Counsel
Raul J. Aguila, Esquire
Secretary
Rafael E. Granado, Esquire
Disclosure Counsel
Law Offices of Steve E. Bullock, P.A.
Miami, Florida
Independent Auditors
Crowe Horwath LLP
Fort Lauderdale, Florida
Assistunt Executive Director
Kathie G. Brooks
CONSULTANTS
(l)The Mayor and each of the members of the City Commission of the City serve as the Chairman and members of
the Agency, respectively, with the City Commissioner appointed as Vice Mayor serving as the Vice Chairman
of the Agency. In addition, pursuant to the Third Amendment to the Interlocal Cooperation Agreement dated
January 20,2015 among the Agency, the City and the County, the County Commissioner of District 5 on the
Board of County Commissioners of Miami-Dade County, Florida also serves as a member of the Agency.
Commissioner Bruno A. Barreiro currently serves in such capacity.
The Mayor is running against a single opponent in the general election of the City to be held on November 3,
2015. In addition, a new commissioner will be elected in such general election for the City Commission seat for
Districts IV, V and VI or, if required because a candidate did not receive more than fifty percent (50%) of the
votes cast in the general election, in a run-off election. If required, the run-off election will be held on November
17,2015. The results of the election are expected to be certified by the current Mayor and City Commission in
a meeting to be held sometime after the general election or, if a run-off election is held, after the run-off election.
The current Mayor and City Commission are expected to serve until newly elected members have been seated.
(2)
1176
IINSERT MAP OF MIAMI BEACH REDEVELOPMENT AGENCY
SHOWING EACH OF THE AGENCY'S REDEVELOPMENT AREAS]
1177
No dealer, broker, salesman or other person has been authorized by the Agency 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 authorizedby 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 2015 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 Agency
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 Agency 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 responsibilities to investors under the federal securities laws as applied to the facts and
circumstances of this transaction, but the Underwriters do not guarqntee 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 2015 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," 'oestimate," "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 Agency 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 20 I 5 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 2015 BONDS
1178
FROM REGISTRATION OR QUALIFICATION IN CERTAIN STATES CANNOT BE REGARDED AS
A RECOMMENDATION THEREOF. IN MAKING AN INVESTMENT DECISION, INVESTORS
MUST RELY ON THEIR OWN EXAMINATION OF THE AGENCY AND THE TERMS OF THIS
OFFERNG,INCLUDING THE MERITS AND RISKS INVOLVED. NEITHER THE SECURITIES AND
EXCHANGE COMMISSION NOR ANY OTHER FEDERAL, STATE OR GOVERNMENTAL ENTITY
OR AGENCY WIL HAVE PASSED UPON THE ACCURACY ORADEQUACY OF THIS OFFICIAL
STATEMENT OR APPROVED OR RECOMMENDED THE SERIES 2OI5 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 STABILZE OR MAINTAIN THE MARKET PRICE OF THE
SERIES 2OI5 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 2OI5 BONDS TO CERTAIN
DEALERS AND OTHERS AT PRICES LOWER THAN THE PUBLIC OFFERING PRICES STATED
ON THE INSIDE COVERPAGE OF THIS OFFICIAL STATEMENT, AND SUCH PUBLIC OFFERING
PRICES MAY BE CHANGED FROM TIME TO TIME BY THE LINDERWRITERS.
THIS OFFICIAL STATEMENT SHALLNOT CONSTITUTE A CONTRACT BETWEEN THE
AGENCY OR THE UNDERWRITERS AND ANY ONE OR MORE HOLDERS OF THE SERIES 2015
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 BOLIND FORMAT OR IF IT IS PRINTED IN FULL
DIRECTLY FROM SUCH WEBSITE.
THIS PRELIMINARY OFFICIAL STATEMENT IS IN A FORM DEEMED FINAL BY THE
AGENCY FOR PURPOSES OF RULE l5c2-12 UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS AMENDED, EXCEPT FOR CERTAIN FINANCIAL INFORMATION PERMITTED TO BE
OMITTED PURSUANT To RULE 1sc2-12(b)(l).
1179
TABLE OF CONTENTS
Page
INTRODUCTION. I
PURPOSE OF THE ISSUE. 3
General.. 3
Plan of Refunding. 3
Series 2015 Redevelopment Project. 4
ESTIMATED SOURCES AND USES OF FLINDS. 7
THE SERIES 2OI5 BONDS. 7
General.. 7
Redemption Provisions. 8
Book-Entry-Only System l0
SECURITY AND SOURCES OF PAYMENT 12
PledgedFunds. ....... 12
Flowof Funds. ... 15
Debt Service Reserve Account. 17
Additional Bonds. 18
OtherObligations SecuredbyPledgedFunds. ....... 19
Limitedliability. .....20
Modifications or SupplementstoBondResolution... ....... 20
MUNICIPALBONDINSURANCE..... .....,21
DEBTSERVICESCHEDULE ...22
THEAGENCY... .,....22
General.. ......22
Creationof AgencyandRedevelopmentAreas. ...... 23
RDAlnterlocalAgreement.... ......24
Powers. .......26
EminentDomainlegislation. ........27
Personnel. -.... 28
TRUSTFUNDREVENUES ..... 31
HistoricalTrustFundRevenues. ..... 3l
HistoricalDebtServiceCoverage. ....39
RISKFACTORS.. ......39
LimitedObligationofAgency. .......40
TaxlncrementFinancing ......40
PENSIONANDOTHERPOSTEMPLOYMENTBENEFITS... ..... 42
DefinedBenefitPlans.. ...... 42
OtherPostEmploymentBenefits.. ....42
LEGALMATTERS. ...,.43
LITIGATION..... .,.... 44
ENFORCEABILITYOFREMEDIES... .......44
TAX MATTERS. . .. .. . . 45
Series20l5ABonds.. ........45
Series 20158 Bonds.. ....... . 45
CONTINUINGDISCLOSURE.. .......48
FINANCIALSTATEMENTS.... ......49
RATINGS. ...... 49
FINANCIALADVISOR. ....... 50
ul
1180
LINDERWRITING.. ..... 50
VERIFICATIONOFMATHEMATICALCOMPUTATIONS. ....... 51
CONTINGENTFEES. ...5I
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS. . . . 52
AUTHORZATIONCONCERNINGOFFICIAL STATEMENT. . .... 52
CONCLUDING STATEMENT. . ..... . 52
APPENDICES
APPENDIX A
APPENDIX B
APPENDIX C
APPENDIX D
APPENDIX E
APPENDIX F
APPENDIX G
[APPENDIX H
General Information and EconomicData Regarding the
City ofMiamiBeach, Florida andMiami-Dade County, Florida. . . . . . . . A-l
Excerpts from Comprehensive Annual Financial Report of the City of
Miami Beach, Florida for the Fiscal Year Ended September 30,2014. . . B-l
Financial Report of the Miami Beach Redevelopment Agency
(A Component Unit of the City of Miami Beach, Florida)
for the Fiscal Year Ended September 30,2014.. . . C-l
TheBondResolution.. .... D-l
Proposed Form of Opinion of Bond Counsel. E-l
ProposedFormof OpinionofDisclosureCounsel. ....... F-l
Form of Disclosure Dissemination Agent Agreement. . . . G-l
Specimen Municipal Bond Insurance Policy. . . . . H-11
lv
1181
OFFICIAL STATEMENT
relating to
$360,000,000*
MIAMI BEACH REDEVELOPMENT AGENCY
$_*
Tax Increment Revenue and Revenue
Refunding Bonds, Taxable Series 2015A
(City Center/Historic Convention Village)
Tax Increment Revenue and Revenue
Refunding Bonds, Series 20158
(City Center/Historic Convention Village)
INTRODUCTION
The purpose of this Official Statement, including the cover page and all appendices, is to set forth
certain information relating to the Miami Beach Redevelopment Agency (the "Agency") and the issuance
by the Agency of its $* in aggregate principal amount of Tax Increment Revenue and Revenue
Refunding Bonds, Taxable Series 2015A (City Center/Historic Convention Village) (the "Series 2015A
Bonds") and its $* in aggregate principal amount of Tax Increment Revenue and Revenue
Refunding Bonds, Series 20158 (City CenterAlistoric Convention Village) (the "Series 20158 Bonds" and,
collectively with the Series 2015A Bonds, the "Series 2015 Bonds"). The Series 2015 Bonds are being
issued pursuant to and under the authority of the Constitution and laws of the State of Florida (the
o'State"), including particularly the Community Redevelopment Act of 1969, as amended, being Chapter
163, Part III, Florida Statutes, as amended, and other applicable provisions of law (the "Act") and
Resolution No. _-2015 adopted by the Chairman and members of the Agency (collectively, the
"Commission") on October _, 2015 (the "Bond Resolution"). See "APPENDIX D - The Bond
Resolution."
Issuance of the Series 2015 Bonds has been approved by the Mayor and City Commission of the
City of Miami Beach, Florida (collectively, the "City Commission") by Resolution No. 2015--
adopted by the City Commission on October _,2015. Issuance of the Series 2015 Bonds was further
approved by the Agency pursuant to Resolution No. 607-2014 adopted by the Commission on November
19, 2014, by the City of Miami Beach, Florida (the "City") pursuant to Resolution No. 2014-28835
adopted by the City Commission on November 19, 2014 and by Miami-Dade County, Florida (the
o'County") pursuant to Resolution No. R-l I l0-14 adopted by the Board of County Commissioners of the
County on December 16, 2014, each authorizing the execution and delivery of the Third Amendment to
the Interlocal Cooperation Agreement dated January 20,2015 among the Agency, the City and the County.
See "THE AGENCY - RDA Interlocal Agreement" herein.
The Series 2015 Bonds will be issued in book-entry only form and purchasers of the Series 2015
Bonds will not receive certificates representing their interest in the Series 2015 Bonds purchased. The
Series 2015 Bonds will contain such other terms and provisions, including provisions regarding
redemption, as described in "DESCRIPTION OF THE SERIES 2015 BONDS" herein.
To finance and refinance projects in the Redevelopment Area in accordance with the
Redevelopment Plan (as such terms are hereinafter defined), the Agency has heretofore issued multiple
series of Bonds pursuant to Resolution No. 150-94, adopted by the Commission on January 5, 1994, as
* Preliminary, subject to change.
1182
supplemented (the "Prior Bond Resolution"). From its prior issuances, the Agency has outstanding (i)
the $29,105,000 Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Taxable Series
1998A (City Center/flistoric Convention Village), which are currently outstanding in the aggregate
principal amount of $10,000,000 (the "Outstanding Series 1998A Bonds"); (ii) the $51,440,000 Miami
Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds, Taxable Series 2005A (City
Center,t{istoric Convention Village), which are currently outstanding in the aggregate principal amount
of $27,815,000 (the "Outstanding Series 2005A Bonds"); and (iii) the $29,930,000 Miami Beach
Redevelopment Agency Tax Increment Revenue Refunding Bonds, Series 20058 (City Center/Historic
Convention Village), which are currently outstanding in the aggregate principal amount of $17,175,000
(the "Outstanding Series 20058 Bonds" and, together with the Outstanding Series 1998A Bonds and the
Outstanding Series 20054 Bonds, the "Outstanding Prior Bonds").
Proceeds of the Series 2015 Bonds will be used, together with certain other legally available
moneys of the Agency, to (i) refund all of the Outstanding Prior Bonds; (ii) make a deposit to the Debt
Service Reserve Account, including the cost of any Reserve Account Insurance Policy or Reserve Account
Letter of Credit determined by the Agency to be advisable, to satis$r the Reserve Account Requirement
relating to the Series 2015 Bonds (as such terms are defined in the Bond Resolution); (iii) finance certain
costs of acquiring and constructing renovations to the Convention Center and related improvements which
constitute a portion of the Series 2015 Redevelopment Project (as such terms are hereinafter defined); and
(iv) pay costs of issuance of the Series 2015 Bonds and refunding the Outstanding Prior Bonds, including
the premium for any municipal bond insurance policy that may be obtained in connection with the issuance
of the Series 2015 Bonds. See "PURPOSE OF THE ISSUE" herein.
The Series 2015 Bonds are solely payable from and secured by a pledge of and first lien on the
Pledged Funds derived by the Agency from (i) Trust Fund Revenues (as described herein); and (ii) except
for moneys, securities and instruments in the Rebate Fund, all moneys, securities and instruments held in
the funds and accounts established under the Bond Resolution. Additional Bonds may be issued, on a
parity with the Series 2015 Bonds, upon satisfaction of the conditions described in the Bond Resolution.
See "SECURITY AND SOURCES OF PAYMENT Additional Bonds" herein. The Series 2015 Bonds
and any additional Bonds hereafter issued are collectively referred to herein as the "Bonds."
The Series 2015 Bonds shall not be and shall not be deemed to constitute a debt, liability or
obligation of the Agency, the City the County, the State or any political subdivision thereof within the
meaning of any constitutional, statutory or charter provisions or limitations, or a pledge of the faith and
credit of the Agency, the City, the County, the State or any political subdivision thereof but shall be
payable solely from the Pledged Funds, and the obligations evidenced thereby shall not constitute a lien
upon any property owned by or situated within the corporate territory of the Agency or the City, but shall
constitute a lien only on the Pledged Funds, all in the manner provided in the Bond Resolution. See
"SECURITY AND SOURCES OF PAYMENT - Limited Liability" herein.
The Agency may elect to purchase a municipal bond insurance policy (the "Bond Insurance
Policy") to be delivered by a municipal bond insurance provider (the "Bond Insurer") concurrently
with the delivery of the Series 2015 Bonds to guarantee timely payment of the principal of and
interest on the Series 2015 Bonds, or one or more maturities of the Series 2015 Bonds, and may elect
to satisfy the Reserve Account Requirement, or any portion thereof, upon issuance of the Series 2015
Bonds with a Reserve Account Insurance Policy or Reserve Account Letter of Credit.
This introduction is intended to serve as a brief description of this Official Statement and is
expressly qualified by reference to this Officiat Statement as a whole. A full review should be made of
1183
this entire Official Statement, as well as the documents and reports summarized or described herein. The
description of the Series 20 I 5 Bonds, the documents authorizing and securing the same, including, without
Iimitation, the Bond 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 Agency by contacting the Agency's Interim Chief Financial Officer, 1700 Convention
Center Drive, Miami Beach, Florida 33139, Telephone number: (305) 673-7466.
Capitalized terms used but not defined in this Official Statement shall have the meanings ascribed
to such terms in the Bond Resolution. See "APPENDIX D - The Bond Resolution."
PURPOSE OF THE ISSUE
General
The Series 2015A Bonds are being issued by the Agency for the purpose of providing funds that
will be used, together with certain other legally available moneys of the Agency, to (i) provide for the
advance refunding of all of the Outstanding Series 1998,4' Bonds; (ii) provide for the current refunding
of all of the Outstanding Series 20054 Bonds; (iii) make a deposit to the Debt Service Reserve Account
(including the cost of any Reserve Account Insurance Policy or Reserve Account Letter of Credit
determined by the Agency to be advisable) to satisfy the Reserve Account Requirement relating to the
Series 2015A Bonds; (iv) finance certain costs of acquiring and constructing renovations to the Miami
Beach Convention Center (the "Convention Center") and related improvements, as more particularly
described below in "PUMOSE OF THE ISSUE - Series 2015 Redevelopment Project" (collectively, the
"Series 2015 Redevelopment Project"); and (v) pay costs of issuance of the Series 2015,{ Bonds and
refunding the Outstanding Series 1998,4. Bonds and the Outstanding Series 20054 Bonds, including the
portion of the premium allocable to the Series 2015,A, Bonds for any municipal bond insurance policy that
may be obtained in connection with the issuance of the Series 2015 Bonds.
The proceeds of the Series 20158 Bonds will be used, together with certain other legally available
moneys of the Agency, to (i) provide for the current refunding of all of the Outstanding Series 20058
Bonds; (ii) make a deposit to the Debt Service Reserve Account (including the cost of any Reserve
Account Insurance Policy or Reserye Account Letter of Credit determined by the Agency to be advisable)
to satisff the Reserve Account Requirement relating to the Series 20158 Bonds; (iii) finance certain costs
of acquiring and constructing public renovations to the Convention Center and related public improvements
which constitute aportion of the Series 2015 Redevelopment Project; and (iv) pay costs of issuance of
the Series 20158 Bonds and refunding the Outstanding Series 20058 Bonds, including the portion of the
premium allocable to the Series 20158 Bonds for any municipal bond insurance policy that may be
obtained in connection with the issuance of the Series 2015 Bonds.
Plan of Refunding
A portion of the proceeds of the Series 201 5,A, Bonds, together with certain other legally available
moneys of the Agency, will be used to provide for the advance refunding of the Outstanding Series 1998,{
Bonds and for the current refunding of the Outstanding Series 20054 Bonds. A portion of the proceeds
of the Series 20158 Bonds, together with certain other legally available moneys of the Agency, will be
used to provide for the current refunding of the Outstanding Series 20058 Bonds. The Agency will call
all of the Outstanding Series 20054 Bonds and all of the Outstanding Series 20058 Bonds for redemption
on January _,2016 at a redemption price equal to 100% of the outstanding principal amount of such
1184
Bonds, without premium. The Outstanding Series 1998A Bonds are not subject to optional redemption.
Such Bonds shall be defeased upon issuance ofthe Series 2015A Bonds, as described herein.
To effect the advance refunding of the Outstanding Series 1998A Bonds and the current refunding
of the Outstanding Series 20054 Bonds, the Agency will enter into an Escrow Deposit Agreement (the
"Taxable Bonds Escrow Agreement") on or prior to the delivery of the Series 2015,{ Bonds with U.S.
Bank National Association, Jacksonville, Florida (the "Escrow Agent"). Pursuant to the terms of the
Taxable Bonds Escrow Agreement, the Agency will deposit a portion of the proceeds of the Series 2015A
Bonds, together with other legally available moneys of the Agency, into an escrow deposit trust fund to
be maintained by the Escrow Agent (the "Taxable Bonds Escrow Deposit Trust Fund"). A portion of such
proceeds and moneys will be applied on the date of delivery of the Series 2015.{ Bonds to the purchase
of Government Obligations (as defined in the Taxable Bonds Escrow Agreement) maturing at such times
and in such amounts so that the maturing principal, together with the interest income thereon and cash held
uninvested in the Taxable Bonds Escrow Deposit Trust Fund, will be sufficient to pay the principal of and
interest due on (i) the Outstanding Series 1998.4. Bonds on their scheduled dates for payment, until final
maturity on December 1,2020, and (ii) the Outstanding Series 2005A Bonds to and including January
_,2016, on which date the Outstanding Series 20054 Bonds will be redeemed.
To effect the current refunding of the Outstanding Series 20058 Bonds, the Agency will enter into
an Escrow Deposit Agreement (the "Tax-Exempt Bonds Escrow Agreement") on or prior to the delivery
of the Series 20158 Bonds with the Escrow Agent. Pursuant to the terms of the Tax-Exempt Bonds
Escrow Agreement, the Agency will deposit a portion of the proceeds of the Series 20158 Bonds, together
with other legally available moneys of the Agency, into an escrow deposit trust fund to be maintained by
the Escrow Agent (the "Tax-Exempt Bonds Escrow Deposit Trust Fund"). A portion of such proceeds
and moneys will be applied on the date of delivery of the Series 20158 Bonds to the purchase of
Government Obligations (as defined in the Tax-Exempt Bonds Escrow Agreement) maturing at such times
and in such amounts so that the maturing principal, together with the interest income thereon and cash held
uninvested in the Tax-Exempt Bonds Escrow Deposit Trust Fund, will be sufficient to pay the principal
of and interest due on the Outstanding Series 20058 Bonds to and including January _ , 2016, on which
date the Outstanding Series 20058 Bonds will be redeemed.
Subsequent to the deposit of moneys into the Taxable Bonds Escrow Deposit Trust Fund and the
Tax-Exempt Bonds Escrow Deposit Trust Fund and the investment of such moneys as described in the
preceding paragraphs, all of the Outstanding Prior Bonds, in the opinion of Bond Counsel, rendered in
reliance upon schedules verified as to accuracy by Integrity Public Finance Consulting LLC, Jacksonville,
Florida (the "Verification Agent"), will no longer be Outstanding under the provisions of the Prior Bond
Resolution. See "VERIFICATION OF MATHEMATICAL COMPUTATIONS" herein.
The maturing principal of and interest on the Government Obligations and cash held uninvested
in the Taxable Bonds Escrow Deposit Trust Fund and the Tax-Exempt Bonds Escrow Deposit Trust Fund
will notbe available to payprincipal of and interest on the Series 2015 Bonds.
Series 2015 Redevelopment Project
Spanning four (4) city blocks and located in the heart of the South Beach area of the City, the
Convention Center currently accommodates meetings, conventions, trade shows and consumer shows. The
facility originally opened in 1957 and received a major expansion and renovation in 1989, doubling its
original size. Currently the Convention Center encompasses over 1,000,000 square feet of flexible space,
1185
including; over 500,000 square feet ofexhibit space and over 100,000 square feet ofversatile, pre-function
area space. It currently has seventy (70) meeting rooms comprised of 127,000 square feet.
The Series 2015 Redevelopment Project includes a major renovation and expansion of the
Convention Center to transform the building to "Class A" standards, including Silver LEED certification
upgrades and enhanced technology. The design modifications will include reorientation of the exhibit
halls, facade upgrades, site improvements along the canal and roadways adjacent to the development, the
addition of a grand ballroom, junior ballrooms and meeting rooms. The newly renovated Convention
Center will be a 1.4 million square foot, state-of-the-art event facility, with new ballrooms, meeting rooms,
versatile indoor/outdoor public spaces and a new 5.8 acre public park containing a flexible lawn area, a
food pavilion and a public plaza to honor the City's veterans. Such renovations and improvements related
to the Convention Center upgrade are currently scheduled to be completed during Fiscal Year 2018 at a
total cost of approximately $596 million, including the portion of such renovations and improvements
which constitute the Series 2015 Redevelopment Project.
The Series 2015 Redevelopment Project will consist of the Convention Center interior renovations,
which will include the redistributed division of the four (4) main exhibition hall spaces and the additional
programming of more flexible arrangements of private meeting rooms and additional indoor/outdoor
versatile exhibition spaces. Currently, the four (4) main exhibit halls are divided into quadrants, two (2)
accessible solely from Washington Avenue and the other two (2) accessible solely from Convention Center
Drive. The new Convention Center will reorient the halls in an EasVWest direction, with the primary
access from Convention Center Drive leading into a new grand, fully open, double story entry lobby.
Washington Avenue will serve as a secondary means of pedestrian entry.
The Series 2015 Redevelopment Project includes substantial improvements to the north of the
Convention Center. Above a new enclosed ground floor parking area that will be separately financed will
be a 60,000 square foot grand ballroom, offering vistas of the upgraded 2l$ Street Park located along
Collins Canal, featuring the to-be-restored, historic Carl Fisher Clubhouse, the oldest public structure in
the City. In addition, Convention Center Drive will become the main access point for vehicular access.
Modifications will include a new median along Convention Center Drive and 19ft Street, increasing the
attractiveness of the streetscape and creating a more sophisticated boulevard experience. The Canal
walkway will undergo a significant upgrade to create a more attractive northern portion of the Convention
Center property.
The Series 2015 Redevelopment Project also includes the demolition of the existing recreation
center along Washington Avenue and replacement of an existing 800 vehicle surface parking lot with the
new, 5.8 acre urban park, dining pavilion and Veterans Plaza.
In addition to the renovations to the Convention Center and related improvements on the
Convention Center property described above, certain ancillary projects related to the Convention Center
improvements are also included in the Series 2015 Redevelopment Project. Set forth below is a brief
description of such ancillary projects and the estimated cost of each project.
$20,000,000 Lincoln Road improvements from Washington Avenue to Lenox Avenue
The project will consist of refurbishment of Lincoln Road pedestrian mall,
including new lighting, refurbishing pedestrian surfaces, street furnishings, healthy
tree fertilization systems, milling and resurfacing pavement surfaces and cross
walk enhancements.
1186
$12,000,000 Improvements to l/ Street and connectors to Lincoln Road
The Project will consist of enhancement of pedestrian experience from the
Convention Center to Lincoln Road along Drexel Avenue, Pennsylvania Avenue
and Meridian Avenue, including new lighting, sidewalk and road reconstmction,
street furnishings, landscaping, healthy tree fertilization systems, irrigation and
cross walk enhancements.
$ 3,750,000 Bass Museum Interior Expansion Project
The project will consist of improvements to increase programmable space by
forty-seven percent (47 %).
The Commission may determine by resolution to undertake other capital improvements to the
Convention Center property or related ancillary projects in addition to andlor in lieu of the improvements
or any portion of the improvements described above; provided, however, that such other capital
improvements are authorized under the Third Amendment to the Interlocal Cooperation Agreement dated
January 20,2015 among the Agency, the City and the County. See "THE AGENCY - RDA Interlocal
Agreement" herein.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
1187
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 2015 Bonds:
Sources of Funds
Series 2015A Series 20158
Bonds Bonds Total
Par Amount of Series 2015 Bonds
Net Original Issue Discount/Premium
Other Legally Available Moneys(r)
Total Estimated Sources of Funds
Uses of Funds
Deposit to Taxable Bonds Escrow
Deposit Trust Fund(2)
Deposit to Tax-Exempt Bonds Escrow
Deposit Trust Fund@)
Deposit to Series 2015 Construction Account(3)
Deposit to Debt Service Reserve Account
Cost of Issuance Deposit(a)
Underwriters' Discount
Total Estimated Uses of Funds
$:
$: $-
(l) Constitutes amount held in the frmds and accounts under the Prior Bond Resolution for the benefit of the Outstanding Prior
Bonds.
(2) See "PURPOSE OF THE ISSUE - Plan of Refunding" herein.
(3) See "PURPOSE OF THE ISSUE - Series 2015 Redevelopment Project" herein.
(4) To pay certain costs of issuance of the Series 2015 Bonds, including, without limitation, printing costs, bond counsel fees,
disclosure counsel fees, fees ofthe financial advisor and any premium paid to the Bond Insurer for issuance ofthe Bond
Insurance Policy and the Reserve Account Insurance Policy or Reserve Account Letter of Credit.
DESCRIPTION OF THE SERIES 2015 BONDS
General
The Series 2015 Bonds will be dated the date of their delivery, will be issued in denominations
of $5,000 or integral multiples thereof and will bear interest at the rates and mature on the dates and in
the amounts set forth on the inside cover page of this Official Statement. Interest on the Series 2015
Bonds is payable on March 1,2016 and semiannually thereafter on each September I and March I until
maturity or earlier redemption. Such interest shall be calculated on the basis of a 360 day year consisting
of twelve 30-day months. The Agency has appointed U.S. Bank National Association, Jacksonville,
Florida, as the Paying Agent for the Series 2015 Bonds (the "Paying Agent") and as the registrar for the
Series 2015 Bonds (the "Registrar").
$:
1188
In any case where the maturity date of, or the date for the payment of the principal of or interest
on the Series 2015 Bonds, or the date fixed for redemption of any Series 2015 Bonds shall be a Saturday,
Sunday or a day on which any Paying Agent is required, or authorized or not prohibited, by law (including
executive orders) to close and is closed, then payment of such interest or principal need not be paid by
the Paying Agent on such date but may be paid on the next succeeding business day on which the Paying
Agent is open for business with the same force and effect as if paid on the date of maturity or date fixed
for redemption, and no interest shall accrue for the period after such date of maturity or date fixed for
redemption.
The Series 2015 Bonds 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 2015 Bonds will be made in book-entry-only form, without certificates. Unless a
securities depository other than DTC is selected by the Agency, so long as the Series 2015 Bonds shall
be in book-entry-only form, the principal of and interest on the Series 2015 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 2015 BONDS - Book-Entry Only System" herein.
Redemption Provisions
Optional Redemption
The Series 2015 Bonds maturing on or before March 1,20_are not subject to redemption prior
to maturity. The Series 2015 Bonds maturing on or after March 1,20_are subject to redemption prior
to maturity, at the option of the Agency, on or after 1,20_ in whole or in part at any
time, in any order of maturity selected by the Agency and by lot or by such other manner as the Registrar
shall deem appropriate within a maturity, at a redemption price equal to one hundred percent (100%) of
the principal amount of the Series 2015 Bonds to be redeemed, together with accrued interest to the date
fixed for redemption.
Mandatory Sinking Fund Redemption
The Series 2015 Bonds maturing on March 1,20- are subject to mandatory sinking fund
redemption in part prior to maturity, by lot or by such other manner as the Registrar shall deem
appropriate, through the application of Amortizalion Requirements, at a redemption price equal to one
hundred percent (100%) of the principal amount thereof, plus accrued interest to the redemption date, on
March I of each year in the following amounts and in the years specified:
Due
(March l)
:t
Amortization
Requirement
$
* Final maturity.
Moneys in the Bond Redemption Account shall be used solely for the purchase, redemption or
payment at maturity of the Term Bonds payable therefrom at such times as the same are subject to
1189
mandatory redemption or payment. However, the Agency may at any time use money held in the Bond
Redemption Account for the payment of Amortization Requirements to purchase any Series 2015 Bonds
that are Term Bonds at prices not greater than the then redemption price of said Term Bonds. If the Term
Bonds are not then redeemable, the Agency may purchase said Term Bonds at prices not greater than the
redemption price of such Term Bonds on the next ensuing redemption date. If, by the application of
moneys in the Bond Redemption Account, the Agency shall purchase or call for redemption in any year
Term Bonds in excess of the Amortization Requirements for such year, such excess of Term Bonds so
purchased or redeemed shall be credited in such manner and at such times as the Executive Director shall
determine over the remaining payment dates.
Notice of Redemption
Mailing of Notice of Redemptiaz. Notice of redemption shall be given by deposit in the U.S.
mails of a copy of a redemption notice, postage prepaid, at least thirty (30) and not more than sixty (60)
days before the redemption date to all registered owners of the Series 2015 Bonds or portions of the Series
2015 Bonds to be redeemed at their addresses as they appear on the registration books to be maintained
in accordance with the provisions of the Bond Resolution. Failure to mail any such notice to a registered
owner of a Series 2015 Bond, or any defect therein, shall not affect the validity of the proceedings for
redemption of any Series 20 I 5 Bond or portion thereof with respect to which no failure or defect occurred.
Such notice shall set forth the date fixed for redemption, the rate of interest borne by each Series
2015 Bond being redeemed, the date of publication, if any, of a notice of redemption, the name and
address of the Registrar and the Paying Agent, the redemption price to be paid and, if less than all of the
Series 2015 Bonds then Outstanding shall be called for redemption, the distinctive numbers and letters,
including CUSIP numbers, if any, of such Series 2015 Bonds to be redeemed and, in the case of Series
2015 Bonds to be redeemed in part only, the portion of the principal amount thereof to be redeemed. If
any Series 201 5 Bond is to be redeemed in part only, the notice of redemption which relates to such Series
2015 Bond shall also state that on or after the redemption date, upon surrender of such Series 2015 Bond,
a new Series 2015 Bond or Series 2015 Bonds in a principal amount equal to the unredeemed portion of
such Series 2015 Bond will be issued. Any notice of redemption that is mailed in accordance with the
provisions of the Bond Resolution shall be conclusively presumed to have been duly given, whether or
not the owner of the Series 2015 Bond called for redemption receives such notice.
In the case of an optional redemption of Series 2015 Bonds, the redemption notice may state that
(a) it is conditioned upon the deposit of moneys with the Paying Agent 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 Agency 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 Agency delivers a written direction to the Registrar directing the
Registrar to rescind the redemption notice. The Registrar shall give prompt notice of such rescission to
the affected Bondholders. Any Bonds subject to Conditional Redemption where redemption has been
rescinded shall remain Outstanding, and neither the rescission nor the failure by the Agency to make such
moneys available shall constitute a default under the Bond Resolution.
Effect of Redemption. Notice having been given in the manner and under the conditions described
above, and with respect to a Conditional Redemption, the Conditional Redemption not having been
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rescinded, the Series 2015 Bonds or portions of Series 2015 Bonds so called for redemption shall, on the
redemption date designated in such notice, become and be due and payable at the redemption price
provided for redemption of such Series 2015 Bonds or portions of Series 2015 Bonds on such date. On
the date so designated for redemption, moneys for payment of the redemption price being held in separate
accounts by the Paying Agent in trust for the registered owners of the Series 2015 Bonds or portions
thereof to be redeemed, all as provided in the Bond Resolution, interest on the Series 2015 Bonds or
portions of Series 201 5 Bonds so called for redemption shall cease to accrue, such Series 2015 Bonds and
portions of Series 2015 Bonds shall cease to be entitled to any lien, benefit or security under the Bond
Resolution and shall be deemed paid thereunder, and the registered owners of such Series 2015 Bonds or
portions of Series 2015 Bonds shall have no right in respect thereof except to receive payment of the
redemption price thereof and to receive Series 2015 Bonds for any unredeemed portions of the Series 2015
Bonds.
Book-Entry-Only System
DTC will act as securities depository for the Series 2015 Bonds. The Series 2015 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 2015 Bond certificate will be issued for each maturity of the Series 2015 Bonds, as set forth on the
inside cover page of this Official Statement, each in the aggregate principal amount of such maturity, 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 l7A
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 Standard & Poor's 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 wry1r-dlqc.com and www.dtc.org.
Purchases of Series 2015 Bonds under the DTC system must be made by or through Direct
Participants, which will receive a credit for the Series 2015 Bonds on DTC's records. The ownership
interest of each actual purchaser of each Series 2015 Bond ("Beneficial Owner") is in turn to be recorded
on the DTC Participants' records. Beneficial Owners will not receive wriffen confirmation from DTC of
their purchase but Beneficial Owners are expected to receive written confirmations providing details of
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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 2015
Bonds 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 2015 Bonds, except in the event that use of the book-entry system for the Series 2015 Bonds is
discontinued.
To facilitate subsequent transfers, all Series 2015 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 2015 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 2015 Bonds. DTC has no knowledge of the actual Beneficial Owners
of the Series 2015 Bonds; DTC's records reflect only the identity of the Direct Participants to whose
accounts such Series 2015 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 the Series 2015 Bonds may wish to take certain steps to augment the
transmission to them of notices of significant events with respect to the Series 2015 Bonds, such as
redemptions, defaults and proposed amendments to the documents securing the Series 2015 Bonds. For
example, Beneficial Owners of the Series 2015 Bonds may wish to ascertain that the nominee holding the
Series 2015 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 Registrar and
request that copies of notices are provided directly to them.
Redemption notices shall be sent by the Registrar to DTC. If less than all of the Series 2015
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
Series20l5BondsunlessauthorizedbyaDirectParticipantinaccordancewithDTC'sProcedures. Under
its usual procedures, DTC mails an Omnibus Proxy to the Agency as soon as possible after the record
date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants
to whose accounts the Series 2015 Bonds are credited on the record date (identified in a listing attached
to the Omnibus Proxy).
Principal and interest payments on the Series 2015 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
Agency or the Paying Agent 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, its nominee, the Paying Agent or the Agency, 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 Agency
or the Paying Agent, disbursement of such payments to Direct Participants shall be the responsibility of
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DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of DTC
Participants.
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
Agency only to DTC.
DTC may discontinue providing its services as securities depository with respect to the Series 201 5
Bonds at any time by giving reasonable notice to the Agency or the Paying Agent. Under such
circumstances, in the event that a successor securities depository is not obtained, bond certificates
representing the Series 2015 Bonds are required to be printed and delivered. The Agency may decide to
discontinue use ofthe system ofbook-entry transfers through DTC (or a successor securities depository).
ln that event, bond certificates representing the Series 2015 Bonds will be printed and delivered.
Thereafter, Series 2015 Bond certificates may be transferred and exchanged as described in the Bond
Resolution. See "APPENDIX D - The Bond Resolution."
SO LONG AS CEDE & CO., AS NOMINEE FOR DTC, IS THE SOLE REGISTERED
OWNER OF THE SERIES 2015 BONDS, THE AGENCY, THE REGISTRARAND THE PAYING
AGENT SHALL TREAT CEDE & CO. AS THE ONLY OWNER OF THE SERIES 2015 BONDS
FOR ALL PURPOSES UNDER TIIE BOND RESOLUTION, INCLUDING RECEIPT OF ALL
PRINCIPAL OF AND INTEREST ON THE SERIES 2015 BONDS, RECEIPT OF NOTICES,
VOTING AND REQUESTING OR DIRECTING THE AGENCY, THE REGISTRAR AND THE
PAYING AGENT TO TAKE OR NOT TO TAKE, OR CONSENTING TO, CERTAIN ACTIONS
UNDER THE BOND RESOLUTION. THE AGENCY, THE REGISTRAR AND THE PAYING
AGENT HAVE NO RESPONSIBILITY OR OBLIGATION TO THE DTC PARTICIPANTS OR
THE BENEFICIAL OWNERS WITII RESPECT TO (A) THE ACCURACY OF ANY RECORDS
MAINTAINED BY DTC OR ANY DTC PARTICIPANT; (B) THE PAYMENT BY ANY DTC
PARTICIPANT OF ANY AMOTINT DUE TO ANY BENEFICIAL OWNER IN RESPECT OF THE
PRINCIPAL OF AND INTEREST ON THE SERIES 2015 BONDS; (C) THE DELMRY OR
TIMELINESS OF DELIVERY BY ANY DTC PARTICIPANT OF ANY NOTICE TO ANY
BENEFICIAL OWNER WHICH IS REQUIRED OR PERMITTED UNDER THE TERMS OF THE
BOND RESOLUTION TO BE GMN TO BONDHOLDERS; OR (D) OTHER ACTION TAKEN
BY DTC OR CEDE & CO., AS THE REGISTERED OWNER OF THE SERIES 2015 BONDS.
The information in this section concerning DTC and DTC's book-entry system has been obtained
from sources that the Agency believes to be reliable, but the Agency and the Underwriters take no
responsibility for the accuracy of such information.
SECURITY AND SOURCES OF PAYMENT
Pledged Funds
The payment of the principal of, redemption premium, if any, and interest on all Bonds are secured
equally and ratably by a first lien on and pledge of the Pledged Funds, which consist of (i) the Trust Fund
Revenues and (ii) except for moneys, securities and instruments in the Rebate Fund, all moneys, securities
and instruments held in the funds and accounts established under the Bond Resolution. "Trust Fund
Revenues" means the revenues derived from the Redevelopment Area and received by the Agency for
deposit into the Trust Fund pursuant to Section 163.387, Florida Statutes, as amended, and Ordinances of
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the City and the County establishing the Trust Fund and providing for the deposit therein of tax increment
revenues from each "taxing authority," in accordance with the provisions of the Act. Pursuant to such
provisions of the Act and Ordinances of the City and the County, as of the issuance of the Series 2015
Bonds, "taxing authority" shall mean the City and the County. See "THE AGENCY - Creation of Agency
and Redevelopment Areas" herein.
"Redevelopment Area" means the "City Center/llistoric Convention Village Redevelopment and
Revitalization Area" located within the City and found by the City to be a "blighted area" within the
meaning of the Act and as described in the Redevelopment Plan, as the geographic boundaries of such area
may be changed from time to time, as permitted under the Act. See "THE AGENCY - Creation of Agency
and Redevelopment Areas" herein.
Trust Fund. In accordance with Section 163.387 of the Act, annual funding of the Trust Fund
must be in an amount not less than that increment in the income, proceeds, revenues and funds of each
taxing authority derived from or held in connection with the undertaking or carrying out of the
Redevelopment Plan. The increment is an amount equal to ninety-five percent (95%) of the difference
between:
(i) The amount of ad valorem taxes levied each year by each taxing authority,
exclusive of any amount from any debt service millage, on taxable real property contained within
the geographic boundaries of the Redevelopment Area; and
(ii) The amount of ad valorem taxes which would have been produced by the rate
upon which the tax is levied each year by or for each taxing authority, exclusive of any debt
service millage, upon the total of the assessed value of the taxable real property in the
Redevelopment Area, as shown on the most recent assessment roll used in connection with the
taxation of such property by each taxing authority prior to the effective date of the ordinance
establishing the Trust Fund (the "Base Year"). The Base Year for the Redevelopment Area is
1992.
Each taxing authority must, by January I of each year, appropriate to the Trust Fund for so long
as any Bonds are Outstanding a sum which is no less than the increment defined in the Act accruing to
such taxing authority. Any taxing authority that does not pay the increment to the Trust Fund by January
I must pay an amount equal to five percent (5%) of the amount of the increment and must pay interest
on the amount of the increment equal to one percent (l%) for each month the increment is outstanding;
provided, however, that the Agency may waive such penalty payments in whole or in part.
The increment is used to measure the amount of the contribution which must be appropriated and
contributed by each taxing authority that is required to make payments. The taxing authorities are not
required and cannot be compelled to levy ad valorem taxes to generate any such increment to make such
payments. The statutory obligation of a taxing authority to make the required payments to a community
redevelopment trust fund continues for so long as a community redevelopment agency has indebtedness
outstanding ptedging tax increment revenues to the payment thereof, but not to exceed thirty (30) fiscal
years from the date tax increment revenues were first deposited into the redevelopment trust fund or the
fiscal year in which the redevelopment plan is subsequently amended and in no event later than sixty (60)
years after the fiscal year in which the redevelopment plan was initially approved or adopted.
Additionatty, the obligation of the governing body which established a community redevelopment agency
to fund the community redevelopment trust fund annually continues until all loans, advances and
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indebtedness, if any, and interest thereon, of a community redevelopment agency incurred as a result of
redevelopment in a community redevelopment area have been paid.
The original Redevelopment Plan was adopted by the Agency and approved by the City on
February 12, 1993 and by the County on March 30, 1993. The Redevelopment Plan has been amended
by the Agency since its original adoption. The Redevelopment Plan was most recently amended on
November 19,2014 to, among other things, extend the time period for the existence of the Agency from
the Fiscal Year ending September 30,2023 to the earlier of (i) the date no indebtedness pledging tax
increment revenues of the Agency remains outstanding or (ii) March 30, 2044. Such amendment was
approved by the Agency and the City on November 19,2014 and by the County on December 14,2014.
See "THE AGENCY - Creation of Agency and Redevelopment Areas and - RDA Interlocal Agreement"
herein.
Exemptions from Trust Fund. Notwithstanding the foregoing description of the requirements
imposed on each taxing authority to deposit tax increment revenues into the Trust Fund, Section
163.387(2)(c) of the Act exempts from payment of the tax increment described above the following:
(i) A special district that levies ad valorem taxes on taxable real property in more
than one county;
(ii) A special district for which, at the time the ordinance providing for the funding
of the redevelopment trust fund is adopted, the sole available source of revenue such district has
the authority to levy is ad valorem taxes; or any revenues or aid of such special district that may
be dispensed or appropriated to a mosquito control district at the discretion of an entity other than
such district;
(iii) A library district, unless the community redevelopment agency had validated bonds
as of April 30, 1984;
(iv) A neighborhood improvement district created by the laws of the State under the
Safe Neighborhoods Act;
(v) A metropolitan transportation authority; or
(vi) A water management district created under Section 373.069, Florida Statutes.
None of the taxing authorities of the Agency are exempt from the payment of tax increment
pursuant to Section 163.387(2)(c) of the Act.
In addition to the exemptions provided in Section 163.387(2)(c) of the Act, Section 163.387(2)(d)
of the Act provides that the City may exempt from payment of the tax increment described above special
districts that levy ad valorem taxes within the community redevelopment area of the Agency, either in the
City's sole discretion or in response to a request from a special district. The Agency has entered into
several Interlocal Agreements relating to the use of Trust Fund Revenues. The most recent of such
agreements is the Third Amendment to the Interlocal Cooperation Agreement dated January 20,2015 (the
"Third Amendment") among the Agency, the City and the County. The three (3) taxing authorities in the
Redevelopment Area are the City, the County and The Children's Trust. However, pursuant to the terms
of the Third Amendment, upon the refunding of all of the Outstanding Prior Bonds, The Children's Trust
shall become exempt from the requirement to deposit tax increment revenues into the Trust Fund. As a
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result of the Third Amendment, upon issuance of the Series 2015 Bonds, The Children's Trust shall
constitute a taxing authority that shall be exempt pursuant to Section 163.387(2)(d) of the Act.
Each of the other provisions under the Third Amendment which have an impact on Trust Fund
Revenues are obligations that are subordinate to the requirement to make deposits into the funds and
accounts under the Bond Resolution to satisfy the Debt Service Requirement and the Reserve Account
Requirement. See "SECURITY AND SOURCES OF PAYMENT - Flow of Funds" herein.
Flow of Funds
Creation of Funds and Accounfs. Pursuant to the Act, the City and the County created the Trust
Fund and established the Redevelopment Area. See "THE AGENCY - Creation of Agency and
Redevelopment Areas" herein. The Bond Resolution created the "Miami Beach Redevelopment Agency
Sinking Fund (City CenterAlistoric Convention Village)" (the "Sinking Fund") and established four (4)
separate accounts therein for the benefit of the Holders of all Outstanding Bonds. The accounts created
in the Sinking Fund are the "Interest Account," the "Principal Account," the "Bond Redemption Account"
and the "Debt Service Reserve Account."
The Bond Resolution also created the "Miami Beach Redevelopment Agency Rebate Fund (City
Center/Ilistoric Convention Village)" (the "Rebate Fund"), which fund shall be maintained by the Agency
separate and apart from all other funds and accounts of the Agency and which fund shall not be subject
to the lien of the Bond Resolution in favor of Holders of the Bonds. The Agency shall deposit Pledged
Funds into the Rebate Fund in the amounts required to be paid to the United States of America to satisfy
the arbitrage rebate covenants made by the Agency in connection with the issuance of Tax-Exempt Bonds.
In addition, the Bond Resolution created the "Miami Beach Redevelopment Agency Construction
Fund (City Center/I{istoric Convention Village)" (the "Construction Fund"). Separate accounts within the
Construction Fund shall be created for the deposit ofproceeds ofeach Series ofBonds and other available
moneys to fund Redevelopment Projects being funded from proceeds of such Series of Bonds and other
available moneys. Proceeds and other moneys on deposit in the Construction Fund shall be disbursed by
the Agency to pay costs of the Redevelopment Project for which the applicable Series of Bonds was
issued. If for any reason moneys in the Construction Fund, or any part thereof, including any investment
earnings on deposit therein, are not necessary for, or are not applied to the purposes provided for the
applicable Series ofBonds, then such unapplied proceeds, upon certification ofa duly authorized official
of the Agency that such surplus proceeds are not needed for such purposes, shall be applied to the
redemption or purchase or payment of principal of Outstanding Bonds.
Each of the funds and accounts created in the Bond Resolution shall be held and administered by
the Agency. Such funds and accounts shall constitute trust funds (except for the Rebate Fund) held solely
for the purposes provided in the Bond Resolution.
Deposit and Use of Trust Fund Revenzes As soon as the same are received by the Agency, all
Trust Fund Revenues shall be deposited into the Trust Fund. The Trust Fund shall constitute a trust fund
for the purposes provided in the Bond Resolution, shall be held by the Agency and shall be maintained
separate and distinct from all other funds of the Agency and used only for the purposes and in the manner
provided in the Bond Resolution and the Act.
In each Fiscal Year, all Trust Fund Revenues deposited in the Trust Fund during such Fiscal Year
shall be disposed of by the Agency only in the following manner:
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(1) Trust Fund Revenues shall first be used, to the full extent required, for deposit
into the Interest Account in the Sinking Fund, immediately upon receipt of such Trust Fund
Revenues, of such sums as shall be sufficient to pay the interest becoming due on the Bonds
during the current calendar year (or if such Trust Fund Revenues are deposited in the Trust Fund
during the first quarter of such Fiscal Year, to pay the interest becoming due on the Bonds through
the end of the next succeeding calendar year); provided, however, that such deposit for interest
shall not be required to be made into the Interest Account to the extent that money on deposit
therein is sufficient for such purpose.
The Agency shall, on the business day prior to each Interest Payment Date,
transfer to the Paying Agent moneys in an amount equal to the interest due on such Interest
Payment Date or shall advise the Paying Agent of the amount of any deficiency in the amount on
deposit in the Interest Account so that the Paying Agent may give appropriate notice required to
provide for the payment of such deficiency from any Reserve Account Insurance Policy or Reserve
Account Letter of Credit on deposit in the Debt Service Reserve Account.
(2) (a) Trust Fund Revenues shall next be used, to the full extent required, for
deposit into the Principal Account in the Sinking Fund, immediately upon receipt of such Trust
Fund Revenues, of such sums as shall be sufficient to pay the principal amount of Serial Bonds
which will mature during the current calendar year (or if such Trust Fund Revenues are deposited
in the Trust Fund during the first quarter of such Fiscal Year, to pay the principal amount of Serial
Bonds which will mature through the end of the next succeeding calendar year); provided,
however, that such deposit for principal shall not be required to be made into the Principal
Account to the extent that money on deposit therein is sufficient for such purpose.
The Agency shall, on the business day prior to each principal payment date,
transfer to the Paying Agent moneys in an amount equal to the principal due on such principal
payment date or shall advise the Paying Agent of the amount of any deficiency in the amount on
deposit in the Principal Account so that the Paying Agent may give appropriate notice required
to provide for the payment of such deficiency from any Reserve Account Insurance Policy or
Reserve Account Letter of Credit on deposit in the Debt Service Reserve Account.
(b) Trust Fund Revenues shall next be used, to the full extent required, for
deposit into the Bond Redemption Account in the Sinking Fund, immediately upon receipt of such
Trust Fund Revenues, of such Amortization Requirements as may be required for the payment of
the Term Bonds payable from the Bond Redemption Account during the current calendar year (or
if such Trust Fund Revenues are deposited in the Trust Fund during the first quarter of such Fiscal
Year, for the payment of the Term Bonds payable from the Bond Redemption Account through
the end ofthe next succeeding calendar year).
(3) Trust Fund Revenues shall next be used, to the full extent required, for deposit
into the Debt Service Reserve Account, immediately upon receipt of such Trust Fund Revenues,
of the difference between the amount on deposit in the Debt Service Reserve Account (including
any Reserve Account Insurance Policy or Reserve Account Letter of Credit) and the Reserve
Account Requirement for the Bonds Outstanding, and, provided further, that no payments shall
be required to be made into the Debt Service Reserve Account whenever and as long as the
amount deposited therein (including any Reserve Account Insurance Policy or Reserve Account
Letter of Credit) shall be equal to the Reserve Account Requirement for the Bonds Outstanding.
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(4) Trust Fund Revenues shall next be used for the payment of any subordinated
obligations issued by the Agency under the Bond Resolution, which subordinate obligations shall
have such lien on the Trust Fund Revenues as the Agency shall determine in the proceedings
authorizing the issuance of such subordinated obligations.
(5) Thereafter, the balance of any Trust Fund Revenues remaining in the Trust Fund
shall, subject to the requirement to deposit moneys into the Rebate Fund, be used by the Agency
for any lawful purposes, including payment of any fees and expenses of the Fiduciaries; provided,
however, that none of such Trust Fund Revenues shall ever be used for the purposes provided in
this paragraph (5) unless all payments required in paragraphs (1) through (4) above, including any
deficiencies for prior payments and any amounts due to the issuer of any Reserve Account
Insurance Policy or Reserve Account Letter of Credit, have been made in full to the date of such
use.
Notwithstanding anything in the preceding paragraphs (l) and (2) to the contrary, failure to make
the scheduled payments specified therein shall not constitute a breach of the Agency's obligations under
the Bond Resolution so long as, on the date that any interest or principal payment is due on the Bonds,
monies sufficient to make such payment are on deposit in the Interest Account, Principal Account or the
Bond Redemption Account, as the case may be. In addition, if any amount applied to the payment of
principal of, premium, if any, and interest on the Bonds that would have been paid from an account in the
Sinking Fund, is paid instead under a Credit Facility, amounts deposited in such relevant account may be
paid, to the extent required, to the issuer of the Credit Facility having therefore made said corresponding
payment.
Debt Service Reserve Account
The Bond Resolution established the Debt Service Reserve Account for the benefit of the Bonds
and requires that the amount held therein equal the Reserve Account Requirement. "Reserve Account
Requirement" means the least of (i) the Maximum Annual Debt Service on all Bonds Outstanding, (ii)
l25oh of the Average Annual Debt Service on all Bonds Outstanding, or (iii) 10% of the proceeds of the
Bonds within the meaning of the Code.
Moneys in the Debt Service Reserve Account shall be used only for the purpose of making
payments of principal of and interest on the Bonds when the moneys in the Funds and Accounts held
pursuant to the Bond Resolution and available for such purpose are insufficient therefor. Any moneys in
the Debt Service Reserve Account in excess of the Reserve Account Requirement for the Bonds
Outstanding may, in the discretion of the Agency, be transferred to and deposited in the Interest Account,
the Principal Account or the Bond Redemption Account as the Agency at its option may determine.
Notwithstanding the foregoing provisions, in lieu of or in substitute for the required deposits
(including existing deposits therein) into the Debt Service Reserve Account, the Agency may cause to be
deposited into the Debt Service Reserve Account a Reserve Account Insurance Policy or a Reserve
Account Letter of Credit for the benefit of the Holders of the Bonds Outstanding, which Reserve Account
Insurance Policy or Reserve Account Letter of Credit shall be payable or available to be drawn upon, as
the case may be (upon the giving of notice as required thereunder), on any lnterest Payment Date on which
a deficiency exists which cannot be cured by moneys in any other Fund or Account held pursuant to the
Bond Resolution and available for such purpose.
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If any such Reserve Account Insurance Policy or Reserve Account Letter of Credit is substituted
for moneys on deposit in the Debt Service Reserve Account, the excess moneys in the Debt Service
Reserve Account shall be transferred to and deposited in the Interest Account, the Principal Account or
the Bond Redemption Account as the Agency at its option may determine. If a disbursement is made
under the Reserve Account Insurance Policy or the Reserve Account Letter of Credit, the Agency shall
be obligated to either reinstate the maximum limits of such Reserve Account Insurance Policy or Reserve
Account Letter of Credit following such disbursement or to deposit into the Debt Service Reserve Account
from the Trust Fund Revenues funds in the amount of the disbursements made under such Reserve
Account Insurance Policy or Reserve Account Letter of Credit, or a combination of such alternatives as
shall equal the Reserve Account Requirement for the Bonds Outstanding.
In the event that upon the occurrence of any deficiency in the lnterest Account, the Principal
Account or the Bond Redemption Account, the Debt Service Reserve Account is then funded with one or
more Reserve Account Insurance Policies and/or Reserve Account Letters of Credit, the Agency or the
Paying Agent, as applicable, shall, on an interest or principal payment date or mandatory redemption date
to which such deficiency relates, draw upon or cause to be paid under such facilities, on a pro-rata basis
thereunder, an amount sufficient to remedy such deficiency, in accordance with the terms and provisions
of such facilities and any corresponding reimbursement or other agreement governing such facilities;
provided however, that if at the time of such deficiency the Debt Service Reserve Account is only partially
funded with one or more Reserve Account Insurance Policies and/or Reserve Account Letters of Credit,
prior to drawing on such facilities or causing payments to be made thereunder, the Agency shall first apply
any cash and securities on deposit in the Debt Service Reserve Account to remedy the deficiency and, if
after such application a deficiency still exists, the Agency or the Paying Agent, as applicable, shall make
up the balance of the deficiency by drawing on such facilities or causing payments to be made thereunder.
Amounts drawn or paid under a Reserve Account Insurance Policy or Reserve Account Letter of
Credit shall be applied only for the purpose of making payments of principal of and interest on the Bonds
when the moneys in the Funds and Accounts held pursuant to the Bond Resolution and available for such
purpose are insufficient therefor. Any amounts drawn or paid under a Reserve Account Insurance Policy
or Reserve Account Letter of Credit shall be reimbursed to the issuer thereof in accordance with the terms
and provisions of the reimbursement or other agreement governing such facility.
[The Agency will, on the date of issuance of the Series 2015 Bonds, deposit into the Reserve
Account from proceeds of the Series 2015 Bonds an amount equal to the Reserve Account Requirement
for the Series 2015 Bonds or, in lieu of such a deposit or any portion thereof, will deposit a Reserve
Account Insurance Policy and/or Reserve Account Letter of Credit.]
Additional Bonds
Pursuant to the Bond Resolution, no additional Bonds, payable out of the Pledged Funds,
including, without limitation, Trust Fund Revenues, on a parity with the Series 2015 Bonds shall be issued
unless certain conditions set forth in the Bond Resolution are met, including:
(i) The Agency must be current in all deposits and payments required under the Bond
Resolution and the Agency must be currently in compliance with the covenants and provisions of
the Bond Resolution and any supplemental resolution hereafter adopted for the issuance of
additional parity Bonds, unless upon the issuance of such additional parity Bonds the Agency will
be in compliance with all such covenants and provisions;
l8
1199
(iD The aggregate of the Trust Fund Revenues (not including any portion thereof
which may be attributable to investment earnings) received by the Agency during the immediately
preceding Fiscal Year were at least equal to one hundred fifty percent (150%) of the Maximum
Annual Debt Service on (a) the Bonds originally issued pursuant to the Bond Resolution and then
Outstanding, (b) any additional parity Bonds theretofore issued and then Outstanding, and (c) the
additional parity Bonds then proposed to be issued.
The Agency need not comply with the requirement described in subparagraph (ii) above in the
issuance of additional parity Bonds if and to the extent the Bonds to be issued are refunding Bonds
delivered in lieu of or in substitution for Bonds originally issued under the Bond Resolution or previously
issued additional parity Bonds, if the Agency shall cause to be delivered a certificate of the Executive
Director of the Agency setting forth (1) the Maximum Annual Debt Service (a) with respect to the Bonds
of all Series Outstanding immediately prior to the date of authentication and delivery of such refunding
Bonds, and (b) with respect to the Bonds of all Series to be Outstanding immediately thereafter, and (2)
that the Maximum Annual Debt Service set forth pursuant to (b) above is no greater than that set forth
pursuant to (a) above.
The term "additional parity Bonds" shall be deemed to mean additional obligations evidenced by
Bonds issued under the provisions and within the limitations set forth in the Bond Resolution, as generally
described herein, to finance Redevelopment Projects payable from the Pledged Funds on a parity with
Bonds originally authorized and issued pursuant to the Bond Resolution. Such Bonds shall be deemed
to have been issued pursuant to the Bond Resolution the same as the Bonds originally authorized and
issued pursuant to the Bond Resolution and all of the covenants and other provisions of the Bond
Resolution (except as to details of such Bonds evidencing such additional parity obligations inconsistent
therewith) shall be for the equal benefit, protection and security of the Holders of any Bonds originally
authorized and issued pursuant to the Bond Resolution and the Holders of any Bonds evidencing additional
obligations subsequently issued within the limitations of and in compliance with the provisions herein
describing the issuance of additional parity Bonds. Al1 of such Bonds, regardless of the time or times of
their issuance, shall rank equally with respect to their lien on the Pledged Funds and their sources and
security for payment therefrom, without preference of any Bonds over any other Bonds.
The term "additional parity Bonds" shall not be deemed to include bonds, notes, certificates or
other obligations subsequently issued in accordance with the Bond Resolution, the lien of which on the
Pledged Funds is subject to the prior and superior lien on the Pledged Funds of the Bonds. The Agency
has covenanted in the Bond Resolution that it shall not issue any obligations whatsoever payable from the
Pledged Funds which rank prior to or equally as to lien and source and security for their payment from
the Pledged Funds with the Bonds, except in the manner and under the conditions provided in the Bond
Resolution for the issuance of additional parity Bonds or pursuant to the provisions of the Bond Resolution
relating to the issuance of other obligations thereunder.
Also, see "THE AGENCY - RDA Interlocal Agreement" for a description of certain additional
restrictions relating to the issuance of additional parity Bonds.
Other Obligations Secured by Pledged Funds
Except upon the conditions and in the manner provided in the Bond Resolution, the Agency has
covenanted that it will not issue any other obligations payable from the Pledged Funds, nor voluntarily
create or cause to be created any debt, lien, pledge, assignment, encumbrance or any other charge having
priority to or being on a parity with the lien of the Bonds on the Pledged Funds; provided, however, that
t9
1200
the Agency may (i) enter into agreements with issuers of Credit Facilities which involve liens on the
Pledged Funds on a parity with that of the Series of Bonds or portion thereof which is supported by such
Credit Facilities solely with respect to any reimbursement obligations due such issuers which evidence
amounts equal to the scheduled stated principal (including, without limitation, Amortization Requirements)
and interest due on the Series of Bonds or portion thereof which is supported by such Credit Facilities.
Any other obligations, in addition to the Bonds authorized by the Bond Resolution or additional parity
Bonds issued under the terms, restrictions and conditions contained in the Bond Resolution, and
obligations to issuers of Credit Facilities as described above, shall provide that such obligations are junior,
inferior and subordinate in all respects to the Bonds issued pursuant to the Bond Resolution as to lien on
and source and security for payment from the Pledged Funds and in all other respects. However, nothing
in the Bond Resolution shall be deemed to prohibit the Agency from entering into currency swaps or other
arrangements for hedging interest rates on any indebtedness.
Also, see "THE AGENCY - RDA Interlocal Agreement" for a description of certain additional
restrictions relating to the issuance ofobligations payable from the Pledged Funds.
Limited Liability
The Series 2015 Bonds shall not be and shall not be deemed to constitute a debt, liability or
obligation of the Agency, the City, the County, the State or any political subdivision thereof within the
meaning of any constitutional, statutory or charter provisions or limitations, or a pledge of the faith and
credit of the Agency, the City, the County, the State or any political subdivision thereof, but shall be
payable solely from the Pledged Funds. No Holder or Holders of any Series 2015 Bonds shall ever have
the right to compel the exercise of the ad valorem taxing power of the City, the County, the State or any
political subdivision thereof, or taxation in any form of any real or personal property therein, or the
application of any funds of the Agency, the City, the County, the State or any political subdivision thereof
to pay the Series 2015 Bonds or the interest thereon or the making of any sinking fund or reserve
payments provided for in the Bond Resolution, other than the Pledged Funds. The Series 2015 Bonds and
the obligations evidenced thereby shall not constitute a lien upon any property owned by or situated within
the corporate territory of the Agency or the City, but shall constitute a lien only on the Pledged Funds,
to the extent, in the manner, and with the priority of application provided in the Bond Resolution. See
"APPENDIX D - The Bond Resolution."
Modifications or Supplements to Bond Resolution
No adverse material modification or amendment may be made to the Bond Resolution without the
consent in writing of (a) the Holders of more than fifty percent (50%) in aggregate principal amount of
the Bonds then Outstanding or (b) in case less than all of the several Series of Bonds then Outstanding
are affected by the modification or amendment, the Holders of more than fifty percent (50%) in aggregate
principal amount of the Bonds of each Series so affected and Outstanding at the time such consent is
given. However, no modification or amendment shall permit (i) a change in the maturity of any of the
Bonds or a reduction in the rate of interest thereon, (ii) a change in the promise of the Agency to pay the
principal of and interest on any Bonds, as the same mature or become due, from the Pledged Funds, or
(iii) a reduction in the required percentage of Holders of the Bonds, as described above, for modifications
or amendments, without the consent of all of the Holders of the Bonds outstanding.
For the purpose of Bondholders' voting rights or consents authorized by the Bond Resolution, the
consent of the Holders of any additional Series of Bonds shall be deemed given if the underwriters or
initial purchasers for resale consent in writing to such supplemental resolution and the nature of the
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1201
amendment effected by such supplemental resolution is disclosed in the official statement or other offering
document pursuant to which such additional Series of Bonds is 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 modifuing or amending any term or provision of the Bond Resolution, to
the extent any Series of Bonds is secured by a Credit Facility, the consent of the issuer the Credit Facility
for such Series of Bonds shall constitute the consent of the Holders of such Bonds.
Notwithstanding the foregoing, the Agency 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 601(a) through (h) of the Bond Resolution. See
"APPENDIX D - The Bond Resolution."
MUNICIPAL BOND INSURANCE
TO COME,IF NEEDED
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
2l
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DEBT SERVICE SCHEDULE
The following table sets forth the Debt Service Requirement for each Fiscal Year for the Series
2015 Bonds.
Fiscal
Year
2016
2017
201 8
20t9
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
203s
2036
2037
2038
2039
2040
2041
2042
2043
2044
Total
Series 2015,A. Bonds Series 20158 Bonds
Principal Interest
$$$
Total Total
Total
Outstanding
BondsPrincipal Interest
$$
$: $: $: $: $:
THE AGENCY
$: $:
General
The Agency is a public body corporate and politic, and a public instrumentality, created by the
City in 1976 pursuant to the Act in order to pursue a program of community redevelopment within
designated portions of the City, as permitted by the Act. The primary objective of the Agency is to
formulate and implement a workable program for utilizing appropriate private and public resources to
eliminate and prevent the development and spread of blighted conditions in the designated redevelopment
areas.
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The funding required to accomplish the objectives of the Agency may involve a variety of sources,
but emphasis for such funding is placed primarily on tax increment revenue financings. Tax increment
revenue financing provides a mechanism for tax revenues generated by properties within slum and blighted
areas to effectively pay for redevelopment in the area, without reducing the amount of tax revenues
received by taxing authorities in the area when the redevelopment trust fund is created. See "SECURITY
AND SOURCES OF PAYMENT - Pledged Funds" herein.
Creation of Agency and Redevelopment Areas
On January 26, 1993, the Board of County Commissioners of Miami-Dade County, Florida (the
"County Commission") adopted Resolution No. R-14-93, which among other things (i) found the area in
the City bounded on the East by the Atlantic Ocean, on the North by 24th Street, on the West by West
Avenue and on the South by l4th Lane (the "Redevelopment Area") to be a "blighted area," within the
meaning of Section 163.340(8) of the Act, (ii) determined that the Redevelopment Area was in need of
rehabilitation, conservation, redevelopment, or a combination of such activities and (iii) delegated to the
City, pursuant to Section 163.410 of the Act, the power to (a) make findings and determine the
Redevelopment Area to be a slum and/or blighted area, (b) make findings of necessity as to the
rehabilitation, conservation, and/or redevelopment of the Redevelopment Area, (c) create a community
redevelopment agency and delegate powers to the agency, or declare itself as the agency with the power
to exercise such powers assigned to the agency, and (d) initiate, prepare and adopt a plan of redevelopment
and any amendments thereto, subject to the review and approval of the County Commission.
In response to the findings in Resolution No. R-14-93, on February 3, 1993 the City Commission
adopted Resolution No. 93-20709, which among other things (i) declared the Redevelopment Area, known
as the "City CenterAlistoric Convention Village Redevelopment and Revitalization Area," to be a "blighted
area," (ii) determined that the Redevelopment Area was in need of rehabilitation, conservation,
redevelopment, or a combination of such activities, (iii) declared that the City's existing community
redevelopment agency would serve as the community redevelopment agency for the Redevelopment Area,
with all of the powers permitted a community redevelopment agency under the Act, and with the City
Commission serving as the members of the Agency, and (iv) directed the initiation, preparation and
adoption of a redevelopment plan for the Redevelopment Area. On February 3,1993, the Agency adopted
Resolution No. 126-93 accepting the findings and delegations of the City in Resolution No. 93-20709.
As directed, the Agency caused the Redevelopment Plan to be prepared. The Redevelopment Plan
provided for initiatives and objectives to revitalizethe area surrounding the Convention Center and Lincoln
Road and foster the development of a convention hotel and necessary linkages to the Convention Center.
Pursuant to Resolution No. 93-2072 adopted by the City Commission on February 12, 1993, the City
approved the Redevelopment Plan and directed its implementation. The Redevelopment Plan and the
Interlocal Cooperation Agreement between the City and the County, dated and executed on November 16,
1993 (the "RDA Interlocal Agreement") providing for certain responsibilities related to operations in the
Redevelopment Area, were approved by the County pursuant to Resolution No. R-317-93 adopted by the
County Commission on March 30,1993.
In accordance with Section 163.387 of the Act, on February 24,1993 the City Commission enacted
Ordinance No. 93-2836 to create the Trust Fund. On April 27, 1993 the County Commission enacted
Ordinance No. 93-28 approving the creation of the Trust Fund. Ordinance No. 93-2836 was amended by
the City Commission's enactment of Ordinance No. 2014-3901 on November 8,2014 and Ordinance No.
93-28 was amended by the County Commission's enactment of Ordinance No. 14-133 on December 16,
2014 Such amending Ordinances approved on behalf of the City and the County, respectively, amendments
23
1204
to the Trust Fund to provide for (i) extension of the Trust Fund to the earlier of March 31,2044 or the
date the Agency Indebtedness is no longer outstanding and (ii) exemption of The Children's Trust from
the obligation to deposit tax increment into the Trust Fund upon the earlier of March 31, 2023 or the date
the Outstanding Prior Bonds are no longer outstanding.
The Redevelopment Area is located partly within and partly adjacent to the City's Art Deco
District, and covers approximately fifty (50) city blocks, containing approximately three hundred thirty-two
(332) acres of land, [of which approximately twenty-nine percent (29%) is currently occupied by public
space and approximately seventy-one percent (71%) by private use.l The Redevelopment Area includes
the Lincoln Road Mall, the Convention Center, the Fillmore Miami Beach at the Jackie Gleason Theater,
the Loews Miami Beach Hotel, the Royal Palm Crowne Plaza Resort Hotel and the Collins Park Cultural
Center.
The Redevelopment Area is the second area within the City to be designated for redevelopment
by the Agency. The first of such areas included the redevelopment of South Shore, which is the area of
the City South of Sixth Street. Such redevelopment area is known as the South Pointe Redevelopment
District. As of September 30, 2005, the South Pointe Redevelopment District ceased to be a
redevelopment area of the Agency.
RDA Interlocal Agreement
To provide for responsibilities and operations of the Agency and certain uses of Trust Fund
Revenues, the City and the County have entered into various agreements, including amendments to the
RDA Interlocal Agreement. The most recent of such agreements is the Third Amendment entered into
by the Agency, the City and the County, which became effective on January 20,2015. Among other
things, the Third Amendment provided for the following:
(l) approval for the issuance of tax increment revenue bonds by the Agency in one
or more series in an aggregate principal amount not to exceed $430 million, maturing not later
than March 31, 2044, for the purpose ofl
(a) refunding all of the Outstanding Prior Bonds (see "PURPOSE OF THE
ISSUE - Plan of Refunding" herein);
(b) providing approximately $275 million of proceeds to fund a portion of the
estimated $582 million of the cost of the design, development and construction of
renovations to the Convention Center (see "PURPOSE OF THE ISSUE - Series 2015
Redevelopment Project" herein);
(c) providing approximately $36 million of proceeds to fund the estimated
cost of the design, development and construction of certain ancillary projects related to
the renovations to be provided to the Convention Center (see "PURPOSE OF THE ISSUE
- Series 2015 Redevelopment Project" herein); and
(d) paying all costs ofissuance and debt service reserves associated with the
Series 2015 Bonds (see "ESTIMATED SOURCES AND USES OF FUNDS" herein);
(2) extension of the period of time taxing authorities are required to deposit tax
increment revenues into the Trust Fund pursuant to the Act to the earlier of March 31,2044 ot
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1205
the date when all indebtedness secured by Trust Fund Revenues (hereinafter referred to as
"Agency Indebtedness") is no longer outstanding;
(3) after issuance of the Series 2015 Bonds, no additional Agency Lrdebtedness will
be issued unless and until such issuance has been authorized by the County Commission;
(4) upon the earlier of March 31, 2023 or payment or defeasance of all of the
Outstanding Prior Bonds, The Children's Trust shall become exempt from the requirement to
deposit tax increment revenues into the Trust Fund (see "SECURITY AND SOURCES OF
PAYMENT - Pledged Funds - Exemptions from Trust Fund" herein);
(5) after the Outstanding Prior Bonds have been refunded or are no longer outstanding
(see "PURPOSE OF THE ISSUE - Plan of Refunding" herein), Trust Fund Revenues shall be
distributed annually only as provided in the Third Amendment and in the following order of
priority:
(a) to pay debt service, reserve deposits and other costs and obligations
associated with the 2015 Bonds and any other Agency Indebtedness; (see "SECURITY
AND SOURCES OF PAYMENT - Flow of Funds" herein);
(b) to remit to the City an operation and maintenance subsidy, to be used
solely to fund operating and maintenance costs of the Convention Center, in an amount
which shall equal $l million, beginning in the Fiscal Year ending September 30, 2018,
increasing by $750,000 annually to equal $4 million in the Fiscal Year ending September
30, 2022 through the Fiscal Year ending September 30, 2025, and thereafter (until the
earlier of the termination or expiration of the obligation to deposit Trust Fund Revenues
or the date that the Convention Center is no longer in operation as a publicly owned
convention center), the prior year's annual subsidy for such purpose, adjusted by the lesser
of the consumer price index for the Miami urban area or four percent (4%), which amount
may be reduced in any year by the amount of convention development tax revenue
received by the Agency or the City from the County for the purpose of funding operating
and maintenance costs of the Convention Center;
(c) to grant to the County by March 3l of each year (beginning in the Fiscal
Year ending September 30,2024 and ending on the earlier of March 31,2044 or the date
when all Agency Indebtedness is no longer outstanding), an amount equal to the County's
proportionate share (based on the Trust Fund Revenues paid by the County divided by the
total amount of Trust Fund Revenues deposited) of the total payments expended by the
Agency in the prior fiscal year for Administration, Community Policing, and Capital
Project Maintenance (as defined in the Third Amendment);
(d) to pay expenses of the Agency for Administration, Community Policing,
and Capital Project Maintenance up to $11.721 million for the Fiscal Year ended
September 30, 2015 and thereafter, up to an amount which shall not exceed the prior
Fiscal Year's distribution for such expenses, adjusted by the lesser of the consumer price
index for the Miami urban area or three percent (3%), plus an annual administrative fee
(i) to the City of one and on-hatf percent (l 5%) of Trust Fund Revenues paid by the City
for such Fiscal Year and (ii) to the County of one and on-half percent (1.5%) of Trust
Fund Revenues paid by the County for such Fiscal Year;
25
1206
(e) to reimburse the City for the Bass Museum and Lincoln Road prior project
costs of $1,286,464.26 for the Fiscal Year ending September 30, 2016; and
(0 within ninety (90) days of the end of each Fiscal Year, ending on the
earlier of March 31, 2023 or the termination or expiration of the obligation of taxing
authorities to deposit tax increment revenues into the Trust Fund, deposit any
unencumbered money held in the Trust Fund and all available revenues remaining after
distribution of Trust Fund Revenues in the order, priority and amounts set forth in the
immediately preceding subparagraphs (a) through (e), into a fund to be used to finance
any shortfalls associated with the payment of the expenses described in subparagraph (d)
of this Section (provided, however, that the deposit into the fund described in this
subparagraph (f) shall only be made if it will not negatively affect the exclusion from
gross income, for federal income tax purposes of interest on any tax-exempt Agency
Indebtedness), with any amount remaining after payment of the expenses described in
subparagraph (d) of this Section being used (beginning in the Fiscal Year ending
September 30,2024) to extinguish Agency lndebtedness prior to maturity, to the extent
such Agency lndebtedness is subject to prepayment or redemption prior to maturity at
such time or, if such Agency Indebtedness is not then subject to prepayment or
redemption prior to maturity, to establish an escrow for the prepayment or redemption
prior to maturity of such Agency Indebtedness at such time as the Agency Indebtedness
is subject to prepayment or redemption prior to maturity (provided, however, that such
escrow shalt only be established if it will not negatively affect the exclusion from gross
income, for federal tax purposes, of interest on any tax-exempt Agency lndebtedness; and,
provided further that, if the Agency Indebtedness is not subject to repayment or
redemption prior to maturity, and an escrow cannot be established, then the Agency shall
distribute annually any revenues remaining on deposit in the Trust Fund after the
distributions described in the immediately preceding subparagraphs (a) through (e), to the
taxing authorities in the proportionate amount that the Trust Fund Revenues for such
Fiscal Year were deposited into the Trust Fund; and
(6) the County Commission shall appoint, in its sole and absolute discretion, the
member of the County Commission that represents District 5 to serve as one of the members of
the Agency.
On November 19,2014, the Commission adopted Resolution No. 607-2014 approving execution
and delivery by the Agency of the Third Amendment and the City Commission adopted Resolution No.
2014-28835 approving execution and delivery by the City of the Third Amendment. On December 16,
2014 the County Commission adopted Resolution No. R-l1 10-14 approving execution and delivery by the
County of the Third Amendment. Such Resolutions also approved amendments to the Redevelopment Plan
on behalf of the Agency, the City and the County, respectively, to extend the Redevelopment Plan until
the earlier of March 31,2044 or the date the Agency lndebtedness is no longer outstanding.
Powers
Pursuant to the Act, the Agency possesses certain powers that are necessary or convenient to carry
out and effectuate redevelopment within its redevelopment areas, including, without limitation, the power:
26
1207
(i) to acquire, dispose of, mortgage, pledge or otherwise encumber real property,
subject to the limitation that the acquisition of such property must be by purchase, lease, option,
gift, grant, bequest, devise or other voluntary method of acquisition;
(ii) to demolish or remove buildings or improvements or to carry out plans for the
voluntary or compulsory repair or rehabilitation of buildings or improvements;
(iii) to install, construct or reconstruct streets, utilities, parks, playgrounds or other
improvements necessary for carrying out the community redevelopment objectives of the Agency;
(i") to provide, arange or contract for the furnishing of services, privileges, works,
streets, roads, public utilities or other facilities in connection with community redevelopment;
(v) to borrow or invest money or to accept advances, loans, grants, contributions or
other forms of financial assistance and to give such security as may be required therewith; and
(vi) to prepare plans for and assist in the relocation of persons or entities displaced
from the community redevelopment area and to make relocation payments to such persons or
entities.
Eminent Domain Legislation
During the 2006 legislative session, the State legislature enacted Chapter 2006-ll, Laws
Florida, among other things, which places certain limitations on the eminent domain power
governmental entities and agencies in the State. Specifically, Chapter 2006-ll:
(i) revised the Act to prohibit delegation of the power of eminent domain from
counties and municipalities to community redevelopment agencies;
(ii) revised the Act to establish that the prevention or elimination of a slum or blighted
area, as defined in the Act, and the preservation or enhancement of the tax base are not public
uses or purposes for which private property may be taken by eminent domain;
(iii) created Section 73.013, Florida Statutes, to provide that the power of eminent
domain may not be exercised in the State to convey ownership or control of such property to any
natural person or private entity unless such property (a) will be limited to certain specifically
enumerated purely public uses, such as providing: (1) common carrier services or systems, (2) road
or other right-of-way access to the public for transportation, (3) public or private utility services
or systems like electricity, natural gas, water and sewer or telephone, or (4) public infrastructure
or an incidentalpart ofa property or facility that provides goods or services to the public, or (b)
is the subject of a competitive bidding process, after notice to the public and certain rights have
been granted to the person or entity owning the property prior to the institution of the eminent
domain proceedings; and
(ir) created Section 73.014, Florida Statutes, to provide that the power of eminent
domain may not be exercised to take private property for purpose of abating or eliminating a
public nuisance or any slum or blight condition.
of
of
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1208
Personnel
Originally created in 1976, the Agency was reorganized in 1983. Since its reorganization, the
members of the City Commission have constituted the members of the Agency. Pursuant to the Third
Amendment, the District 5 member of the County Commission also serves as a member of the Agency.
In addition, the Mayor serves as the Chairman of the Agency, with the Vice Mayor serving as the Vice
Chairman, the City Manager serves as the Executive Director of the Agency, with the Assistant City
Manager in charge of Housing and Community Development serving as the Assistant Executive Director,
the City's Chief Financial Officer serves as the Chief Financial Officer of the Agency, the City Attorney
serves as the General Counsel of the Agency and the Clerk of the City serves as the Secretary of the
Agency.
Set forth below is a list which contains the current members of the Agency and the expiration of
their respective terms of office:
Miami Beach Redevelopment Agency
Agencv Members
Philip Levine, Chairman
Edward L. Tobin, Vice Chairman
Michael Grieco
Joy Malakoff
Micky Steinberg
Deede Weithorn
Jonah Wolfson
Bruno A. Barreiro*
Date Term Ends
November 2015
November 2015
November 2017
November 2017
November 2017
November 2015
November 2015
November 2016
* Serves as the District 5 member of the County Commission. Pursuant to the terms of the Third
Amendment, such member of the County Commission also serves as a member of the Agency.
The next general election of the City will be held on November 3,2015. The Mayor is running
against a single opponent in the upcoming election, as are two (2) of the three (3) City Commissioners.
No City Commissioner whose term is expiring in November 2015 is running for reelection. In addition,
if noone running for the seat that has more than two (2) candidates on the ballot receives more than fifty
percent (50%) of the votes cast in the general election, a run-off election will be held to determine the
winner of that race. If required, the run-off election will be held on November 17, 2015. The results of
the election are expected to be certified by the current Mayor and City Commission in a meeting to be
held sometime after the general election or, if a run-off election is held, after the run-off election. The
current Mayor and City Commission are expected to serve until newly elected members have been seated.
The Executive Director serves as the chief operating officer of the Agency, responsible for, among
other things, the day-to-day administrative activities of the Agency, effectuation of its policies and
programs and all other activities of the Agency. [Pursuant to an Interlocal Agreement entered into on
by and between the City and the Agency, the City has agreed to make staff members
provide to the Agency, as needed, general administrative and coordination services,available to
28
1209
engineering services, financing services and planning services, and the Agency has agreed to pay the City
for the services provided by City employees.l
On September 10, 2015 the Chief Financial Officer of the Agency and the Assistant Finance
Director for the City resigned from their respective positions. The Chief Financial Officer had served in
her position for eighteen (18) years and the Assistant Finance Director had been an employee of the City
for seventeen (17) years. No explanations were provided by either employee in connection with the
submittal of their resignations. However, the City Manager has stated that his decision to accept their
resignations had nothing to do with the performance of the City's Finance Department nor the financial
status of the City. Each position has been filled by the City Manager's appointment of experienced City
employees who will serve in the position of Interim Chief Financial Officer and lnterim Assistant Finance
Director, respectively, until permanent replacements are selected.
Set forth below is a description of certain management officials of the City who are responsible
for the day-to-day operation of the Agency:
Jimmy L. Morales, Esq., Executive Director. Mr. Morales became the Executive Director of
the Agency when he was appointed City Manager for the City of Miami Beach, Florida in April 2013.
Prior to accepting his position as City Manager, Mr. Morales was a shareholder and member of the Board
of Directors of the law firm, Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. from 2000-2013.
Mr Morales also served as City Attorney for the City of Doral, Florida from 2009-2013 and as City
Attomey for the City of Marathon, Florida from 2005-2009. In addition, Mr. Morales served as a member
of the Board of County Commissioners of Miami-Dade County, Florida from1996-2004. He has received
numerous professional awards, honors and recognitions, including the Greater Miami Chamber of
Commerce Bill Colson Leadership Award for Outstanding Leadership and Superior Ability in 2000, the
SAVE Dade Champion of Equality award in2006, and induction into the Miami Beach High School Hall
of Fame in2004. He was selected as one of the Top Lawyers in South Florida by the South Florida Legal
Guide in 2008-2009 and 20ll and as one of the Florida Super Lawyers in 2006-2010. Mr. Morales
received his Bachelor of Arts, Magna Cum Laude, from Harvard University and his Juris Doctorate,
Magna Cum Laude, from Harvard Law School.
John Woodruff, Interim Chief Financial Officer. Mr. Woodruff became the Interim Chief
Financial Officer of the Agency when he was appointed Interim Chief Financial Officer for the City of
Miami Beach, Florida in September 2015. Prior to accepting his position as Interim Chief Financial
Officer, Mr. Woodruff served as Director of the Office of Budget and Performance Improvement for the
City from June 2013 to September 2015. Prior to joining the City, Mr. Woodruff served as co-owner of
Panama Realtor Property Management Services from August 2012to 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 April2002
to April 2007. Pior 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 Intemational Affairs Department for the City of San Antonio and the
Mayor's Office for the City of San Antonio. Mr. Woodruff received a Masters in 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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1210
Kathie G. Brooks, Assistant Executive Director. Ms. Brooks became the Assistant Executive
Director of the Agency when he was appointed the Assistant City Manager in charge of the department
responsible for community development within the City. Ms. Brooks was appointed Assistant City
Manager of the City of Miami Beach, Florida in April2013. She also served the City as its interim City
Manager from July 2012 to April 2013. Prior to accepting her position in the office of the City Manager,
Ms. Brooks served as the City's Budget and Performance Improvement Director from2004-2012. Prior
to joining the City, Ms. Brooks served in various capacities and senior level positions for Miami-Dade
County, Florida for two decades, including in the Miami-Dade County Budget Department from 2003-
2004, the Miami-Dade County Manager's Office of Performance Improvement from 2001-2003, the
Miami-Dade County Solid Waste Department from 1989-2001 and in the Miami-Dade County Transit
Department from 1984-1989. Prior to her service in government, Ms. Brooks was a transportation planner
for the firm of Schimpeler Corradino and Associates from 1980-1983. Ms. Brooks received her Bachelor
and Master of Arts in Geography from the University of Miami.
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30
1211
TRUST FUND REVENUES
TTHIS SECTION WILL BE UPDATED UPON RECEIPT OF ADDITIONAL INFORMATION]
Historical Trust Fund Revenues
Upon issuance of the Series 2015 Bonds, the City and the County are the only two (2) taxing
authorities that shall be required to make payments of tax increment into the Trust Fund. The Children's
Trust is the other taxing authority that would be required under the Act to make payments of tax increment
into the Trust Fund. However, The Children's Trust shall be exempt from such requirement upon issuance
of the Series 2015 Bonds. See "THE AGENCY - Creation of Agency and Redevelopment Areas and -
RDA lnterlocal Agreement" herein.
Set forth below is a table that shows the Trust Fund Revenues collected from the City and the
County for the past ten (10) years. For more detailed information relating to the City and the County, see
"APPENDIX A - General Information and Economic Data Regarding the City of Miami Beach, Florida
and Miami-Dade County, Florida."
llistorical Trust Fund Revenues
Tax Roll
Year
As of
January I
2005
2006
2007
2008
2009
2010
20tt
2012
2013
2014
Fiscal
Year
Ended City of
September 30 Miami Beach
2006
2007
2008
2009
2010
20tl
2012
2013
2014
20r5
Miami-Dade
County
$
Percentage
Increase or
Decrease
Over
Prior Year
Dollar
Increase or
Decrease
Over
Prior Year
$
Total
%
Source: City of Miami Beach Finance Department.
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3r
1212
Set forth below is a table that shows the assessed value of the taxable real property in
Redevelopment Area that provided the basis for the amount of Trust Fund Revenues collected from
City and the County for the past ten (10) years.
Historical City Center/Historic Convention Village
Real Property Assessed Values
the
the
Tax Roll
Year
As of
January 1
2005
2006
2007
2008
2009
2010
20lt
20t2
2013
20t4
Fiscal
Year
Ended
September 30
2006
2007
2008
2009
2010
2011
2012
20t3
20r4
2015
A
Percentage
Final Increase or
Gross Decrease
Taxable Over
Value Prior Year
B =A-B
Base
Year
Taxable Incremental
Value(l) Value @)
Percentage
Increase or
Decrease
Over
Prior Year
Do11ar
lncrease or
Decrease
Over
Prior Year
$%%$292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
292,572,271
Source:City of Miami Beach Finance Department.
Represents taxable value of real property in the Redevelopment Area for the tax roll year as of January 7,7992, Fiscal Year
ended September 30, 1993. See "SECURITY AND SOURCES OF PAYMENT - Pledged Funds - Trust Fund" herein'
Incremental Value equals the Final Gross Taxable Value minus the Base Year Taxable Value.
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(l)
(2)
32
1213
Set forth below is a table that shows the taxable value of all new construction in the
Redevelopment Area for the past five (5) years. The taxable value set forth in the table below was
included in the final gross taxable value used in each year to determine the amount of Trust Fund
Revenues collected from the City and the County for deposit into the Trust Fund.
Historical City Center/Historic Convention Village
New Construction Taxable Values
Tax Roll Fiscal New Construction
Year Year Increase or
As of Ended (Decrease) in
Januarv I Seotember 30 Taxable Value
2010 20l l
20tl 2012
2012 2013
2013 2014
2014 2015
Source: City of Miami Beach Finance Department.
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JJ
1214
Set forth below is a table that shows the top ten (10) principal taxpayers in the Redevelopment
Area for Fiscal Year 2014,the taxable value attributable to such taxpayers, the percentage of such value
to the gross taxable value of all taxable property in the Redevelopment Area and the type of property use
attributed to each taxpayer.
City Center/Historic Convention Village
Principal Taxpayers
Percentage of
Fiscal Year
Taxable 2014 Gross
Name of Taxpayer Use of Propertv Value Taxable Value
TOTAL
Source: City of Miami Beach Finance Department and the Miami-Dade County Property Appraiser's Office.
IREMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
%
%
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1215
Set forth below is a table that shows the top ten (10) properties or developments located in the
Redevelopment Area for Fiscal Year 2014, based on the taxable value of such property or development,
the percentage of the taxable value of such property or development to the gross taxable value of all
taxable properry in the Redevelopment Area and the type of use atkibuted to each property or
development.
City Center/Historic Convention Village
Principal Developments
Percentage of
Fiscal Year
Taxable 2014 Gross
Narne dDgvg.lgpmen! use of Property value (t) Taxable value
TOTAL
Source: City of Miami Beach Finance Department and the Miami-Dade County Property Appraiser's Office.
(1) Taxable value represents the value for the entire development and not the taxable value attributable to any
individual taxpayer (e.g., taxable value for condominiums is for entire complex, not any individual
condominium owner or group of owners).
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%
o//o
35
1216
Set forth below is a table that shows the operating millage rates levied during the past ten (10)
years by the City and the County in the Redevelopment Area.
Historical Millage Rates
Tax Roll
Year as of
Januarv 1
2005
2006
2007
2008
2009
2010
20tr
2012
2013
2014
Fiscal
Year Ended
September 30
2006
2007
2008
2009
2010
20tt
2012
2013
2014
2015
City of
Miami Beach
7.48t0
7.3740
5.6555
5.655s
5.6555
6.2155
6.1655
6.0909
5.8634
Miami-Dade
County
5.8350
4.5615
4.5796
4.8379
4.8379
5.42',75
4.80s0
4.7035
4.7035
Source: City of Miami Beach Finance Department.
Set forth on the following page is a table that reflects the historical statement of revenues and
expenditures for the Redevelopment Area, the amount held in the Trust Fund and the annual changes in
such amounts for the past five (5) Fiscal Years.
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36
1217
City Center/Historic Convention Village
Statement of Revenues, Expenditures and Changes in Fund Balances
For the Fiscal Year Ended September 30,
2010
$
20lt 2012 2013
Revenues
Tax Increment
City of Miami Beach
Miami-Dade County
Total Tax Increment
Miscellaneous
Resort Tax(t)
Rents and Leases
Interest
Other Miscellaneous Revenues
Total Miscellaneous
Total Revenues
Expenditures
Debt Service(2)
Debt Service Coverage
Operations
General Govemment
Public Safety
Economic Environment
Transportation
Cultural and Recreation
Capital Outlay
Total Operations
Total Expenditures
Sale of Capital Assets
Transfers In
Transfers Out
Net Change in Fund Balances
Fund Balances - Beginning
Fund Balances Ending $_
2014
$
*: {:
Source: City of Miami Beach Finance Department.
)t
1218
Footnotes below provided for table on immediately preceding page.
(l) Footnote to be added.
(2) Represents the Debt Service Requirement on the Outstanding Prior Bonds. See "INTRODUCTION" and
"PLAN OF REFUNDING" herein.
Set forth below is a table that shows the rate of growth of taxable values and tax increment in City
CenterAlistoric Convention Village for the past five (5) Fiscal Years.
City Center/Historic Convention Village
Tax Increment Revenues and Growth
For the Fiscal Year Ended September 30,
2010 2011 2012 2013 2014
lncrease (Decrease) in Existing Value % % % % %
$$$$$
(292.57 2.27 t\ (292.57 2.27 r) (292.s72.27 l) (292,57 2.27 1) (292,57 2.27 l\
Incremental Taxable Value $- $- $- $- $-
Existing Value
New Construction
Final Gross Taxable Value
Base Year Taxable Value
City of Miami Beach*
Millage Rate (City)
Gross Incremental Revenue
Statutory Reduction
City Tax Incremental Revenue
Miami-Dade County*
Millage Rate (Counfy)
Gross Incremental Revenue
Statutory Reduction
County Tax Incremental Revenue
5.65ss 6.2155 6.1655 6.0909 6.8634
$$$$$
(s.0%) 6.0%) (s.0%) (s.0%) (5.0%)
4.8379 5.4275 4.8050 4.7035 4.7035
(5.0o/o\ 6.0%) (s.0%) (s.0%) (s.0%)
Total Tax Incremental Revenue $- $- $- $- $-
Source: City of Miami Beach Finance Department.
* See "SECUzuTY AND SOURCES OF PAYMENT - Pledged Funds" for a description of the requirements imposed
on each taxing authority for the determination of tax increment revenues.
38
1219
Historical Debt Service Coverage.
Set forth below is a table that shows the Trust Fund Revenues, debt service on the Outstanding
Prior Bonds and the debt service coverage provided by the Trust Fund Revenues generated for the past
five (5) Fiscal Years.
Trust Fund Revenues,
Debt Service on Bonds and Debt Service Coverage
Fiscal
Year
Trust Fund
Revenues
Debt Service on
Outstanding
Prior Bonds
$8,393,267
8,393,254
8,393,8 r 6
8,397,766
9,403,739
Debt Service
Coverage on
Outstanding
Prior Bonds
x
Maximum
Annual Debt
Service on Series
2015 Bonds(t)
$23,748,250
23,748,250
23,748,250
23,748,259
23,748,250
Coverage on
MaximumAnnual
Debt Service
for Series 201 5
Bonds(r)
2010
2011
2012
2013
2014
Source: City of Miami Beach Finance Department.
(l) Represents the Maximum Annual Debt Service on the Series 2015 Bonds, assuming an aggregate principal
amountof $358,495,000,afinalmaturityofMarch l,2044,andatrueinterest costof 4.319oh. Theassumed
Maximum Annual Debt Service on the Series 2015 Bonds is included solely for purposes of showing the
amount of coverage that would have been available if the Series 2015 Bonds had been issued prior to Fiscal
Year 2010. The assumed Maximum Annual Debt Service on the Series 2015 Bonds occurs in Fiscal Years
2025 and 2028. All amounts are preliminary, subject to change.
RISK FACTORS
The following discussion provides information relating to certain risks that could affect payments
of the principal of, redemption premium, if any, and interest on the Bonds. The order in which the
following information is presented is not intended to reflect the relative importance of the risks discussed.
The following information is not, and is not intended to be, exhaustive and should be read in conjunction
with all of the other sections of this Official Statement, including its appendices. Prospective purchasers
of the Series 2015 Bonds should analyze carefully the information contained in this Official Statement,
including its appendices (and including the additional information contained in the form of the complete
documents referenced or summarized herein), for a more complete description of the investment
considerations relevant to purchasing the Series 2015 Bonds. Copies of any documents referenced or
summarized in this Official Statement are available from the Agency or the City. See "NTRODUCTION"
herein.
39
1220
Limited Obligation of Agency
Payment from Pledged Funds Only. The ability of the Agency to make timely payments of the
principal of, redemption premium, if any, and interest on the Bonds depends upon the ability of the
Agency to collect Trust Fund Revenues which, together with earnings thereon and on amounts held in the
funds and accounts created under the Bond Resolution, will be adequate to make such payments. The
Bonds are not general obligations supported by the full faith and credit of the City, the Agency, the
County or the State or any political subdivision of the foregoing, but are payable solely from the Pledged
Funds. Neither the State, the County or the City, or any other political subdivision of the State has any
obligation or power under the Bond Resolution or under Florida law to levy any taxes in order to pay debt
service on the Bonds or to avail or cure any default in any such payments. The Agency does not have the
power to levy taxes.
Limited Replenishment Of Deftciencies. Except for the Debt Service Reserve Account, there is
no fund or account under the Bond Resolution which is required to contain amounts to make up for any
deficiencies in the event of one or more defaults by the Agency in making payments of debt service on
the Bonds. There is no source from which the Sinking Fund will be replenished, except the Trust Fund
Revenues and investment income on moneys in the funds and accounts held under the Bond Resolution.
There can be no representation or assurance that the Agency will realize sufficient Trust Fund Revenues
to pay, when due, all required payments of debt service on the Bonds.
Tax Increment Financing
Concentration of Revenues. A significant portion of the Trust Fund Revenues received by the
Agency are from large residential developments and commercial developments in the Redevelopment Area.
See "TRUST FLfND REVENUES - Historical Trust Fund Revenues" herein. The occurrence of any event
that has a major negative impact on such developments, including, without limitation, natural disasters
(such as hurricanes and other major tropical storms to which South Florida is generally subject), could
significantly reduce the Trust Fund Revenues that can be collected by the Agency which could, in turn,
have a material adverse impact on the ability of the Agency to pay debt service on the Bonds.
Competition from Comparable Development Projects. The current growth strategy for the
Redevelopment Area is in competition with other communities located outside the Redevelopment Area
whose growth will not generate Trust Fund Revenues. The growth strategy for the Redevelopment Area
is heavily dependent upon the development of commercial projects. In the event that a large number of
commercial projects are constructed in the City outside the Redevelopment Area, the demand for
commercial space within the Redevelopment Area could be reduced, thereby leading to a possible
reduction in future development in the Redevelopment Area and a reduction in the collection of Trust
Fund Revenues.
Millage Rates. The addition of significant numbers of new taxpayers or an increase of property
values outside the Redevelopment Area could result in an environment favorable to the reduction of the
County and/or the City millage rate. The County and/or the City could determine that its millage rates
should be reduced for other reasons as well. Any reduction in millage rates by the County or the City
could reduce the amount of Trust Fund Revenues payable by the County and/or the City which, in turn,
could negatively impact the ability of the Agency to pay debt service on the Bonds.
Decreases in Property Values. The amount of Trust Fund Revenues collected historically and
expected to be collected in the future to pay debt service on the Bonds is dependent upon the strength of
40
1221
the taxable value of real property in the Redevelopment Area. Such value has actually decreased in recent
years as a result of the general downtum in the economy and specifically, in the real estate market
throughout the State. Numerous events could occur that might further reduce or cause an extended
stagnation in the value of real property within the Redevelopment Area, including, without limitation,
natural disasters (such as hurricanes and other major tropical storms to which South Florida is generally
subject), public acquisition of property within the Redevelopment Area by the State or political
subdivisions exercising their respective rights of eminent domain, or social, economic or demographic
factors (or adverse public perceptions related thereto) beyond the control of the Agency, the City or the
taxpayers in the Redevelopment Area. Any or all of such events could materially, adversely affect the
realization and collection of Trust Fund Revenues.
State, National and International Economic and Political Factors. Certain economic or political
developments, such as new downturns in the State, national or international economy or an inability to
recover fully from the most recent economic downtum, increased national or international barriers to
tourism or trade or intemational currency fluctuations, could all materially, adversely affect the continued
development of the Redevelopment Area, its attraction to businesses and investors and, as a result, its
ability to produce sufficient Trust Fund Revenues to pay debt service on the Bonds.
Appeals of Assessments. The amount of Trust Fund Revenues collected annually is dependent
upon the assessed value of taxable property in the Redevelopment Area.. See "SECURITY AND
SOURCES OF PAYMENT - Pledged Funds" herein. State law allows taxpayers to dispute assessment
valuations. Any successful appeals of assessment valuations will result in less Trust Fund Revenues being
collected annually than is currently contemplated. If such appeals resulted in a significant reduction in
the overall assessed value of the taxable property in the Redevelopment Area, they could have a material
adverse impact on the ability of the Agency to pay debt service on the Bonds.
Adverse Legislative, Judicial or Administrative Action. The State legislature, the courts or an
administrative agency with jurisdiction in the matter could enact new laws or regulations or interpret,
amend, alter, change or modify the laws or regulations governing the collection, distribution, definition
or accumulation of ad valorem tax revenues generally, or tax increment revenues specifically, in a fashion
that would materially, adversely affect the ability of the Agency to receive Trust Fund Revenues in an
amount sufficient to pay debt service on the Bonds.
No Feasibility Consultant. This Official Statement provides historical information to demonstrate
that the Redevelopment Area generates sufficient Trust Fund Revenues to pay debt service on the Series
2015 Bonds. In connection with the issuance of the Series 2015 Bonds, the Agency determined that it
would not engage an independent feasibility consultant to provide an analysis of projected growth in the
Redevelopment Area or to calculate projected Trust Fund Revenues. As a result, while the Agency
reasonably believes Trust Fund Revenues will be sufficient to meet Debt Service Requirements, no
forecasts or projections of Trust Fund Revenues to pay debt service on the Bonds are included in this
Official Statement.
Requirement of Interlocal Agreement to Redeem Bonds. The Third Amendment establishes a
requirement that excess Trust Fund Revenues be (i) held in escrow and (ii) beginning in the Fiscal Year
ending September 30, 2024 or in any later year when such outstanding Agency Indebtedness can be
redeemed, if redemption is not available during Fiscal Year 2024,used for the purpose of prepaying or
redeeming outstanding Agency Indebtedness; provided such use of funds does not negatively affect the
exclusion from gross income for federal income tax purposes of interest on any tax-exempt Agency
Indebtedness. See "THE AGENCY - RDA Interlocal Agreement" herein. The requirement use excess
4t
1222
Trust Fund Revenues to redeem Agency Indebtedness prior to maturity may make the optional redemption
of the Series 2015 Bonds on the earliest date when the Series 2015 Bonds can be redeemed more likely
than would be the case if such requirement did not exist.
PENSION AND OTHER POST EMPLOYMENT BENEFITS
Defined Benefit Plans
All of the employees providing services to the Agency are also employees of the City. The
following is a brief description of the Agency employees'participation in the Miami Beach Employees'
Retirement Plan and the City's Pension Fund for Firefighters and Police (the "Plans"). Pursuant to
Modification 29 of the Florida State Social Security Agreement, effective January l, 1955, the City does
not participate in the federal Old-Age and Survivors Insurance System embodied in the U.S. Social
Security Act. Instead, it provides eligible employees a comprehensive defined benefit pension. The City
does participate in the hospital insurance tax, also known as Medicare, and withholds taxes accordingly.
All fult-time employees of the City who work more than thirty (30) hours per week and hold
classified or unclassified positions, except for policemen and firemen, are covered by the Miami Beach
Employees' Retirement Plan (the "Employee Plan"). The Employee Plan provides retirement benefits as
well as death and disability benefits at two (2) different tiers of employees, depending on when the
employees entered the Employee Plan. All first tier employees who participate are required to contribute
twelve percent (12%) of their salary to the Employee Plan. Al1 second tier employees are required to
contribute ten percent (10%) of their salary to the Employee Plan. The Employee Plan's funding policy
provides for periodic employer contributions at actuarially determined rates that, expressed as percentages
of annual covered payroll, are sufficient to accumulate sufficient assets to pay benefits when due.
The City's Pension Fund for Police and Firefighters (the "Police and Firefighters' Plan) is a
defined benefit pension plan covering substantially all police officers and firefighters of the City.
Members of the Police and Firefighters' Plan contribute ten percent (10%) of their salary. The City is
required to contribute an actuarially determined amount that, when combined with members' contributions,
will fully provide for all benefits as they become payable.
Based on a percentage of budgeted salary by position per department, the Agency is allocated a
proportionate share of contributions by the City and hence contributes annually to the Plans. Contributions
for 2014 were $946,000. At September 30, 2014 the Agency did not have a net pension obligation or a
net pension asset.
For more detailed information concerning the Plans, see "APPENDIX B - Excerpts from the
Comprehensive Annual Financial Report of the City of Miami Beach, Florida for the Fiscal Year ended
September 30,2014" and, in particular, Note IV of such Financial Report.
Other Post Employment Benefits
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. Such
requirement extends to employees of the City who provide services to the Agency. 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. As with all governmental entities providing similar plans, the City is required
42
1223
to comply with the Governmental Accounting Standard's Board Statement No. 45 - Accounting and
Financial Reporting by Employers for Postemployment Benefits Other than Pensions ("GASB 45").
GASB 45 applies accounting methodology similar to that used for pension liabilities to other post
employment benefits ("OPEB") and attempts to more fully reveal the costs of employment by requiring
governmental units to include future OPEB costs in their financial statements. While GASB 45 requires
recognition and disclosure of the unfunded OPEB liability, there is no requirement that the liability of such
plan be funded.
The City has the authority to establish and amend its OPEB funding policy. The annual cost of
the City's OPEB Plan is calculated based on the annual required contribution (the "ARC"), an amount
actuarially determined in accordance with the parameters of GASB 45. The ARC 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.
As of September 30, 2008, the City established an OPEB Trust (the "OPEB Trust") and began
funding its OPEB obligation. The Agency's ARC to the OPEB Trust for the Fiscal Year ended September
30, 2Ol4 was based on an actuarially determined amount for the City. The Agency was allocated its
equitable share of the ARC, based on its covered payroll. The Agency contributed $ 197,318 to the OPEB
Trust. At September 30, 2014, the Agency did not have a net OPEB obligation or a net OPEB asset.
For more detailed information concerning OPEB, see "APPENDIX B - Excerpts from the
Comprehensive Annual Financial Report of the City of Miami Beach, Florida for the Fiscal Year ended
September 30,2014" and, in particular, Note IV(f) of such Financial Report.
LEGAL MATTERS
Certain legal matters incident to the issuance of the Series 2015 Bonds and with regard to the tax-
exempt status of the interest on the Series 2015 Bonds (see "TAX MATTERS" herein) are subject to the
legal opinion of Squire Patton Boggs (US) LLP, Bond Counsel to the Agency. The signed legal opinion
of Bond Counsel, substantially in the form attached hereto as APPENDIX E, dated and premised on law
in effect as of the date of issuance of the Series 2015 Bonds, will be delivered on the date of issuance of
the Series 2015 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 Agency 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 Agency or the Series 2015 Bonds that may be prepared or made available
by the Agency, the Underwriters or others to the Holders of the Series 2015 Bonds or other parties.
Certain legal matters incident to the issuance of the Series 2015 Bonds relating to disclosure will
be passed on for the Agency by the Law Offices of Steve E. Bullock, P.A., Miami, Florida, whose legal
services as Disclosure Counsel have been retained by the Agency. The signed legal opinion, dated and
43
1224
premised on law in effect as of the date of original delivery of the Series 2015 Bonds, will be delivered
to the Agency by Disclosure Counsel at the time of original delivery of the Series 2015 Bonds.
The proposed text of the form of the legal opinion of Disclosure Counsel is set forth as
APPENDIX F 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
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 Agency by Raul J. Aguila, Esquire, Miami Beach,
Florida, General Counsel to the Agency, and for the Underwriters by their counsel, Greenberg Traurig,,
P.A., Miami, Florida.
The legal opinions and other letters of counsel to be delivered concurrently with the delivery of
the Series 2015 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 ofsuch opinion or advice does not become an insurer or guarantor ofthe 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.
LITIGATION
There is no litigation pending that seeks to restrain or enjoin the issuance or delivery of the Series
2015 Bonds or contesting the proceedings or authority under which they are to be issued or the creation,
organization or existence of the Agency or, if determined adversely to the Agency, would have a material
adverse impact on the ability of the Redevelopment Area to generate sufficient Trust Fund Revenues to
pay debt service on the Series 2015 Bonds.
The Agency experiences routine litigation and claims incidental to the conduct of its affairs. In
the opinion of General Counsel to the Agency, there are no lawsuits presently pending or, to the best of
his knowledge, threatened, the adverse outcome of which would impair the Agency's ability to perform
its obligations to the owners of the Series 2015 Bonds.
ENFORCEABILITY OF REMEDIES
The remedies available to the owners of the Series 2015 Bonds upon the occulrence of a default
under the Bond 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 Bond Resolution and the Series 2015 Bonds may not be readily available or may
be limited. The various legal opinions to be delivered concurrently with the delivery of the Series 2015
Bonds (including Bond Counsel's approving opinion) will be qualified, as to the enforceability of the
various legal instmments, 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).
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TAX MATTERS
Series 2005A Bonds
General. NO ATTEMPT HAS BEEN MADE TO PROVIDE THAT INTEREST ON THE
SERIES 2015A BONDS IS EXCLUDED FROM GROSS INCOME OF THE HOLDERS THEREOF FOR
FEDERAL INCOME TAX PURPOSES. NO OPINION IS RENDERED WITH RESPECT TO THE
FEDERAL TAX CONSEQUENCES OF OWNERSHIP OF THE SERIES 2OI5A BONDS AND EACH
PURCHASER SHOULD CONSULT ITS OWN TAX ADVISOR TO DETERMINE THE FEDERAL TAX
CoNSEQUENCES OF OWNTNG THE SERTES 2015A BONDS.
Payments of principal of and interest on the Series 2015,{ Bonds may be subject to "backup
withholding tax" under Section 3406 of the Internal Revenue Code of 1986, as amended (the "Code"), at
a rate of twenty-eight percent (28%) if recipients of such payments (other than foreign investors who have
properly provided required certifications) fail to properly provide to the payor certain information,
including their taxpayer identification numbers, or otherwise fail to establish an exemption from such tax.
Any amounts deducted and withheld from a payment to a recipient are allowed as a credit against the
federal income tax of such recipient. Furthermore, certain penalties may be imposed by the Internal
Revenue Service on a recipient of payments who is required to supply information but does not do so in
the proper manner.
ln the opinion of Sanders Patton Boggs (US) LLP, Bond Counsel, under existing law, the Series
2015A 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 Statues as amended. Bond Counsel will express no opinion as to
any other federal or state tax consequences regarding the Series 2015,4' Bonds.
Series 20158 Bonds
General In the opinion of Squire Patton Boggs (US) LLP, Bond Counsel, under existing law:
(i) interest on the Series 20158 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 imposed on individuals and
corporations; and (ii) the Series 20158 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 22\,Florida Statutes, as amended. Bond Counsel
expresses no opinion as to any other tax consequences regarding the Series 20158 Bonds.
The opinion on tax matters will be based on and will assume the accuracy of certain
representations and certifications, and continuing compliance with certain covenants, of the Agency
contained in the transcript of proceedings and that are intended to evidence and assure the foregoing,
including that the Series 20158 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 Agency's representations and certifications or the continuing compliance with the
Agency'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 20158 Bonds from gross income for federal income tax purposes but is not a
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guaranty of that conclusion. The opinion is not binding on the lntemal 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 Agency may cause loss of such status and result in the interest on the
Series 20158 Bonds being included in gross income for federal income tax purposes retroactively to the
date ofissuance ofthe Series 20158 Bonds. The Agency has covenanted to take the actions required of
it for the interest on the Series 20158 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 20158 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 20158 Bonds or the market value of the Series
20158 Bonds.
A portion of the interest on the Series 20158 Bonds earned by certain corporations may be subject
to a federal corporate alternative minimum tax. In addition, interest on the Series 20158 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 20158 Bonds. Bond Counsel will express no opinion regarding those
consequences.
Payments of interest on tax-exempt obligations, including the Series 20158 Bonds, are generally
subject to IRS Form 1099-INT information reporting requirements. If a Series 20158 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 20158 Bonds ends with the issuance of the
Series 2015E} Bonds, and, unless separately engaged, Bond Counsel is not obligated to defend the Agency
or the owners of the Series 20158 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 20158 Bonds, under current IRS procedures, the IRS will treat the Agency as the taxpayer
and the beneficial owners of the Series 20158 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
ofthe Series 20158 Bonds for audit, or the course or result ofsuch audit, or an audit ofother obligations
presenting similar tax issues, may affect the market value of the Series 20158 Bonds.
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Prospective purchasers ofthe Series 20158 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 20158 Bonds at other than their original issuance, should consult their own tax advisers
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 snd/or Court Decisiazs. 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 modiff the tax treatment
of obligations such as the Series 20158 Bonds. There can be no assurance that legislation enacted or
proposed, or actions by a court, after the date of issuance of the Series 20158 Bonds will not have an
adverse effect on the tax status of interest on the Series 201 58 Bonds or the market value or marketability
of the Series 20158 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
20158 Bonds from gross income for federal or state income tax purposes for all or certain taxpayers.
For example, recent presidential and legislative proposals would eliminate, reduce or otherwise
alter the tax benefits currently provided to certain owners of state and local government bonds, including
proposals that would result in additional federal income tax on taxpayers that own tax-exempt obligations
if their incomes exceed certain thresholds. Investors in the Series 20158 Bonds should be aware that any
such future legislative actions (including federal income tax reform) may retroactively change the treatment
of all or a portion of the interest on the Series 20158 Bonds for federal income tax purposes for all or
certain taxpayers. In such event, the market value of the Series 20158 Bonds may be adversely affected
and the ability of holders to sell their Series 20158 Bonds in the secondary market may be reduced. The
Series 20158 Bonds are not subject to special mandatory redemption, and the interest rates on the Series
20158 Bonds are not subject to adjustment in the event ofany such change.
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 20158 Bonds
("Discount Bonds") as indicated on the inside cover page of this Official Statement were 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 2015I} Bonds, and (ii) is added to the
owner's tax basis for purposes of determining gain or loss on the maturity, redemption, prior sale or other
disposition of that Discount Bond. The amount of OID that accrues each year to a corporate owner of a
Discount Bond is taken into account in computing the corporation's liability for federal altemative
minimum tax. A purchaser of a Discount Bond in the initial public offering at the price for that Discount
Bond stated on the inside cover page of this Official Statement who holds that Discount Bond to maturity
will realize no gain or loss upon the retirement of that Discount Bond.
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Certain of the Series 20158 Bonds ("PremiumBonds") as indicated onthe inside coverpage of
this Official Statement were 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 at the price for that Premium Bond stated on the inside cover page of this Official Statement 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 advisers as to the
determination for federal income tox 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 and as
to other federal tax consequences and the treatment of OID and bond premium for purposes of state
and local taxes on, or based on, income.
CONTINUING DISCLOSURE
The Agency will covenant for the benefit of the holders of the Series 2015 Bonds to provide
certain financial information and operating data relating to the Agency and the Trust Fund not later than
two hundred forty (240) days following the end of each Fiscal Year, commencing with the Fiscal Year
ended September 30, 2015 (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 contained in the Annual Report and the notices of events is contained in "APPENDIX G - Form of
Disclosure Dissemination Agent Agreement." These covenants have been made in order to assist the
Underwriters in complying with Rule 15c2-12 of the Securities and Exchange Commission.
On July 28,2014 Standard & Poor's Ratings Services ("S&P") announced that it had raised its
rating on the City's general obligation debt two (2) notches to "AA+" from "AA-." The disclosure
agreements entered into by the City in connection with the issuance of various series of bonds (the
"Disclosure Agreements") require the City to provide, among other things, notice of rating changes
affecting such series of bonds. Notice of the ratings increase announced by S&P on July 28, 2014 was
not provided by the City within the time periods established in the Disclosure Agreements. Such notice
was filed by DAC, on behalf of the City, with the MSRB on April 29,2015.
On April 4, 2011 S&P announced that it had raised its rating on the tax increment debt of the
Agency by one (l) notch, to "A+" from "A." The disclosure agreements entered into by the City and the
Agency in connection with the issuance of various series of tax increment bonds by the Agency (the "Tax
Increment Bonds Disclosure Agreements") require the Agency to provide, among other things, notice of
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rating changes affecting such series of bonds. Notice of the ratings increase announced by S&P on April
4,2}ll was not provided by the Agency in the manner set forth in the Tax Increment Bonds Disclosure
Agreements.
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 2015
Bonds and other bonds previously issued by the Agency or the City may be found at the DAC internet site,
"http//www.dacbond.com."
FINANCIAL STATEMENTS
Excerpts from the Comprehensive Annual Financial Report of the City of Miami Beach, Florida
for the Fiscal Year ended September 30, 2014 and the report of Crowe Horwath LLP, independent
certified public accountants ("Crowe Horwath"), in connection therewith, dated March 30,2015, are
included in APPENDIX B to this Officiat Statement as part of the public records of the City. In addition,
the Financial Report of the Miami Beach Redevelopment Agency (A Component Unit of the City of
Miami Beach, Florida) for the Fiscal Year ended September 30, 2014 and the report of Crowe Horwath
in connection therewith, dated March 30, 2015, 2015, are included in APPENDIX C to this Official
Statement as part of the public records of the Agency. Such financial statements and reports contain
information relating to the City and the Agency.
The consent of Crowe Horwath was not requested for the reproduction of its audit reports 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 2015 Bonds.
RATINGS
[Moody's Investors Service, Inc. ("Moody's") and S&P are expected to assign ratings of o'_,"
witha,,-out1ook,,'and..-,,,withaoutlook,,'respectively,totheSeries2015
Bonds insured by the Bond Insurance Policy, with the understanding that upon delivery of such Series
2015 Bonds the Bond Insurance Policy insuring the payments, when due, of the principal of and interest
on such Series 2015 Bonds will be issued by the Bond Insurer. See "MTINICIPAL BOND INSURANCE"
herein. ln addition, Moody's has assigned to the Series 2015 Bonds a rating of "-," with a
outlook," and S&P has assigned a rating of "-," with a "outlook," each
without regard to the issuance of the Bond Insurance Policy.l Such ratings and outlooks reflect the view
of such organizations. An explanation of the significance of such ratings and outlooks may be obtained
only from Moody's and S&P, respectively. An explanation of the rating and outlook assigned by Moody's
may be obtained from Moody's at7 World Trade Center, 250 Greenwich Street, 23d 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, 38ft Floor, New York, New York 10041, (212) 438-2124.
There is no assurance that the rating and outlook provided by Moody's and S&P, respectively, 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 such downward revision or
withdrawal of such ratings or outlooks may have an adverse effect on the market price of the Series 201 5
Bonds.
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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 2015 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 2015 Bonds.
UNDERWRITING
The Series 2015 Bonds are being purchased by Morgan Stanley & Co. LLC, Wells Fargo Bank,
National Association, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Raymond James & Associates,
Inc. and Loop Capital Markets LLC (collectively, the "Underwriters"), subject to certain terms and
conditions set forth in the purchase contract between the Agency and the Underwriters, including the
delivery of opinions on certain legal matters relating to the issuance of the Series 2015 Bonds by Bond
Counsel and the existence of no material adverse change in the condition of the Agency from that set forth
in the Official Statement.
The Series 2015 Bonds are being purchased at a purchase price of $(which
represents the $principal amount of the Series 2015 Bonds, [plus / minus a net
original issue premium / discount of $_,1 minus an Underwriters' discount of
$ ). The Series 2015 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 2015 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.
Morgan Stanley, parent company of Morgan Stanley & Co. LLC, the senior managing underwriter
of the Series 2015 Bonds, has entered into a retail distribution arrangement with its affiliate Morgan
Stanley Smith Bamey LLC. As part of the distribution arrangement, Morgan Stanley & Co. LLC may
distribute municipal securities to retail investors through the financial advisor network of Morgan Stanley
Smith Barney LLC. As part of this arrangement, Morgan Stanley & Co. LLC may compensate Morgan
Stanley Smith Barney LLC for its selling efforts with respect to the Series 2015 Bonds.
Wells Fargo Securities is the trade name for certain securities-related capital markets and
investment banking services of Wells Fargo & Company and its subsidiaries, including Wells Fargo Bank,
National Association. Wells Fargo Bank, National Association ("WFBNA"), one of the underwriters of
the Series 2015 Bonds, has entered into an agreement (the "Distribution Agreement") with its affiliate,
Wells Fargo Advisors, LLC (.'WFA"), for the distribution of certain municipal securities offerings,
including the Series 2015 Bonds. Pursuant to the Distribution Agreement, WFBNA will share a portion
of its underwriting or remarketing agent compensation, as applicable, with respect to the Series 2015
Bonds with WFA. WFBNA also utilizes the distribution capabilities of its affiliate, Wells Fargo
Securities, LLC ("WFSLLC"), for the distribution of municipal securities offerings, including the Series
2015 Bonds. In connection with utilizing the distribution capabilities of WFSLLC, WFBNA pays a
portion of WFSLLC's expenses based on its municipal securities transactions. WFBNA, WFSLLC and
WFA are each wholly-owned subsidiaries of Wells Fargo & Company. Certain subsidiaries of Wells
Fargo & Company (parent company of Wells Fargo Bank, National Association), have provided, from time
to time, investment banking services, commercial banking services or advisory services to the Agency, for
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which they have received customary compensation. Wells Fargo & Company or its subsidiaries may, from
time to time, engage in transactions with and perform services for the Agency in the ordinary course of
their respective businesses.
The Underwriters and their respective affiliates are full service financial institutions engaged in
various activities, which may include sales and trading, commercial and investment banking, advisory,
investment management, investment research, principal investment, hedging, market making, brokerage
and other financial and non-financial activities and services. In the course of their various business
activities, the Underwriters and their respective affiliates, officers, directors and employees may purchase,
sell or hold a broad array of investments and actively trade securities, derivatives, loans, commodities,
currencies, credit default swaps and other financial instruments for their own account and for the accounts
of their customers, and such investment and trading activities may involve or relate to assets, securities
and/or instruments of the Agency (directly, as collateral securing other obligations or otherwise) and/or
persons and entities with relationships with the Agency. The Underwriters and their respective affiliates
may also communicate independent investment recommendations, market color or trading ideas and/or
publish or express independent research views in respect of such assets, securities or instruments and may
at arly time hold, or recommend to clients that they should acquire, long and./or short positions in such
assets, securities and instruments.
The Underwriters, respectively, may have entered into agreements with other broker- dealers (that
have not been designated by the City as Underwriters) for the distribution of the Series 2015 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.
VERIFICATION OF MATHEMATICAL COMPUTATIONS
The arithmetical accuracy of certain computations included in the schedules provided by Morgan
Stanley & Co. LLC relating to the computation of forecasted receipts of principal and interest on the
Government Obligations and uninvested cash to pay and redeem the Outstanding Prior Bonds and
supporting the conclusion of Bond Counsel that the Series 2015 Bonds do not constitute "arbitrage bonds"
under Section 148 of the Internal Revenue Code of 1986, as amended, was verified by Integrity Public
Finance Consulting LLC, Jacksonville, Florida, as the Verification Agent. Such computations were based
solely upon assumptions and information supplied by Morgan Stanley & Co. LLC
The Verification Agent has restricted its procedures to examining the arithmetical accuracy of
certain computations included in the schedules provided by Morgan Stanley & Co. LLC. The Verification
Agent has not made any study or evaluation of the assumptions and information upon which the
computations are based and, accordingly, has not expressed an opinion on the data used, the
reasonableness of the assumptions, or the achievability of the forecasted results.
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 2015 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 ofthe Series 2015 Bonds.
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DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS
Section 5 17.05 I , Florida Statutes, and Rule 38400.003, Florida Administrative Code, requires the
Agency 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 Agency. Rule 3E400.003 further provides,
however, that if the Agency in good faith believes that such disclosure would not be considered material
by reasonable investors, such disclosure may be omitted. The Agency is not in default and has not been
in default since December 31,1975 in the payment of principal or interest with respect to any obligations
issued or guaranteed by the Agency that would be considered material to a reasonable investor.
AUTHORIZATION CONCERNING OFFICIAL STATEMENT
The delivery of this Official Statement has been duly authorizedby the members of the Agency.
At the time of the delivery of the Series 2015 Bonds, the Chairman of the Agency and the Executive
Director of the Agency 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 2015 Bonds, contains an untrue statement of a material fact or 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 Agency's
expense, on a timely basis.
CONCLUDING STATEMENT
All information included in this Official Statement has been provided by the Agency, 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 Agency, 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 Chairman and the Executive
Director of the Miami Beach Redevelopment Agency.
MIAMI BEACH REDEVELOPMENT AGENCY
PHILIP LEVINE, Charrman
52
JIMMY L. MORALES, Executive Director
1233
APPENDIXA
General Information and Economic Data
Regarding the City of Miami Beach, Florida
and Miami-Dade County, Florida
1234
GENERAL INFORMATION REGARDING
THE CITY OF MIAMI BEACH
AND MIAMI-DADE COUNTY, FLORIDA
The following information pertaining to the City of Miami Beach, Florida (the "City") and Miami-
Dade County, Florida (the "County") is set forth for purposes of providing background information only.
The Series 2015 Bonds are payable only from the Trust Fund Revenues and other amounts constituting
Pledged Funds, as defined in this Official Statement. The Series 2015 Bonds do not constitute a debt,
liability or obligation or a pledge of the faith, credit or taxing power of the City, the County, the State of
Florida, or any political subdivision thereof.
INTRODUCTION
The City
The City is located on a barrier island surrounded by the Atlantic Ocean to the east and Biscayne
Bay to the west. The City comprises seven (7) square miles of land area and ten (10) square miles of
Biscayne Bay. The City is connected to the mainland by four (4) causeways.
The climate of the City is tropical, with an average annual temperature of 75 degrees Fahrenheit,
24 degrees Celsius. The City is the home of the Art Deco Historic District, consisting of one of the
greatest concentrations of Art Deco architecture in the United States. Within the Art Deco Historic
District is the world famous Ocean Drive, which has been called the 'oRiviera" of Florida. The economy
of the area is based on tourism. For Fiscal Year 2014, hotel, food and beverage sales accounted for an
estimated $2.2 billion in sales within the City. The demographics of the City have drastically changed
over the last thirty-five (35) years. In the 1980 Census, the average age of the City's population was 65.3
years old. That average declined to 43.7 years of age by the 2000 Census and to 40.3 years of age by the
2010 Census. After the significant changes between 1980 and 2010, the City's demographics are
beginning to stabilize with a younger, more affluent population. Based on information provided by the
U.S. Census Bureau for 2013 (the most recent year for which City estimates are currently available from
the U.S. Census Bureau), the median age in the City was estimated to be 39.3 years of age and the median
family income was estimated to be $52,576.
The County
The County is the largest county in the southeastern United States in terms of population and one
of the largest in terms of land area. The County consists of 2,209 square miles of land area. The
population of the County is clustered mainly along the coastal, eastern areas, with the western area of the
County comprising a part of the Ftorida Everglades. The County was created on January 18, 1836 under
the Territorial Act of the United States. It included the land area now forming Palm Beach and Broward
Counties, together with the land area of the present Miami-Dade County. In 1909, Palm Beach County
was established from the northem portion of what was then Dade County. In 1915, Palm Beach County
and then Dade County contributed nearly equal portions of land to create what is now Broward County.
There have been no significant boundary changes to the County since 1915. There are thirty-five (35)
incorporated municipalities in the County and the County serves as a municipal government for its
unincorporated areas. In addition to the City, the municipalities in the County include the cities of Miami,
Hialeah and Coral Gables.
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POPULATION
The U.S. Census Bureau estimated the population of the City and of the County to be 91,026 and
2,64l,866,respectively,in20l3. For2014,thepopulationintheCountyisestimatedtobe2,662,ST4.
The U.S. Census Bureau population estimates for the City for 2014have not been released. Projections
by the Nielsen Company, a leading provider of demographic and economic data, provide for the City's
population to grow to 96,484 by the year 2020. Set forth below are general population statistics for the
City and the County and age data relating to the City's population growth.
Population, City of Miami Beach
and Miami-Dade County 1980 -2014
City of Miami-Dade
Calendar Year Miami Beach Percent Change Co@
1980
1990
2000
2010
2013*
2014*
96,298
92,639
87,933
87,779
91,026
N/A
10.60/0
(3.8)
(s.3 )
(0.1)
0.4
1,625,598
1,937,094
2,260,000
2,496,435
2,641,866
2,662,874
28.2%
19.2
16.'7
10.5
5.8
6.7
Source: U.S. Department of Commerce, Bureau of Census'
* Estimated as of July l,2Ol3 for City population and as of July l, 2014 for County population. Population
estimates for the City for 2014 are not yet available.
Population Breakdown
City of Miami Beach, 1990 - 2013
Age Group 1990 2010 20t3*2000
Under 18
l8 and over
2l and over
65 and over
Median Age:
13.4%
86.6
84.1
19.2
39.0
Bureau ofCensus.
information is available.
t4.2%
8s.8
83. l
23.4
44.5
12.8%
87.2
84.9
16.2
40.3
15.6%
84.4
82.1
16.0
39.3
Source: U.S. Department of Commerce,
* 2013 is the most recent year for which
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1236
GOVERNMENT
The City was incorporated as a municipal corporation on March 26, 1915. The City operates
under a Commissior/City Manager form of govemment. The City Commission consists of the Mayor and
six (6) Commissioners who serve as the policy-making body of the City. Authority is vested in the City
Commission to enact ordinances, hold public hearings, approve contracts, establish the City's budget and
tax assessments, and authorize construction of all public improvements.
The Mayor and City Commission are elected on a citywide, nonpartisan basis. Elections are held
in odd numbered years, with the Mayor elected to serve two-year terms with a limit of three (3)
consecutive terms. Commissioners are elected to serve four-year terms with a limit of two (2) consecutive
terms. City Commission terms are staggered so that not all Commissioners are up for re-election at the
same time. On a rotating basis, the City Commission selects one (l) of its members to serve as Vice
Mayor for a three-month term. The Mayor, who is the presiding officer at City Commission meetings,
may vote on all matters that come before the City Commission, but has no power of veto. The City
Commission appoints the City Manager, the City Attorney and the City Clerk. All other department heads
are appointed by the City Manager, with the consent of the City Commission.
The City Manager is vested with the responsibility to ensure that policies, directives, resolutions,
and ordinances adopted by the City Commission are enforced and implemented. As the City's Chief
Executive Officer, the City Manager is responsible for providing executive level leadership, vision and
guidance to the organizatiorr,providing recommendations to the City Commission and implementing policy
directives in an efficient and effective manner. In addition, the City Manager is responsible for the daily
operations of the City, preparing and administering the budget, planning the development of the City,
supervising City employees, interacting with citizen groups and other units of government, and is otherwise
responsible for the health, safety, and welfare of the residents of and visitors to the City. With the
exception of the City Attomey's Office and the City Clerk's Office, the City Manager has the power to
appoint or remove all heads of the various departments of the City.
SCOPE OF SERVICES
The City provides a full range of municipal services, including police and fire protection,
recreational activities, parks, cultural events, sanitation services, water, sewer and storm water services,
neighborhood and community services, and the construction and maintenance of streets and infrastructure.
ECONOMIC AND DEMOGRAPHIC DATA
Family Income
The estimated median family income for the City has been consistently higher than the median
family income for the County. During the last five years, the median family income for the City has
ranged from being g.6Yohigher than the median family income for the County in 2010 to being 20.7%
higher in 2011.
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Estimated Median Family Incomes, 2009 - 2013(t)
City of Miami-Dade
Calendar Year Miami Beach Percent Change Countv Percent Change
2009
2010
20tt
20t2
20l3Q)
$54,643
50,758
57,318
56,457
52,576
2.3%
(7.r)
12.9
(l.s)
(6.e)
$47,697
46,126
46,577
47,382
46,904
(7.8)%
(3.3)
1.0
1.7
(1.0)
Source: U.S. Department of Commerce, Bureau of Census.
(l) Amounts are presented in dollars, adjusted for inflation.
(2) 2013 is the most recent year for which information is available.
Per Capita Personal Income
Between 2009 and 2013, the estimated per capita personal income for the County increased by 12.9
percent, from $35,329 in 2009 to $39,880 in 2013. Such increase is slightly higher than the rate of growth
in the State of Florida, which experienced a per capita personal income growth rate of approximately 1l.l
percent during the same period, and generally consistent with the rate of growth in the United States,
which experienced a per capita personal income growth rate of approximately I 3.7 percent during the same
period.
Per Capita Personal Income, 2009 - 2013(r)
Miami-Dade State of
Year(2) Countv % of U.S. Florida % of U.S. United States
2009
2010
20ll
20t2
2013€)
$35,329
36,592
38,242
39,467
39,880
89.7%
91.2
90.3
89.3
89. I
$37,350
38,478
40,215
44,041
41,497
94.8%
95.8
95.0
92.9
92.7
$39,379
40,144
42,332
44,200
44,765
Source: U.S. Department of Commerce, Bureau of Economic Analysis/Regional Economic Information System.
(1) Information provided as of the last available update, dated November 20,2014.
(2) Estimates for 2013 are new estimates. Amounts for 2009 through 2012 are revised from estimates previously
provided for such years.
(3) 2013 is the most recent year for which information is available.
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1238
EMPLOYMENT
The fotlowing tables provide information relating to the City's labor force and the principal
employers in the County for the fiscal year ended September 30, 2014 and comparative data for the fiscal
year ended September 30, 2005.
City of Miami Beach Employment 2009 - 2014*
[.abor Force 2009 2010 20ll 2012 2013 2014
Labor Force Employed
Labor Force Unemployed
Total Labor Force
Unemployment Rate
42,447
4,315
46,762
9.2%
44,129
4,088
48,217
8.s%
46,295
)rzJ I
49,532
6.5%
46,992
3,042
50,034
6.1%
47,630 49,191
2,477 2,344
50,107 51,535
4.9% 4.5%
Source: U.S. Departrnent of Labor, Bureau of Labor Statistics
* Data provided for December of each year.
subject to change.
Data for years 2010 to 2014 represents provisional data, which
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1239
Miami-Dade County
Ten Largest Public Employers
20r4 2005
Emplovers
Miami-Dade County Public Schools
Miami-Dade County
Federal Government
Florida State Government
Jackson Health System
City of Miami
Florida International University
Homestead Air Force Base
Miami VA Medical Center
Miami-Dade College
City of Miami Beach
TOTAL
Percentage
of Total
County
Rank Emplovment
I 2.74%
2 2.08
3 1.57
4 1.40
5 0.80
6 0.33
7 0.29
I 0.27
9 0.20
l0 0.20
Emplovees Rank
54,387 I
32,265 2
20,100 3
18,900 4
11,700 5
3,954 8
5,000 7
2,018 9
7,500 6
1.839 l0
)s7.633.
Emplovees
33,477
25,502
19,200
1 7,1 00
9,',797
3,997
3,534
3,250
2,500
2,390
t20.747 9.88%
Source: City of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014.
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Employers
University of Miami
Baptist Health South Florida
American Airlines
Carnival Cruise Lines
Miami Children's Hospital
Mount Sinai Medical Center
Florida Power & Light Co.
Royal Caribbean International
Wells Fargo Bank
Bank of America Merrill Lynch
United Parcel Service
Bellsouth
Winn-Dixie Stores
Precision Response Corporation
Publix Super Markets
Burdines-Macy's
TOTAL
Miami-Dade County
Ten Largest Private Employers
2014 200s
Employees Rank
9,079 2
10,300 I
9,000 3
3,665 9
Emplovees
12,818
I1,353
I 1,031
3,500
3,500
3,321
3,011
2,989
2,050
2,000
Percentage
of Total
County
Emplovment
t.0s%
0.93
0.90
0.29
0.29
0.27
0.25
0.24
0.17
0.16
5,000
4,800
4,616
4,196
4,000
3.368
58.0U"
Rank
I
2
3
4
5
6
7
8
9
l0
4
5
6
7
8
l0
55.573 4.55%
Source: Cify of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30,2014.
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BUILDING PERMITS
The following is a calculation of the total value of the Building Permits issued by the City during
the past ten (10) years.
City of Miami Beach, Florida
Value of Building Permits Issued
Fiscal Years 2005 - 2014
Fiscal Year
Ended
Sentember 30. Number of Permits Total Value
2005
2006
2007
2008
2009
20r0
20ll
2012
2013
2014
12,837
12,226
12,729
I 1,056
10,277
10,188
I 1,159
12,580
13,898
13,972
$ l,23s,909,l5l
1,177,266,348
I,165,346,1 l8
1,109,923,131
567,660,721
299,508,078
373,852,763
417,811,132
506,646,472
gl8,83I,235
Source: City of Miami Beach Building Department.
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PROPERTY TAXES
The following table summarizes the direct and overlapping tax (millage) rates for the past ten (10)
years. The table reflects the fact that, except during the years when millage rates needed to increase in
response to the significant reduction in assessed values experienced throughout Florida and the United
States during the economic downturn, millage rates in the City have generally decreased during the past
ten (10) years.
City of Miami Beach, Florida
Direct and Overlapping Tax Rates
($1 per $1,000 of Assessed Value)
Fiscal Years 2005 - 2014
City of Miami Beach
Direct Rates Overlaooine Rates
Tax Roll Fiscal Year Debt Total School
Year as of Ended Operating Service Direct District County State
January I September 30 Millage Millage Millage Millage Millage Millage Total
2005
2006
2007
2008
2009
2010
20ll
2012
2013
2014
2006
2007
2008
2009
2010
20tt
2012
2013
20t4
2015
7.4810
7.3740
5.6555
5.6555
5.6555
6.2155
6. l 655
6.0909
5.8634
5.7942
0.s920
0.2990
0.2415
0.2375
0.2568
0.2870
0.2884
0.2568
0.2s29
0.229s
8.0730
7.6730
s.8970
s.8930
5.9123
6.s02s
6.4539
6.3477
6.1 I 63
6.0237
8.4380
8.1050
7.9480
7.7970
7.9950
8.2490
8.0050
7.9980
7.9770
7.9740
7.0348
6.8083
5.6711
5.9263
6.0051
6.6s65
5.7695
5.6610
s.7980
s.9009
0.7355 24.2813
0.7355 23.3218
0.6585 20.1746
0.6s85 20.2748
0.6585 20.5709
0.6s8s 22.066s
0.4708 20.6992
0.4634 20.470t
0.4455 20.3368
0.4187 20.3173
Source: Cify of Miami Beach Comprehensive Annual Financial Report for the Fiscal Year ended September 30, 2014 and
Miami-Dade County Property Appraiser's Millage Tables.
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1243
The following table summarizes the tax levies and collections in the City for the past ten (10) years.
City of Miami Beach, Florida
Property Tax Levies and Collections
Fiscal Years 2005 - 2014
Tax Roll Fiscal Year Taxes
Year as of Ended Levied for
Januarv 1 Seotember 30 Fiscal Year
Collected within
Fiscal Year of Lew
colections
in
Percentage Subsequent
Amount of Levy Years
Total Collections to Date
Percentage
Amount of Levy
2004
200s
2006
2007
2008
2009
2010
20tl
2012
20t3
2005
2006
2007
2008
2009
2010
20tt
2012
2013
2014
$110,739,1s3
135,910,285
165,759,439
150,418,073
150,588,328
138,703,567
136,549,286
134,753,401
139,133,369
143,266,670
$ 97,731,071
132,487,342
163,120,484
145,433,238
144,321,499
131,355,903
128,719,932
129,572,373
134,848,787
r4r,55r,552
88.25% $1,086,183
97.48 1,814,064
98.41 2,145,835
96.69 4,646,716
95.84 4,633,049
94.70 3,550,990
94.27 290,254
96.t6 125,152
95.62 3,403,910
97.s3 N/A
$ 98,817,254 89.23%
134,30r,406 98.82
165,266,319 99.70
150,079,954 99.78
t48,954,548 98.92
134,906,893 97 .26
129,010,186 94.48
t29,697,525 96.25
138,252,697 99.37
141,551,552 98.80
Source: City of Miami Beach Comprehensive Annual Financial
Miami-Dade County Property Appraiser's Office.
Report for the Fiscal Year ended September 30,2014 and
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The following tables summarize the ten (10) largest taxpayers in the City, the type of property
owned by such taxpayers and the assessed value of such property for the Fiscal Year ended September
30,2014 and, for comparison, for the Fiscal Year ended September 30, 2005.
City of Miami Beach
Ten Largest Taxpayers
Fiscal Year 2014
Percentage of
City's Certified
Taxable
Assessed ValueTaxpayer
Fountainbleau Florida Hotel LLC
MB Redevelopment Inc. / Loews Hotel
2201 Collins Fee LLC
Florida Power & Light Company
Di Lido Beach Hotel Corp.
2377 Collins Resort LP
VCP Lincoln Road LLC
Eden Roc LLP
MCZ lCentrum Flamingo II LLC
MCZ lCentrum Flamingo III LLC
TOTAL
Twe of Propertv
Hotel
Hotel
Apartments
Industrial
Hotel
Hotel
Retail
Hotel
Apartments
Apartments
Taxable
Assessed
Value
s 327,513,062
229,900,000
200,811,436
186,802,731
l r2,860,000
110,925,385
98,000,000
97,429,200
95,s90,000
79.860.000
$1139-69.!3!4
r.33%
0.93
0.81
0.76
0.46
0.45
0.40
0.40
0.39
0.32
625%
Source: 2013 Miami-Dade County, Florida Ad Valorem Assessment Roll for the City of Miami Beach and City
of Miami Beach, Florida Comprehensive Annual Financial Report for the Fiscal Year Ended September
30,2014.
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A-l I
1245
Taxpayer
Loews Miami Beach Hotel
Morton Towers
Fountainbleau Hotel
Sandy Lane Residential LLC
Di Lido Beach Hotel Corp.
Eden Roc Acquisition LP
Shore Club
Morton Towers Expansion
South Gate Apartments
2201 Collins Fee LLC
City of Miami Beach
Ten Largest Taxpayers
Fiscal Year 2005
Tvpe of Propertv
Hotel
Apartments
Hotel
Hotel
Hotel
Hotel
Hotel
Apartments
Apartments
Apartments
Taxable
Assessed
Value
$143,400,000
I10,675,000
104,449,118
72,230,700
61,900,000
49,500,000
48,500,000
48,325,000
48,000,000
44,583.667
$731563.48s.
Percentage of
City's Certified
Taxable
Assessed Value
1.02%
0.79
0.74
0.51
0.44
0.35
0.35
0.34
0.34
0.32
s20%TOTAL
Source: 2004 Miami-Dade County, Florida Ad Valorem Assessment Roll for the City of Miami Beach and City
of Miami Beach, Florida Comprehensive Annual Financial Report for the Fiscal Year Ended September
30,2014.
LOCAL ECONOMY
Tourism is the largest sector of the City's economy, with over $2.2 billion in direct tourist
spending on hotel, food and beverage, and constitutes a large portion of the City's $l billion retail
marketplace. ln Fiscal Year 2013, the City's hotels hosted more than 5 million overnight visitors, and
approximately 7 million tourists visited South Beach and the Art Deco Historic district. Results reported
for Fiscal Year 2014 evidence a continued upward trend.
Hotel room sales in the City for Fiscal Year 2014 increased by 7% from Fiscal Year 2013,
following thegYo increase a year earlier, demonstrating the continued strength of the City's lodging market
and its major role in the robust tourist economy of South Florida. The City's hotel room occupancy rates
remained stable in Fiscal Year 2014 at77o/o, as was the case in Fiscal Year 2013, reflecting continued
absorption of an inventory of hotel rooms that has increased significantly in recent years, from 13,506
rooms at the beginning of 2008 to 17,751 in20l4. This additional inventory has provided the City with
additional hotel room resources and product that is expected to continue to attract future visitors to and
investment in the City. Evidence of the strength of the local economy is the fact that, with the exception
of a de minimis 1% decline in the first quarter of 2008, hotel room demand has increased every quarter
from the third quarter of 2007 through the fourth quarter of 2014.
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1246
The City is also a regional destination, with approximately 7 to 9 million day trips by residents
of the surrounding area, making it one of the most popular destinations in Florida. However, in recent
years, the City has diversified beyond its traditional tourism based economy to become a leading multi-
industry business center, with entertainment, health care, culture, and professional services industries. The
City serves as host for several major television shows, including Bum Notice (USA), Magic City (Starz)
and Ballers (HBO), and has been the host for several recent feature productions, including Iron Man 3,
Step Up Revolution, Pain & Gain and Ride Along 2. In addition, the City hosted the inaugural eMerge
Americas Conference, showcasing the best and brightest technology innovators and entrepreneurs,
including Rokk3rlabs, a tech hub that is based in the City. In December 2014, the world's most
prestigious art fair, Art Basel, based in Switzerland, celebrated the thirteenth anniversary of its Miami
Beach exhibition. Over 250 of the world's leading art galleries participate in Art Basel Miami Beach and
an estimated 73,000 international visitors attended the 2014 event. Art Basel Miami Beach has increased
in attendance and sales every year since inception.
Retail tenants continue to open locations and expand in the City, joining established operations,
such as Armani Exchange, Kenneth Cole, Urban Outfitters, Diesel, Nicole Miller, Forever 21, H&M and
Gap, which recently opened its new two story location in the City. New retailers that joined the Miami
Beach market in20l4 included Athleta & Intermix, with Lululemon,Zadiqand Voltaire and Kiko Milano
scheduled to join in 2015. As of September 30 2014, Class A office space in prime locations continues
to generate interest, with a vacancy rate at the low level of approximately 9.9%. Such office space is
anchored by corporate tenants, such as LNR Property Corporation, Terranova, and Benetton.
Although there are factors beyond the City's control that have impacted the production of
entertainment projects, the entertainment industry continues as an important part of the City's economy.
The City remains a key location for the production of movies, fashion campaigns and television series.
Many international talent and model agencies have established and continue operations in the City and the
City continues to grow as an international destination for major events. In addition to Art Basel Miami
Beach, Design Miami, the South Beach Food and Wine Festival, the Miami lnternational Auto Show, the
South Beach Comedy Festival, the Miami Beach International Boat Show and the Winter Music
Conference continue to provide a strong base for the special events, meeting and trade show segment of
the City's economy.
The City also remains a leader in the real estate industry, as the median price of homes and
condominiums continued to stabilize through 2014. Development in the City continues to grow,
specifically in North Beach, at area historically overlooked for significant proj ects by developers. Growth
management initiatives in the late 1990's resulted in more limited supply, somewhat reducing the exposure
of excess new residential inventory that was experienced in some other cities. Since the end of 2008, as
recessionary pressures eased on the economy, the City has experienced quarterly increases ofunits sold,
and a decline in the number of condominium units for sale, from over 4,000 in early 2008, to 1,470 in
December 2013. In 2014 however, due to rising prices and a strengthening dollar, the sales velocity of
the market has eased, with the condo listing inventory increasing to 3,409 in 2014 from record lows in
2013.
MIAMI BEACH VISITOR AND CONVENTION ACTIVITY
Miami-Dade County and the Miami Beach Convention Center host a large number of conventions
and the City welcomes a large number of overnight visitors each year. Set forth below is information
relating to convention center attendance and overnight visitor activity.
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1247
City of Miami Beach, Florida
Convention Center Attendance and Overnight Visitors
Fiscal Years 2005 - 2014
Convention Center Overnight Total Ovemight
Fiscal Year Attendance Visitors Visitor Spending
2005
2006
2007
2008
2009
20r0
201 I
2012
2013
2014
N/A
649,671
707,133
889,695
632,700
708,875
661,625
661,327
589,663
737,954
5,300,000
5,143,740
4,894,053
4,863,569
5,393,091
5,558,408
5,539,010
s,841,612
5,697,053
6,961,200
$ 7,200,000,000
7,889,608,756
7,344,719,992
7,468,633,814
7,524,151,558
8,104,378,579
8,088,739,484
9,201,340,602
10,614,159,967
10,500,000,000
Source: City of Miami Beach Finance Department.
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Tourism and Visitor Activity
Domestic and International Overnight Visitors
Miami-Dade County Fiscal Years 2010 - 2014
(in 000)
Fiscal Year Ended September 30.
Oriein 2010 20ll 2012 2013 2014
Domestic Regions
Northeast
Southern
Midwest
Western
Total Domestic Visitors
International Regions
South America
Caribbean
Central America
Europe
Canada
Other Intemational Regions
Total International Visitors
Total Overnight Visitors
Expenditures*
Domestic Ovemight Visitors
International Overnight Visitors
Total Expenditures
3,196.0
1,568.5
1,220.6
558.9
6,948.s
2,836.8
688.5
525.r
1,306.5
587.4
I15.8
6.060.1
p.604r
s 6,484.7
12.428.6
$l&913.3
3,362.1
1,700.1
1,291.2
595. I
6.948.5
3,182.9
702.8
537.6
1,324.7
627.9
119.8
6,495.7
13.4442
$ 7,088.7
14,528.6
$W
3,423.2
1,750.6
1,300.9
600.2
7.074.9
3,435.6
718.8
550. I
1,364.4
640.5
120.3
6.833.',l
13.e08.6
$ 7,482.3
I 5. I 83.0
$W
3,401.4
1,781.0
1,263.6
641_2
7.087.2
3,737.1
719.2
561.5
1,332.4
660.6
120.9
7 ,131.7
142r89
$ 7,839.9
t5,954.1
$ru
3,520.1
1,833.1
1,270.8
679.2
7.303.2
3,659.0
'755.0
595.3
1,430.2
689.7
130.7
7.260.0
t4.5632
$ 8,206.3
t6,528.2
$243345
Source: Greater Miami Convention and Visitors Bureau,
* Average Daily Expenditures.
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1249
Overnight Visitors by Region
Fiscal Years 20f0 - 2014*
Fiscal Year Ended September 30,
Resion 2010 20ll 2012 2013 2014
Miami Beach
Downtown Miami
Airport Area
North Miami-Dade/Sunny Isle
South Miami-Dade
Coral Gables
Key Biscayne
Coconut Grove
Doral
Total
44.t%
18.7
13.8
9.5
5.8
5.4
2.5
1.3
N/A
100%
4t.zvo
21.7
13.0
9.8
r00%
42.0Yo
17.6
17.2
10.0
5.0
4.9
2.7
0.9
0.7
100%
43.2%
18.1
16.5
r0.8
4.7
4.2
1.3
0.5
0.9
r00%
47.8%
19.2
12.8
8.8
3.9
3.9
1.5
1.5
J.J
r00%
5.8
5.7
2.4
0.8
0.7
Source: Greater Miami Convention and Visitors Bureau.
* Numbers may not add, due to rounding.
TRANSPORTATION
Surface Transportation
The County has a comprehensive transportation network designed to meet the needs of residents,
travelers and area businesses. The County's internal transportation system includes (i) Metrorail , a24.8
mile above-ground, electric rail system connecting South Miami-Dade and the City of Hialeah with the
downtown Miami and civic center areas; (ii) Metromover, a fully automated, 4.4 mile above-ground,
electric rail, double-loop people mover system that carries passengers around downtown Miami's central
business center, south to the Brickell Avenue business and international banking centers and north to the
Andrienne Arsht Performing Arts Center and Omni shopping center areas; and (iii) the County's Metrobus
system, which operates over approximately 29.3 million revenue miles per year and provides over 76.8
million passenger trips annually. The County also provides para-transit services to qualified elderly and
handicapped riders. The County's para-transit services supply over 1.68 million passenger trips annually.
In addition, cargo rail service is available from both Miami International Airport and the Port of Miami,
and Amtrak has a passenger station in the City of Miami. Tri-Rail, a 72-mile train system, links the City
of West Palm Beach, the Town of Boca Raton, the City of Fort Lauderdale, the City of Hollywood and
Miami Intemational Airport.
Miami International Airport
Miami International Airport is one of the busiest airports in the world for both passenger and cargo
traffic. It ranks twelfth (12ft) in the nation and twenty-fifth (259 in the world in passenger traffic and has
A-16
1250
the second highest international passenger traffic in the United States. The airport ranks third (3d) in the
nation and eleventh (11ft) in the world in tonnage of domestic and international cargo movement. During
Fiscal Year 2014 Miami International Airport handled 40,844,964 passengers and 2,187,943 tons of air
freight. More than 88 airlines serve Miami International Airport, flying passengers to more than 150
destinations around the globe.
Port of Miami
The Port of Miami, known as the "cruise capital of the world," is an island port that encompasses
649 acres of land. It is the world's largest multi-day cruise port and is operated by the Seaport
Department of Miami-Dade County. Embarkations and debarkations on cruise ships totaled over 4.7
mitlion passengers at the Port of Miami during Fiscal Year 2014. The Port of Miami is currently home
to twenty-eight (28) cruise ships that operate throughout the year. Such ships, owned by eight (8) separate
cruise ship companies, include some of the largest cruise ships in the world.
The Port of Miami is also a hub for Caribbean and Latin American commerce. These countries
accounted for over one-half of the 7.6 million tons of cargo transferred through the Port of Miami during
Fiscal Year 2014. The Port of Miami has also expanded its relationships in the global community. As
a result, trade with the Far East, Asia and the Pacific coast accounted for almost 39%o of the total cargo
handled at the Port of Miami during Fiscal Year 2014.
In August 2014, access to the Port of Miami was increased by the opening of the PortMiami
Tunnel. The PorlMiani Tunnel consist of two (2) parallel tunnels (one in each direction) that travel
undemeath Biscayne Bay connecting MacArthur Causeway on Watson Island with the Port of Miami on
Dodge Island. The PortMiarui Tunnel provides direct access from highways I-95 and I-395, creating a
highly desired additional entrance to the Port of Miami and a major improvement in traffic flow in
downtown Miami. ThePortltliami Tunnel is expected to be a significant catalyst for future development
at the Port of Miami and in the downtown Miami area.
RECREATION
There are numerous parks and playgrounds in the City. Each park provides different amenities,
from tennis and bocce courts to swimming pools and tot lots, to Vita courses and barbecue pits. There
are four (4) Vita courses, t'wo (2) public swimming pools, and numerous tennis courts, including the Holtz
Tennis Stadium, which hosts championship, professional and amateur tournaments.
Offshore, the Gulf Stream provides a variety of game fish, while the Miami Beach Marina
provides an abundance of space to house boats as well as direct access to the Atlantic Ocean and the Gulf
Stream. The Marina is a private development on City owned, bay front land in the South Pointe area of
the City. Renovation has increased the number of boat slips to 388, making the Marina a first class
facility and the largest marina in the area.
In the north part of the City, the public can enjoy a leisurely sail in the quiet waters of Biscayne
Bay from the Miami Beach Sailport. The facility, though open to all ages, was specially designed to teach
young adults the basic art of sailing on small prams.
The City owns two (2) championship gotf courses that are open to the public. The two (2)
championship courses, Miami Beach Golf Course and Normandy, offer a clubhouse complete with a
restaurant, lounge and pro shop.
A-17
1251
APPENDIX B
Excerpts from Comprehensive Annual Financial Report
of the City of Miami Beach, Florida
for the Fiscal Year Ended September 30,2014
1252
APPENDIX C
Financial Report of the
Miami Beach Redevelopment Agency
(A Component Unit of the City of Miami Beach, Florida)
for the Fiscal Year Ended September 30,2014
1253
APPENDIX D
The Bond Resolution
1254
APPENDIX E
Proposed Form of Opinion of Bond Counsel
1255
APPENDIX F
Proposed Form of Opinion of Disclosure Counsel
1256
Board of Commissioners
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33139
Tax Increment Revenue and Revenue
Refunding Bonds, Taxable Series 2015A
(City Center/Historic Convention Village)
Ladies and Gentlemen:
MIAMI BEACII REDEVELOPMENT AGENCY
S
Date of Delivery
Tax Increment Revenue and Revenue
Refunding Bonds, Series 2015B
(City Center/Historic Convention Village)
We have served as Disclosure Counsel in connection with the issuance by the Miami Beach
Redevelopment Agency (the "Agency") of its $in aggregate principal amount of Tax
Increment Revenue and Revenue Refunding Bonds, Taxable Series 2015A (City Center/flistoric
Convention Village) (the "Series 2015,A. Bonds") and $in aggregate principal amount
of Tax Increment Revenue and Revenue Refunding Bonds, Series 20158 (City Center/Historic Convention
Village) (the "series 20158 Bonds" and, collectively with the Series 2015A Bonds, the "Series 2015
Bonds"). The Series 2015 Bonds are being issued with the terms, for the purposes and subject to the
conditions set forth in Resolution No. _-2015 adopted by the Chairman and members of the Board of
Commissioners of the Agency on October _, 2015 (the "Bond Resolution") and by Resolution No. 2015-
adopted by the Mayor and City Commission of the City of Miami Beach, Florida on October
-,2015, as described in the Official Statement dated November _, 2015 relating to the Series 2015 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 2015 Bonds. To the extent that the opinions expressed herein relate to
or are dependent upon the determination that the proceedings and actions related to the authorization,
issuance and sale of the Series 2015 Bonds are lawful and valid under the laws of the State of Florida,
or that the Series 2015 Bonds are valid and binding obligations of the Agency enforceable in accordance
with their terms, or that interest on the Series 20158 Bonds is excluded from the gross income of the
owners thereof for federal income tax purposes or that the Series 2015 Bonds and the interest thereon are
exempt from taxation under the laws of the State of Florida, 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 2015 Bonds was not to
estabtish 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 last sentence of this paragraph, the accuracy or
F-l
1257
Board of Commissioners
Miami Beach Redevelopment Agency
Date of Delivery
Page 2
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 statements. As your counsel, we have participated in the preparation of the Official Statement and
in discussions and conferences with officials of the Agency, Bond Counsel for the Agency, the Financial
Advisor for the Agency, the Underwriters and Greenberg Traurig, P.A., Miami, Florida, Counsel to the
Underwriters, in which the contents of the Official Statement and related matters were discussed.
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 Agency and the issuance
of the Series 2015 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 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 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 in order to make the statements therein, in light of the circumstances under which they were
made, not misleading.
We are also of the opinion that the continuing disclosure undertaking set forth in the Bond
Resolution and in the Disclosure Dissemination Agent Agreement of the Agency dated as of December
_,2015 and delivered at the closing for the Series 2015 Bonds, satisfies the requirements set forth in
Rule l5c2-12(bX5) of the United States Securities and Exchange Commission, as such requirements apply
to the issuance of the Series 2015 Bonds.
In reaching the conclusions expressed herein we have, with your concurrence, assumed and relied
on 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 with 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, which assumptions we have not
verified. As to questions of fact material to our opinions, 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.
This opinion may be relied upon by the Agency only, and only in connection with the transaction
to which reference is made above, and may not be used or relied upon by any other person for any purpose
whatsoever without our express prior written consent.
Respectfully submitted,
LAW OFFICES OF STEVE E. BULLOCK, P.A.
F-2
1258
APPENDIX G
Form of Disclosure Dissemination Agent Agreement
1259
[APPENDIX H
Form of Specimen Municipal Bond Insurance Policyl
1260
MIAMI BEACH REDEVELOPMENT AGENCY
Tax increment Revenue Bonds
Series 201 5
(City Center/Historic Convention Village)
BOND PURCHASE AGREEMENT
,2015
Board of Commissioners of the
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33139
Ladies and Gentlemen:
Morgan Stanley & Co. LLC (the "Senior Managing Underwriter"), acting on behalf of
itself and Wells Fargo Bank, National Association, Merrill Lynch, Pierce, Fenner & Smith
Incorporated, Raymond James & Associates, Inc. and Loop Capital Markets LLC (collectively,
with the Senior Managing Underwriter, the "Underwriters"), offer to enter into this Bond
Purchase Agreement (this "Purchase Agreement") with the Miami Beach Redevelopment
Agency (the "Agency"), for the sale by the Agency and the purchase by the Underwriters of the
Agency's $Tax Increment Revenue Bonds, Series 2015 (City Center/Historic
Convention Village) (the "Series 2015 Bonds"). This offer is made subject to acceptance by the
Agency 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 Agency and the Underwriters. If this offer is not so accepted, it is subject to
withdrawal by the Underwriters upon written notice delivered to the Agency 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." Capitalized 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
Agency, and the Agency hereby agrees to sell to the Underwriters all (but not less
1261
(b)
than all) of the Series 2015 Bonds for a purchase price equal to $
(which purchase price is the aggregate principal amount of the Series 2015 Bonds
ofS , plus/minus a net original issue premium/discount of
$-andlessanUnderwriters,discountof$).Thepurchase
price for the Series 2015 Bonds shall be payable to the Agency in immediately
available funds.
In connection with the execution of this Purchase Agreement, the Senior
Managing Underwriter, on behalf of the Underwriters, has delivered to the
Agency a wire transfer credited to the order of the Agency in immediately
available federal funds in the aggregate amount of _
Dollars ($_) (the "Good Faith Deposit"), which is being delivered to
the Agency on account of the purchase price of the Series 2015 Bonds and as
security for the performance by the Underwriters of their obligation to accept and
to pay for the Series 2015 Bonds. If the Agency does not accept this offer, the
Good Faith Deposit shall be immediately retumed to the Senior Managing
Underwriter by wire transfer credited to the order of the Senior Managing
Underwriter in the amount of the Good Faith Deposit, in federal funds to the
Senior Managing Underwriter. In the event the hereinafter defined Closing takes
place, the amount of the Good Faith Deposit shall be credited against the purchase
price of the Series 2015 Bonds pursuant to Section 1(a). In the event of the
Agency's failure to deliver the Series 2015 Bonds at the Closing, or if the Agency
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 Agency shall immediately wire to the Senior
Managing Underwriter in federal funds the Good Faith Deposit without interest,
and such wire shall constitute a full release and discharge of all claims by the
Underwriters against the Agency 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
2015 Bonds upon their tender by the Agency at the Closing, the amount of the
Good Faith Deposit shall be retained by the Agency 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
Agency 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.
The Series
Statutes, as
"Act"), and
2015-
2015 Bonds will be issued pursuant to Chapter 163,Part III, Florida
amended, and other applicable provisions of law (collectively, the
pursuant and subject to the terms and conditions of Resolution No.
(c)
adopted by the Board of Commissioners of the Agency (the
1262
(d)
"Commission") on , 2015 (the "Bond Resolution"). The Senes
2015 Bonds will be secured as provided in the Bond Resolution. The Series 2015
Bonds shall mature and have such other terms and provisions as are described on
Exhibit "B" hereto. Proceeds of the Series 2015 Bonds will provide funds,
together with other available funds, to (i) pay the costs of certain public
improvements in accordance with the Redevelopment Plan (as defined in the
Bond Resolution) and as described in Exhibit "A" of the Bond Resolution (the
"Series 2015 Redevelopment Project"), (ii) refund the Outstanding Prior Bonds,
as described in the Bond Resolution, (iii) fund the Debt Service Reserve Account,
and (iv) pay costs of issuance of the Series 2015 Bonds. It shall be a condition to
the obligation of the Agency to sell and deliver the Series 2015 Bonds to the
Underwriters, and to the obligation of the Underwriters to purchase and accept
delivery of the Series 2015 Bonds, that the entire aggregate principal amount of
the Series 2015 Bonds shall be sold and delivered by the Agency and accepted
and paid for by the Underwriters at the Closing.
The Underwriters agree to make a bona fide public offering of substantially all of
the Series 2015 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; provided, however, that the Undenvriters 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 2015 Bonds.
At the Closing, the Underwriters shall deliver to the Agency a certificate, in a
form acceptable to Bond Counsel, stating the facts of the sale of the Series 2015
Bonds in a manner such that the issue price can reasonably be established.
The Official Statement shall be provided for distribution, at the expense of the
Agency, 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 l5c2-12 (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
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.
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
(e)
(0
1263
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 Agency 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
Agency, 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 2015
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 Agency 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 Agency 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 2015
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 Agency, 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)(a) of
the Rule.
(g) The Agency hereby approves and authorizes the delivery and distribution of 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 Agency
prior to the Closing in connection with the public offering and sale of the Series
2015 Bonds.
SECTION 2.
The Agency represents and warrants to and agrees with the Underwriters as follows:
(a) The Bond Resolution was adopted 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 Agency has full right, power and authority to adopt the Bond
Resolution. On the date hereof, the Bond Resolution is, and, at the Closing shall
1264
(b)
be, in full force and effect, and no portions thereof have been or shall have been
supplemented, repealed, rescinded or revoked. The Bond Resolution constitutes
the legal, valid and binding obligation of the Agency, enforceable in accordance
with its terms. The Bond Resolution creates a lien upon and pledge of Pledged
Funds, for the payment of principal and interest on the Series 201 5 Bonds.
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 Agency 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 2015 Bonds, the Bond Resolution, the Escrow Deposit Agreements relating
to the refunding of the Prior Outstanding Bonds (the "Escrow Deposit
Agreements") and the Disclosure Dissemination Agent Agreement relating to the
Series 2015 Bonds (the "Continuing Disclosure Agreement") conform to the
descriptions thereof set forth in the Official Statement.
The Agency 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 Agency is a party or to which the Agency 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 Agency, including the
Agency's receipts of the Trust Fund Revenues (as defined in the Bond
Resolution) in the amount contemplated by the Official Statement; and the
execution and delivery of the Series 2015 Bonds, the Continuing Disclosure
Agreement, the Escrow Deposit Agreements and this Purchase Contract and the
adoption of the Bond Resolution, and compliance with the provisions on the
Agency'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, agreement or
other instrument to which the Agency is a party or to which the Agency 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 Agency under the terms of any such law,
(c)
1265
(d)
(e)
regulation or instrument, except as provided or permitted by the Series 2015
Bonds and the Bond Resolution.
As of its date, the Preliminary Official Statement was deemed "final" (except for
permitted omissions) by the Agency fbr purposes of paragraph (b)(1) of the Rule.
On the date hereof, the Commission is the governing body of the Agency and the
Agency is, and will be on the date of the Closing, duly organized and validly
existing as a community Redevelopment agency under the Act, with the power
and authority set forth therein.
The Agency has full right, power and authority to issue, sell and deliver the Series
2015 Bonds to the Underwriters as described herein; to provide funds to finance
the Series 2015 Redevelopment Project and to refinance the Outstanding Prior
Bonds; to enter into this Purchase Agreement, the Escrow Deposit Agreements
and the Continuing Disclosure Agreement (collectively, the "Bond Documents"),
to issue and deliver the Series 2015 Bonds as provided in this Purchase
Agreement and the Bond Resolution, to apply the proceeds of the sale of the
Series 2015 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.
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 2015 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 2015
Bonds. The Agency represents that it will have no bonds or other indebtedness
outstanding that are secured by the Pledged Funds, other than as described in the
Official Statement. All conditions and requirements of the Bond Resolution
relating to the issuance of the Series 2015 Bonds have been complied with or
fulfilled, or will be complied with or fulfilled on the date of Closing.
Since September 30, 2014, there has been no material adverse change in the
financial position, results of operations or condition, hnancial or otherwise, of the
Agency other than as disclosed in the Official Statement and the Agency 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.
No authortzation, approval, consent or license of any governmental body or
authority, not already obtained, is required for the valid and lawful execution and
delivery by the Agency of the Series 2015 Bonds, the Bond Documents, the
Official Statement, the adoption of the Bond Resolution, and the performance of
its obligations thereunder or as contemplated thereby; provided, however, that no
representation is made concerning compliance with the registration requirements
(0
(e)
(h)
(i)
1266
of the
states.
federal securities laws or the securities or Blue Sky laws of the various
The Agency 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.
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
Agency or the Commission, or the titles of the officers of the Agency or the
Commission to their respective offices; (ii) seeking to prohibit, restrain or enjoin
the sale, issuance or delivery of the Series 2015 Bonds or the collection of the
Trust Fund Revenues, pledged to pay the principal of and interest on the Series
2015 Bonds in the manner and to the extent provided in the Bond Resolution, or
the application of the proceeds of the Series 2015 Bonds or in which an
unfavorable decision, ruling or finding would materially adversely affect the
financial position of the Agency or the validity or enforceability of the Series
2015 Bonds, the Bond Resolution or the Bond Documents; (iii) contesting in any
way the completeness or accuracy of the Official Statement; (iv) adversely affect
the exclusion of interest on the Series 2015 Bonds from gross income for federal
income tax purposes; or (v) challenging the Agency's ownership or operation of
the Series 2015 Redevelopment Project or any Redevelopment Projects, nor, to
the best knowledge of the Agency, is there any basis therefor.
When duly executed and delivered, the Series 2015 Bonds, and the Bond
Documents will have been duly authorized, executed, issued and delivered and
will constitute valid and binding obligations of the Agency, 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.
The Agency 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
2015 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 2015 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 2015 Bonds; provided that the Agency will not be
required to qualify to do business or submit to service of process in any such
jurisdiction.
The Agency has not been notified of any listing or the proposed listing of the
Agency by the Internal Revenue Service as an issuer whose arbitrage
certifications may not be relied upon.
0)
(k)
(l)
(m)
(n)
1267
(o) Any certificate signed by any official of the Agency and delivered
Underwriters will be deemed to be a representation by the Agency
Underwriters as to the statements made therein.
(u)
The Agency will undertake, pursuant to the Continuing Disclosure Agreement, to
provide or cause to be provided to the MSRB certain annual financial information
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.
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
Agency and fairly present the financial condition and results of the operations of
the Agency at the dates and for the periods indicated.
The Agency will provide to the rating agencies rating the Series 2015 Bonds
appropriate periodic credit information necessary for maintaining the ratings on
the Series 2015 Bonds.
Except as disclosed in the Official Statement, within the last five (5) years, the
Agency 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 Agency has agreed to undertake continuing
disclosure obligations.
At the time of Closing, the Agency 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.
The Agency 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 2015 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.
No representation or warranty by the Agency in this Purchase Agreement, nor any
statement, certificate, document or exhibit fumished to or to be furnished by the
Agency pursuant to this Purchase Agreement contains, or will contain on the
Closing date, any untrue statement of material fact.
Between the date of this Purchase Agreement and the date of Closing, the Agency
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
Agency 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
to the
to the
(p)
(q)
(r)
(s)
(t)
(v)
(w)
1268
operations or condition, financial or otherwise, of the Agency, other than (i) as
contemplated by the Oftrcial Statement, or (ii) in the ordinary course of business.
SECTION 3.
On or before the acceptance by the Agency of this Purchase Agreement, the Underwriters
shall receive from the Agency certified copies of the Bond Resolution.
SECTION 4.
At l0:00 a.m. (Eastern Time) on ,2015, or at such earlier or later time or
date as the parties hereto mutually agree upon (the "Closing"), the Agency will cause to be
delivered to the Underwriters, at the offices of Squire Patton Boggs (US) LLP ("Bond Counsel"),
in the Agency 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
2015 Bonds, in the form of one typewritten, fully registered bond with a CUSIP identification
number thereon for each maturity of the Series 2015 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 2015 Bonds and pay the purchase price of the Series 2015 Bonds as set forth in
Section 1(a) of this Purchase Agreement.
SECTION 5.
The Underwriters have entered into this Purchase Agreement in reliance upon the
representations and agreements of the Agency herein and the performance by the Agency of its
obligations hereunder, both as of the date hereof and as of the date of Closing. The Agency'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 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 2015 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 2015 Bonds, dated
the date of Closing, substantially in the form attached to the Offrcial
Statement as Appendi* _, either addressed to the Underwriters and the
Agency or accompanied by a letter addressed to the Underwriters
indicating that it may rely on said opinion as if it were addressed to them;
1269
(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 statements in the Official Statement under the captions
["INTRODUCTION", "PURPOSE OF THE SERTES 2015 BONDS",
"THE SERIES 2015 BONDS" (except for information under the
subheading "Book-Entry Only System"), and "SECURITY FOR THE
SERIES 2015 BONDS" (except for the information under the
subheading "RESERVE ACCOUNT"),] and believe that, insofar as
such statements purport to summarize certain provisions of the Series
2015 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; and (C) the Series 2015 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");
the opinion of the Law Offices of Steve E. Bullock, P.A., Disclosure
Counsel to the Agency, dated the date of Closing and either addressed to
the Underwriters and the Agency 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 Agency and
the Underwriters, (i) to the effect that nothing has come to its attention
which leads it to believe that the Official Statement 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, (ii) the
Continuing Disclosure Agreement complies, in all material respects, with
the requirements of Rule 15(c)2-12(b)(5), and (iii) the Series 2015 Bonds
are exempt from the registration requirements of the 1933 Act and the
Bond Resolution is exempt from qualification under the 1939 Act;
the opinion of Raul Aguila, Esq., Counsel to the Agency, dated the date of
Closing and addressed to the Underwriters and the Agency, to the effect
that: (A) the Commission is the governing body of the Agency and the
Agency is validly existing as a public agency created 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 Agency has obtained all governmental
consents, approvals and authorizations necessary for execution and
delivery of the Bond Documents, for issuance of the Series 2015 Bonds
and for execution and delivery of the Official Statement and
consummation of the transactions contemplated thereby and hereby; (C)
the Agency has full legal right, power and authority to pledge and grant a
lien on the Trust Fund Revenues, for the security of the Series 2015 Bonds
on parity and equal status with any other Bonds issued pursuant to the
(iii)
(iv)
10
1270
Bond Resolution; (D) the Agency has duly adopted the Bond Resolution
and approved the form, execution, distribution and delivery of the Official
Statement and the other Bond Documents; (E) the Series 2015 Bonds and
the Bond Documents have each been duly authorized, executed and
delivered by the Agency and, assuming due authorization, execution and
delivery thereof by the other parties thereto, if any, each constitutes a valid
and binding agreement of the Agency, enforceable in accordance with its
terms; (F) the information in the Official Statement with respect to the
Agency (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
Agency, 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
Agency challenging the validity of the Series 2015 Bonds, the Bond
Resolution, the Bond Documents, or any of the transactions contemplated
thereby or by the Official Statement, or challenging the existence of the
Agency or the respective powers of the several offices of the officials of
the Agency or the titles of the officials holding their respective offices, or
challenging the Agency's ownership or operation of the Redevelopment
Projects or the pledge of the Trust Fund Revenues for the payment of the
Series 2015 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 2015 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 Agency a breach of or default under,
or result in the creation of a lien on any property of the Agency (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 Agency is a party, or any existing law, regulation,
court order or consent decree to which the Commission or the Agency is
subject;
a certificate, dated the date of Closing, signed on behalf of the Agency by
the Chairman and Executive Director of the Agency, setting forth such
11
(r)
1271
matters as the Senior Managing Underwriter may reasonably require,
including that each of the representations of the Agency 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, ro event affecting the Agency, the Series 2015
Redevelopment Project or the Series 2015 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;
a customary signature certificate, dated the date of Closing, signed on
behalf of the Agency by the Secretary of the Agency;
(vi)
(ix)
(vii) letters from Moody's Investors Service, Inc. ("Moody's") and Standard &
Poor's Ratings Services ("S&P") addressed to the Agency, to the effect
that the Series 2015 Bonds have been assigned ratings of "_" and
"_" with a "_ outlook," respectively, which ratings shall be in
effect as of the Closing date;
(viii) a customary authorization and incumbency certificate, dated the date of
Closing, signed by authorized officers of the Bond Registrar;
copies of the Blue Sky Survey and Legal Investment Survey, if any,
prepared by Counsel to the Underwriters, indicating the jurisdictions in
which the Series 2015 Bonds may be sold in compliance with the "blue
sky" or securities laws of such jurisdictions;
(x) such additional documents as may be required by the Bond Resolution to
be delivered as a condition precedent to the issuance of the Series 2015
Bonds;
(xi)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 ii but only if, in the reasonable judgment of the Senior Managing
Underwriter and Underwriters' Counsel, they are satisfactory in form and substance.
SECTION 6.
If the Agency 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
t2
1272
Underwriters and the Agency 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 Agency shall return the Good Faith Deposit as provided in Section l(b).
SECTION 7.
The following costs and expenses relating to the transaction contemplated or
described in this Purchase Agreement shall be bome and paid by the Agency
regardless of whether the transaction contemplated herein shall close: printing of
Series 2015 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 Financial Advisor; any accounting fees;
the Bond Registrar fees; fees of the rating agencies; and any other fees as
described in Schedule A-1 hereto. The Agency shall pay any expenses incurred
by the Underwriters on behalf of the Agency and its staff in connection with the
marketing, issuance and delivery of the Series 2015 Bonds, including, but not
limited to, meals, transportation and lodging of the Agency's employees and
representatives; the Agency's obligations in regard to these expenses survive even
if the underlying transaction fails to close or consummate.
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 2015 Bonds; and (iii) the cost of preparing, printing and distributing the
Blue Sky and Legal Investment Surveys, if any, and the filing fees required by the
"blue sky" laws of various jurisdictions.
SECTION 8.
The Agency acknowledges and agrees that: (i) the transactions contemplated by this
Purchase Agreement are arm's length, commercial transactions between the Agency and the
Underwriters in which the Underwriters are acting solely as a principal and are not acting as a
municipal advisor, financial advisor or fiduciary to the Agency; (ii) the Underwriters have not
assumed any advisory or fiduciary responsibility to the Agency with respect to the transactions
contemplated hereby and the discussions, undertakings and procedures leading thereto
(irrespective of whether the Underwriters or their affiliates have provided other services or are
currently providing other services to the Agency on other matters); (iii) the only obligations the
Underwriters have to the Agency with respect to the transaction contemplated hereby expressly
are set forth in this Purchase Agreement; (iv) the Agency has consulted its own financial and/or
municipal, legal, accounting, tax, and other advisors, as applicable, to the extent it has deemed
appropriate and (v) the Underwriters have financial and other interests that differ from those of
the Agency. The primary role of the Underwriters, is to purchase the Series 2015 Bonds, for
resale to investors, in an arm's-length commercial transaction between the Agency and the
lJnderwriters.
(a)
(b)
13
1273
SECTION 9.
The Underwriters shall have the right to cancel their obligations hereunder by if the
Senior Managing Underwriter notifies the Agency in writing of their 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 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 income taxation, or any other event shall have occurred
which results in or proposes the imposition of federal income taxation, upon
revenues or other income of the general character to be derived by the Agency,
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 2015
Bonds which, in the Senior Managing Underwriter's opinion, materially and
adversely affects the market price of the Series 2015 Bonds.
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 of the Series
2015 Bonds.
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 2015 Bonds, or the issuance, offering, or sale
of the Series 2015 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 registration provisions of the 1933 Act, or
the registration provisions of the Securities Exchange Act of 1934 (the "1934
Act"), or the qualihcation provisions of the 1939 Act.
(b)
(c)
t4
1274
(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 2015 Bonds, including all the underlying
obligations, are not exempt from registration under or from other requirements of
the 1933 Act or the 1934 Ac! or with the purpose or effect of otherwise
prohibiting the issuance, offering, or sale of obligations of the general character of
the Series 2015 Bonds, as contemplated hereby or by the Official Statement.
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 Agency hereunder, or
any statement or information furnished to the Underwriters by the Agency for use
in connection with the marketing of the Series 2015 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 Agency shall be granted a reasonable amount of time in which to cure any
such untrue or misleading statement or information.
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.
The New York Stock Exchange or any other national securities exchange, or any
governmental authority, shall impose, as to Series 2015 Bonds or obligations of
the general character of the Series 2015 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.
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.
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 2015 Bonds by the Agency or the purchase, offering, sale, or
distribution of the Series 2015 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 National Association of Securities Dealers, Inc.
relating to the issuance, sale, or delivery of the Series 2015 Bonds by the Agency
or the purchase, offering, sale, or distribution of the Series 2015 Bonds by the
Underwriters.
(e)
(0
(e)
(h)
(i)
15
1275
(k)
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 make
it impracticable or inadvisable for the Underwriters to market the Series 2015
Bonds or to enforce contracts for the sale of the Series 2015 Bonds.
Prior to Closing, any of the rating agencies which have rated the Series 2015
Bonds shall inform the Agency or the Underwriters that the Series 2015 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.
There shall have occurred, after the signing hereof, either a financial crisis with
respect to the Agency 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 Agency, 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 2015
Bonds or the ability of the Underwriters to enforce contracts of the sale of the
,Series 2015 Bonds.
SECTION 10.
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 Agency at:
Miami Beach Redevelopment Agency
c/o City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beach, FL 33139
Attention: John Woodruff, Interim Chief Financial Officer
To the Underwriters (as the Senior Managing Underwriter, the representative on behalf of
the Underwriters) at:
Morgan Stanley & Co., LLC
1560 Sawgrass Corp Pkwy, Suite 479
Sunrise, Florida 33323
Attention: J.W. Howard
0)
0)
t6
1276
SECTION 11.
This Purchase Agreement is made solely for the benefit of the Agency 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.
SECTION 12.
All the representations, warranties and agreements of the Underwriters and the Agency in
this Purchase Agreement shall remain operative and in full force and effect and shall survive
delivery of and payment for the Series 2015 Bonds hereunder regardless of any investigation
made by or on behalf of the Underwriters.
SECTION 13.
This Purchase Agreement shall be governed by and construed in accordance with the
laws of the State of Florida.
SECTION 14.
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.
[Signature Page to FollowJ
t7
1277
If the foregoing is acceptable to you, please sign below and this Purchase Agreement will
become a binding agreement between the Agency and the Underwriters.
Very Truly Yours,
MORGAN STANLEY & CO. LLC, on behalf of
itself and WELLS FARGO BANK, NATIONAL
ASSOCIATION, MERzuLL LYNCH, PIERCE,
FENNER & SMITH INCORPORATED,
RAYMOND JAMES & ASSOCIATES, INC., and
LOOP CAPITAL MARKETS LLC
By:
Name:
Title:
Accepted and confirmed as of the date
first above written:
MIAMI BEACH REDEVELOPMENT
AGENCY
By:
Name:
Title:Chairperson
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
Au-C,(- :EP
Redevelopment Agency - Date '
Gene'ral Couniel 'y'?.f
18
1278
EXHIBIT A
(Disclosure and Truth-in-Bonding Statement)
$_
MIAMI BEACH REDEVELOPMENT AGENCY
Tax Increment Revenue Bonds,
Series 201 5
(City Center/Historic Convention Village)
,2015
Board of Commissioners of the
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33139
Ladies and Gentlemen:
In connection with the proposed execution and delivery of the $Miami
Beach Redevelopment Agency Tax Increment Revenue Bonds, Series 2015 (City Center/Historic
Convention Village) (the "series 2015 Bonds"), Morgan Stanley & Co. LLC (the "Senior
Managing Underwriter"), acting on behalf of itself Wells Fargo Bank, National Association,
Merrill Lynch, Pierce, Fenner & Smith Incorporated, Raymond James & Associates, Inc., and
Loop Capital Markets LLC (collectively, with the Senior Managing Underwriter, the
"Underwriters"), has agreed to underwrite a public offering of the Series 2015 Bonds.
Arrangements for underwriting the Series 2015 Bonds will include a Bond Purchase Agreement
between the Miami Beach Redevelopment Agency (the "Agency") 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 arangements contemplated
for the underwriting of the Series 2015 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 2015 Bonds are set
forth in schedule A-1 attached hereto.
No person has entered into an understanding with the Underwriters or, to the
knowledge of the Underwriters, with the Agency for any paid or promised
compensation or valuable consideration, directly or indirectly, expressly or
implied, to act solely as an intermediary between the Agency and the
Underwriters or to exercise or attempt to exercise any influence to effect any
transaction in connection with the purchase of the Series 2015 Bonds by the
Underwriters.
(b)
The total underwriting spread is $($(c)
Exhibit A-1
/$1,000 of Bonds).
1279
(e)
(0
(d) The Management Fee is $_ ($_/$1,000 of Bonds).
The Underwriters' Expenses are $($/$i,000 of Bonds).
No other fee, bonus or other compensation has been or will be paid by the
Underwriters in connection with the issuance of the Series 2015 Bonds to any
person not regularly employed or retained by the Underwriters, except
Underwriters' Counsel, Greenberg Traurig, P.A., as shown on Schedule A-l
hereto, including any "finder" as defined in Section 218.386(1)(a), Florida
Statutes, as amended.
The names and addresses of the Underwriters are:
Morgan Stanley & Co. LLC
1560 Sawgrass Corp Pkurry, Suite 479
Sunrise, Florida 33323
Attn: J.W. Howard
Wells Fargo Bank, National Association
2363 Gulf-to-Bay Blvd, Suite 200
Clearwater, Florida 337 65
Attn: J. Michael Olliff
Bank of America Merrill Lynch
355 Alhambra Circle, Suite 1360
Coral Gables, Florida 33134
Attn: Jose R. Pagan
Raymond James & Associates, Inc.
Attn:
(e)
(h)
Loop Capital Markets LLC
1l I West Jackson Blvd., Suite 1901
Chicago, Illinois 60604
Attn: Deborah Knox
The Agency is proposing to issue $- principal
2015 Bonds, as described in the Official Statement dated
amount of the Series
2015
relating to the Series 2015 Bonds (the "Official Statement"). These obligations
are expected to be repaid over a period of approximately
-
years. At a true
interest cost rate of _Yo,total interest paid over the life of the Series 2015
Bonds will be $. Proceeds of the Series 2015 Bonds will
provide funds, together with other available funds, to (i) pay the costs of certatn
redevelopment projects, (ii) refinance the Outstanding Prior Bonds, (iii) [fund
required reserves, and (iv)l pay costs of issuance of the Series 2015 Bonds.
Exhibit A-2
1280
(i)The anticipated source of repayment or security for the Series 2015 Bonds is the
Trust Fund Revenues (as defined in the Bond Resolution, which in turn is defined
in the Purchase Agreement). Authorizing these obligations will result in an
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 Agency over a period of approximately _ years.
[Remainder of page intentionally left blank]
Exhibit A-3
1281
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,
MORGAN STANLEY & CO. LLC, on behalf of
itself and WELLS FARGO BANK, NATIONAL
ASSOCIATION, MERRILL LYNCH, PIERCE,
FENNER &, SMITH INCORPORATED,
RAYMOND JAMES & ASSOCIATES, INC., and
LOOP CAPITAL MARKETS LLC
By:
Name:
Title:
Exhibit A-4
1282
SCHEDULE "A-1"
DETAILED BREAKDOWN OF UNDERWRITERS' DISCOUNT
MIAMI BEACH REDEVELOPMENT AGENCY
Tax Increment Revenue Bonds,
Series 2015
(City Center / Historic Convention Village)
Spread Breakdown
Underwriter/Takedown :
Expenses:
Total
Exoense Breakdown
Total
$/$ I "000
$/$ 1.000
Amount
Amount
$
$
Schedule A-l
1283
EXHIBIT B
$
MIAMI BEACH REDEVELOPMENT AGENCY
Tax Increment Revenue Bonds,
Series 2015
(City Center / Historic Convention Village)
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS AND
PRICES
$ Serial Bonds
Maturity Principal( 1) Amount Interest Rate Yield Price
$_ _% Term Bond Due _ 1, _i Yield _Yq Pnce _oh$_ _% Term Bond Due _ 1, _; Yield _Yq Price _o/o
[Insert Redemption Provisions]
MIA 184716594v2
Exhibit B-l
1284
DISCLOSURE DISSEMINATION AGENT AGREEMENT
This Disclosure Dissemination Agent Agreement (the "Disclosure Agreement"), dated as
of , 2015, is executed and delivered by the Miami Beach Redevelopment
Agency (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 l5c2-12 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 ofthe 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 L 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) and2(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 (bX5Xi) 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 (bxsxi)
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 CUSIP
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
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.
003 -4 430 -47 28 / 3 lA M E R r CA5
1285
"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 t hereof.
"Disclosure Representative" means the Executive Director 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.
"Force Majeure Event" means: (i) acts of God, war, orterrorist 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.
"lnformation" 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(bXl) of the Securities Exchange Act of 1934.
"Notice Event" means any of the events enumerated in paragraph (bXsXi)(C) of the Rule
and listed in Section 4(a) of this Disclosure Agreement.
"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.
003 - 4 430- 47 28 / 3 /AM E R r CAS
1286
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 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 ended September 30,2075. 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 hrst 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
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.
(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;
003-4430-47 28 /3 lAME R rCAS
1287
(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(bxii) with the MSRB, identifying the Notice Event as instructed by
the Issuer pursuant to Section 4(a) or 4(bxii) (being any of the categories set forth below)
when filing pursuant to the Section of this Disclosure Agreement indicated:
1. "Principal and interest payment delinquencies," pursuant to
Sections 4(c) and a(a)(l);
2. "Non-Payment related defaults, if material," pursuant to Sections
4(c) and a@)Q);
3. "Unscheduled draws on debt service reserves reflecting financial
difficulties," pursuant to Sections 4(c) and a@)Q);
4. "Unscheduled draws on credit enhancements reflecting financial
difficulties," pursuant to Sections 4(c) and a@)();
5. "Substitution of credit or liquidity providers, or their failure to
perform," pursuant to Sections 4(c) and a(a)(5);
6. "Adverse tax opinions, the issuance by the Internal Revenue
Service of proposed or final determinations of taxability, Notices of Proposed
Issue (lRS 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," pursuant to Sections 4(c) and a@)(6);
7 . "Modifications to rights of securities holders, if material," pursuant
to Sections 4(c) and a@)Q);
8. "Bond calls, if material, and tender offers" pursuant to Sections
4(c) and a(a)(8);
9. "Defeasances," pursuant to Sections 4(c) and 4(aX9);
10. "Release, substitution, or sale of property securing repayment of
the securities, if material," pursuant to Sections 4(c) and 4(a)(10);
1 1. "Rating changes," pursuant to Sections 4(c) and a(aXl 1);
12. "Bankruptcy, insolvency, receivership or similar event of the
obligated person," pursuant to Sections 4(c) and a@)Q,2);
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
003 - 4 43O - 47 28 / 3 /AM E R r CAS
1288
agreement relating to any such actions, other than pursuant to its terms, if
material," pursuant to Sections 4(c) and 4(a)(13); and
14. "Appointment of a successor or additional trustee or the change of
name of a trustee, if material," pursuant to Sections 4(c) and a@)Q\.
(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(bxii) 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.
(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 10:00
a.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
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 for
the prior Fiscal Year: the information in the Official Statement [in the table under the caption
"HISTORICAL AND PROJECTED DEBT SERVICE COVERAGE" and in the table entitled
"Miami Beach Redevelopment Agency Historical and Projected Taxable Real Property and Tax
Increment Revenues City Center Historic Convention Village" and issuance of additional debt
payable from the Pledged Fundsl.
(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
oo3-4 430-47 28 / 3 /AM ERTCAS
1289
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. Reportine of Notice Events.
(a) The occurrence of any of the following events with respect to the Bonds
constitutes a Notice Event:
l. Principal and interest payment delinquencres;
2. Non-payment related defaults, if material;
3. Unscheduled draws on debt service reserves reflecting financial
difficulties;
4. Unscheduled draws on credit enhancements relating to the Bonds
refl ecting financial diffi culties ;
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;
i 1. Rating changes on the Bonds;
12. Bankruptcy, insolvency, receivership or similar event of the Obligated
Person;
Note; forthepurposesoftheeventidentifiedinthissubsection4(a)(12),theeventisconsideredto
occurwhen any o/thefollowingoccur: the appointment of areceiver,fiscal agenl or similar fficerfor an
Obligated Person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state
or federal law in which q court or governmental authoriQ 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 fficials or fficers in possession but subject to the super-'tision and orders
6
003-4430-47 28 / 3 IAM ERTCAS
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of a court or goyernmental authority, or the entry of an order confirming a plan of reorganization,
arrangement or liquidation by a court or governmentctl aulhority having super-tision 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; and
14. Appointment of a successor or additional trustee or the change of name of
a trustee, if material.
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 occurence of a Notice Event. Such
notice shall instruct the Disclosure Dissemination Agent to report the occurrence pursuant to
subsection (c) 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 identi$ 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 (1Oth) 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 (bxii) of this Section 4 to reportthe occurrence of aNotice 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
0o3 -4 430 -47 28 / 3 lA M ER r CA5
1291
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
1933 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.Voluntarv 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 Reportine Oblieation. 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 Certihcation, L.L.C. as exclusive Disclosure Dissemination Agent under this
Disclosure Agreement. The Issuer may, upon thirty 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
003-4430-47 28 / 3 lAM ERTCAS
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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 days' prior written notice to the
Issuer.
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 11. Duties. Immunities and Liabilities of Disclosure Dissemination Aeent.
(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.
003-4430-4728 /3 /AM ERTCAS
1293
SECTION 12. Amendmentl 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
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 any'thing to
the contrary contained in this Disclosure Agreement, the Issuer shall be required to use only Trust
Fund 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 Trust Fund Revenues for that purpose. 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.
oo3 - 4 430-47 28 / 3 lA M E R I CAS
t0
1294
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 AS SURANCE CERTIFICATION,
L.L.C., as Disclosure Dissemination Agent
Name:
Title:
MIAMI BEACH REDEVELOPMENT AGENCY,
as Issuer
Jimmy L. Morales
Executive Director
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
By:
By:
C",L :Jr^!,'
Redevelopment Agency- ^ fiaie
General Counsel K1-
1l
003- 4 430 - 47 28 / 3 lAM E R r CAS
1295
EXHIBIT A
NAME AND CUSIP NUMBERS OF BONDS
Name of Issuer: Miami Beach Redevelopment Agency
Obligated Person: Miami Beach Redevelopment Agency
Name of Bond Issue:
Date of Issuance:
Date of Official Statement:
CUSIP Numbers:
,2075
,2015
A-1
0o3 - 4430-47 28 / 3 /A M E R ICAS
1296
EXHIBIT B
NOTICE TO MSRB OF FAILURE TO FILE ANNUAL REPORT
Miami Beach Redevelopment AgencyIssuer:
Obligated Person: Miami Beach Redevelopment Agency
Name of Bond Issue:
Date of Issuance:20t5
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 , 2075, 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: Miami Beach Redevelopment Agency
B-l
003 -4 430 - 47 28 / 3 lA M E R rCAS
1297
MIAMI BEACH REDEVELOPMENT AGENCY
and
U.S. BANK NATIONAL ASSOCIATION,
as Escrow Agent
ESCROW DEPOSIT AGREEMENT
Relating to
TAX INCREMENT REVENUE BONDS, TAXABLE SERIES 19984
(CITY CENTER/HISTORIC CONVENTION VILLAGE)
and
TAX INCREMENT REVENUE REFUNDING BONDS, TAXABLE SERIES 2OO5A
(CITY CENTER/HISTORIC CONVENTION VILLAGE)
DATED AS OF ,2075
003-4430-47 42/ 4 IAMERtCAS
1298
THIS
of
ESCROW DEPOSIT AGREEMENT
ESCROW DEPOSIT AGREEMENT (the "Agreement") made and entered into as
, 2015, by and between the MIAMI BEACH REDEVELOPMENT AGENCY
(the "Agency") and U.S. BANK NATIONAL ASSOCIATION, as Escrow Agent (the "Escrow
Agent").
WITNESSETH:
WHEREAS, the Agency has heretofore issued its (i) $29,105,000 aggregate principal
amount of Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Taxable Series
19984 (City Center/Historic Convention Village), dated as of July 29, 1998, presently
outstanding in the principal amount of $10,000,000 (the "Outstanding Series 19984. Bonds"),
and (ii) $51,440,000 aggregate principal amount of Miami Beach Redevelopment Agency Tax
Increment Revenue Refunding Bonds, Taxable Series 2005A (City Center/Historic Convention
Village), dated as of September 22, 2005, presently outstanding in the principal amount of
927,815,000 (the "Outstanding Series 20054 Bonds"), all pursuant to the provisions of
Resolution No. 150-94 adopted by the Board of Commissioners of the Agency (the
"Commission") on January 5,1994, as supplemented (collectively, the "Prior Bond Resolution");
and
WHEREAS, the Agency desires to refund and defease (i) all of the Outstanding Series
1998A Bonds (the "Refunded Series 19984 Bonds"), and (ii) all of the Outstanding Series
2005A Bonds (the "Refunded Series 20054 Bonds," and together with the Refunded Series
1998,{ Bonds, the "Refunded Bonds"), ur more particularly described in Schedule A attached
hereto and made apart hereof; and
WHEREAS, the Agency has issued its $aggregate principal amount of
Miami Beach Redevelopment Agency Tax Increment Revenue [and] Refunding Bonds, Series
2015_ (City Center/Historic Convention Village) (the "Bonds"), pursuant to the provisions of
Resolution No. _-2015 adopted by the Commission on _,2075 (the "Bond
Resolution"), a portion of the proceeds of which Bonds is to be deposited with the Escrow Agent
to provide, with investment earnings thereon and certain other available moneys, for the
refunding and defeasance of the Refunded Bonds; and
WHEREAS, a portion of the proceeds derived from the sale of the Bonds, together with
the other available moneys, will be applied to the purchase of Government Obligations (as such
term is hereinafter defined), which will mature and produce investment income and eamings at
such time and in such amount as will be sufficient, together with certain moneys remaining
uninvested, to pay when due or upon the redemption thereof, the principal of and interest on the
Refunded Bonds as more specifically set forth herein; and
WHEREAS, in order to provide for the proper and timely application of the moneys
deposited hereunder, the maturing principal amount of the Government Obligations purchased
therewith, and investment income and earnings derived therefrom to the payment of the
003-4430-47 421 4 IAMERtCAS
1299
Refunded Bonds, it is necessary for the Agency to enter into this Agreement with the Escrow
Agent;
NOW, THEREFORE, the Agency and the Escrow Agent, in consideration of the
foregoing and the mutual covenants herein set forth and in order to secure the payment of the
principal of and interest on all of the Refunded Bonds according to their tenor and effect, do
hereby agree as follows:
ARTICLE I
CREATION AND CONVEYANCE OF TRUST ESTATE
Section 1.01. Creation and Conveyance of Trust Estate. The Agency hereby grants,
warrants, remises, releases, conveys, assigns, transfers, aliens, pledges, sets over and confirms
unto the Escrow Agent and to its successors in the trust hereby created, and to it and its assigns
forever, all and singular the property hereinafter described, to wit:
DIVISION I
All right, title and interest in and to (i) $in moneys deposited directly with
the Escrow Agent and derived from the proceeds of the Bonds upon issuance and delivery of the
Bonds and execution of and delivery of this Agreement, and (ii) $in moneys derived
from the
$
Account and allocable to the Refunded Series 19984 Bonds, and
in moneys derived from the Account and allocable to the
Refunded Series 2005A Bonds, each such account in the Sinking Fund created under the Prior
Bond Resolution (such moneys described in (ii), the "Other Moneys").
DIVISION II
All right, title and interest in and to the Government Obligations described in Schedule B
attached hereto and made apart hereof, together with the income and earnings thereon.
DIVISION III
Any and all other property of every kind and nature from time to time hereafter,
delivery or by writing of any kind, conveyed, pledged, assigned or transferred as and
additional security hereunder by the Agency, or by anyone on behalf of the Agency to
Escrow Agent for the benefit of the Refunded Bonds.
by
for
the
003-4430-47 42 I 4 /AMERTCAS
1300
DIVISION IV
All property which is by the express provisions of this Agreement required to be subject
to the pledge hereof and any additional property that may, from time to time hereafter, by
delivery or by writing of any kind, by the Agency, or by anyone in its behalf, be subject to the
pledge hereof.
TO HAVE AND TO HOLD, all and singular, the Trust Estate (as such term is hereinafter
defined), including all additional property which by the terms hereof has or may become subject
to the encumbrances of this Agreement, unto the Escrow Agent, and its successors and assigns,
forever in trust, however, for the sole benefit and security of the holders from time to time of the
Refunded Bonds, but if the principal of and interest on all of the Refunded Bonds shall be fully
and promptly paid when due, upon the maturity or redemption thereof, in accordance with the
terms thereof, then this Agreement shall be and become void and of no further force and effect
except as otherwise provided herein; otherwise the same shall remain in full force and effect, and
upon the trusts and subject to the covenants and conditions hereinafter set forth.
ARTICLE II
DEFINITIONS
Section2.0l. Definitions. In addition to words and terms elsewhere defined in this
Agreement, the following words and terms as used in this Agreement shall have the following
meanings, unless some other meaning is plainly intended. Capitalized terms not otherwise
defined in this Agreement shall have the meanings given to such terms in the Prior Bond
Resolution.
"Government Obligations" shall mean Defeasance Obligations (as defined in the Prior
Bond Resolution with respect to the applicable Refunded Bonds) which are not subject to
redemption prior to maturity.
"Trust Estate," "trust estate" or "pledged property" shall mean the property, rights and
interests described or referred to under Divisions I, II, III and IV in Article I above.
Words of the masculine gender shall be deemed and construed to include correlative
words of the feminine and neuter genders. Words importing the singular number shall include
the plural number and vice versa unless the context shall otherwise indicate. The word "person"
shall include corporations, associations, natural persons and public bodies unless the context
shall otherwise indicate. Reference to a person other than a natural person shall include its
successors.
ARTICLE III
ESTABLISHMENT OF ESCROW DEPOSIT TRUST FTIND;
FLOW OF FUNDS
Section 3.01. Creation of Escrow Deposit Trust Fund and Deposit of Moneys. There is
hereby created and established with the Escrow Agent a special and irrevocable trust fund
003-4430-47 42 / 4 lAM ERTCAS
1301
designated "Miami Beach Redevelopment Agency Tax Increment Revenue and Refunding
Bonds, Series 1998,4. and Series 20054 (City Center/Historic Convention Village) Escrow
Deposit Trust Fund" (the "Escrow Deposit Trust Fund"), to be held by the Escrow Agent for the
sole benefit of the holders of the Refunded Bonds and accounted for separate and apart from the
other funds of the Agency and, to the extent required by law, of the Escrow Agent.
Concurrently with the delivery of this Agreement, the Agency herewith causes to be
deposited with the Escrow Agent and the Escrow Agent acknowledges receipt of immediately
available moneys for deposit in the E,scrow Deposit Trust Fund in the amount of $_,
consisting of $from the proceeds of the Bonds and $in Other Moneys,
from the Otherall of which, when invested in Government Obligations (other than $
Moneys to be held uninvested), will provide moneys sufficient to pay the principal of and
interest on the Refunded Bonds, upon the payment when due or upon redemption thereof, as
more particularly described in Schedule C attached hereto and made apart hereof.
Section 3.02. Payment of Refunded Bonds. The Bond proceeds and Other Moneys
received by the Escrow Agent will be sufficient to purchase $par amount of
Government Obligations, all as listed in Schedule B attached hereto and made a part hereof,
which will mature in principal amounts and earn income at such times so that sufficient moneys
will be available to pay as the same are paid when due or redeemed all principal of and interest
on the Refunded Bonds. Notwithstanding the foregoing, if the amounts deposited in the Escrow
Deposit Trust Fund are insufficient to make said payments of principal and interest, the Agency
shall cause to be deposited into the Escrow Deposit Trust Fund the amount of any deficiency
immediately upon notice from the Escrow Agent.
Section 3.03. Irrevocable Trust Created. The deposit of moneys and Government
Obligations or other property hereunder in the Escrow Deposit Trust Fund shall constitute an
irrevocable deposit of said moneys and Government Obligations and other property hereunder
for the sole benefit of the holders of the Refunded Bonds, subject to the provisions of this
Agreement. The holders of the Refunded Bonds, subject to the provisions of this Agreement,
shall have an express lien on all moneys and principal of and earnings on the Government
Obligations and other property in the Escrow Deposit Trust Fund. The moneys deposited in the
Escrow Deposit Trust Fund and the matured principal of the Govemment Obligations and other
property hereunder and the interest thereon shall be held in trust by the Escrow Agent, and shall
be applied for the payment of Refunded Bonds, as more specifically set forth in Schedule C
hereto.
Section 3.04. Purchase of Government Oblieations.
The Escrow Agent is hereby directed immediately to purchase the Govemment
Obligations listed in Schedule B from the proceeds of the Bonds and the Other Moneys
described in Sections 3.01 and 3.02 hereof. The Escrow Agent shall purchase the Government
Obligations solely from the moneys deposited in the Escrow Deposit Trust Fund as provided in
this Agreement. The Escrow Agent shall apply the moneys deposited in the Escrow Deposit
Trust Fund and the Government Obligations purchased therewith, together with all income or
earnings thereon, in accordance with the provisions hereof. The Escrow Agent shall have no
power or duty to invest any moneys held hereunder or to make substitutions of the Government
oo3-4 430-47 42 I 4 lAMERTCAS
1302
Obligations held hereunder or to
Obligations held hereunder except as
directed not to invest $
sell, transfer or otherwise dispose of the Government
provided in this Agreement. The Escrow Agent is hereby
from the Other Moneys deposited in the Escrow Deposit
Trust Fund simultaneously with the delivery of this Agreement.
Section 3.05. Substitution of Certain Govemment Obligations.
(a) If so directed in writing by the Agency on the date of delivery of this
Agreement, the Escrow Agent shall accept in substitution for all or a portion of the Government
Obligations listed in Schedule B, Government Obligations (the "Substituted Securities"), the
principal of and interest on which, together with any Govemment Obligations listed in Schedule
B for which no substitution is made and moneys held uninvested by the Escrow Agent, will be
sufficient to pay all principal of and interest of the Refunded Bonds as set forth in Schedule C
hereof. The foregoing notwithstanding, the substitution of Substituted Securities for any of the
Government Obligations listed in Schedule B may be effected only upon compliance with
Section 3.05(bXl) and (2) below.
(b) If so directed in writing by the Agency at any time during the term of this
Agreement, the Escrow Agent shall sell, transfer, exchange or otherwise dispose of, or request
the redemption of, all or a portion of the Government Obligations then held in the Escrow
Deposit Trust Fund and shall substitute for such Government Obligations other Govemment
Obligations, designated by the Agency, and acquired by the Escrow Agent with the proceeds
derived from the sale, transfer, disposition or redemption of or by the exchange of such
Government Obligations held in the Escrow Deposit Trust Fund, but only upon the receipt by the
Escrow Agent of:
(1) an opinion of nationally recognized counsel in the field of law relating to
municipal bonds stating that such substitution is not inconsistent with the statutes and
regulations applicable to the Refunded Bonds and the Bonds; and
(2) verification by a firm of independent certified public accountants stating
that the principal of and interest on the substituted Government Obligations, together
with any Govemment Obligations and any uninvested moneys remaining in the Escrow
Deposit Trust Fund will be sufficient, without reinvestment, to pay the remaining
principal of and interest on the Refunded Bonds as set forth in Schedule C hereof.
Any moneys resulting from the sale, transfer, disposition or redemption of the Government
Obligations held hereunder and the substitution therefor of other Govemment Obligations not
required to be applied for the payment of such principal of and interest on the Refunded Bonds
(as shown in the verification report described in Section 3.05(bX2) hereof delivered in
connection with such substitution), shall be deposited in the Interest Account within the Sinking
Fund established under the Bond Resolution. Upon any such substitution of Government
Obligations pursuant to Section 3.05, Schedule B hereto shall be appropriately amended to
refl ect such substitution.
The Escrow Agent may rely on all specific directions in this Agreement providing for the
investment or reinvestment of the Escrow Deposit Trust Fund.
5
003 -4 43O -47 42 / 4 lA M E R r CAS
1303
Section 3.06. Transfers from Escrow Deposit Trust Fund. As the principal of the
Government Obligations set forth in Schedule B shall mature and be paid, and the investment
income and earnings thereon are paid, the Escrow Agent shall pay from such moneys to U.S.
Bank National Association, in its capacity of Paying Agent with respect to the Refunded Bonds
(as Trustee, Paying Agent and Registrar with respect to the Refunded Bonds, the "Refunded
Bonds Trustee"), no later than the payment dates for the Refunded Bonds, as specified in
Schedule C hereof, the amounts necessary to pay the principal of and interest on the Refunded
Bonds, as specified in Schedule C hereof. The Agency hereby irrevocably determines, and
instructs the Refunded Bonds Trustee and the Escrow Agent, to call for redemption prior to
maturity, pursuant to their optional redemption provisions, the Refunded Series 20054 Bonds
maturing December 1,2016 through and including December 1,2020 and December 1, 2022 on
January _,2016 at a redemption price of 100% of the principal amount thereof, in accordance
with the Prior Bond Resolution. The Agency, the Refunded Bonds Trustee and the Escrow
Agent shall perform the responsibilities, described in the Prior Bond Resolution, in connection
with the redemption of such Refunded Bonds, including the giving of notice of redemption as
required therein. The Agency shall mail, or cause to be mailed, a copy of such notice of
redemption to National Public Finance Guarantee Corporation, as successor to MBIA Insurance
Corporation ("NPFGC"). The Agency shall also file, or cause to be filed, a copy of such notice
of redemption with the Municipal Securities Rulemaking Board (the "MSRB"). In addition, the
Refunded Bonds Trustee shall publish such notice of redemption one time in The Bond Buyer,
New York, New York, at least 30 days prior to January _,2016.
Section 3.07. Investment of Certain Mone),s Remainins in Escrow Deposit Trust Fund.
Subject to the provisions of Section 3.04 of this Agreement, the Escrow Agent shall invest and
reinvest, at the written direction of the Agency, in Government Obligations any moneys
remaining from time to time in the Escrow Deposit Trust Fund until such time as they are
needed. Such moneys shall be reinvested in such Government Obligations for such periods and
at such interest rates, as the Escrow Agent shall be directed to invest by the Agency, which
periods and interest rates shall be set forth in an opinion from nationally recognized counsel in
the field of law relating to municipal bonds to the Agency and to the Escrow Agent, which
opinion shall also be to the effect that such reinvestment of such moneys in such Government
Obligations is not inconsistent with the statutes and regulations applicable to the Refunded
Bonds and the Bonds. Any interest income resulting from reinvestment of moneys pursuant to
this Section 3.07 not required to be applied for the payment of the principal of and interest on the
Refunded Bonds shall be deposited in the Interest Account within the Sinking Fund established
under the Bond Resolution.
Section 3.08. Escrow Deposit Trust Fund Constitutes Trust Fund. The Escrow Deposit
Trust Fund created and established pursuant to this Agreement shall be and constitute a trust
fund for the purposes provided in this Agreement and shall be kept separate and distinct from all
other funds of the Agency and, to the extent required by law, of the Escrow Agent and used only
for the purposes and in the manner provided in this Agreement.
Section 3.09. Transfer of Funds After All Payments Required by this Agreement are
Made. After all of the transfers by the Escrow Agent to the payment of the principal of and
interest on the Refunded Bonds provided in Schedule C have been made, all remaining moneys
and securities, together with any income and interest thereon, in the Escrow Deposit Trust Fund
003-4430-47 42/ 4 IAMERTCAS
1304
shall be deposited in the Interest Account within the Sinking Fund established under the Bond
Resolution; provided, however, that no such transfers (except transfers made in accordance with
Sections 3.05 and 3.07 hereof) shall be made until all of the principal of, premium and interest on
the Refunded Bonds have been paid.
ARTICLE IV
CONCERNING THE ESCROW AGENT
Section4.Ol. Liability of Escrow Agent. The Escrow Agent shall not be liable in
connection with the performance of its duties hereunder except for its own negligence,
misconduct or default. The Escrow Agent shall not be liable for any loss resulting from any
investments made pursuant to the terms of this Agreement. The Escrow Agent shall not be liable
for the accuracy of the calculations as to the sufficiency of moneys and of the principal amount
of the Government Obligations and the earnings thereon to pay the Refunded Bonds. So long as
the E,scrow Agent applies any moneys, Government Obligations and interest earnings therefrom
to pay the Refunded Bonds as provided herein, and complies fully with the terms of this
Agreement, the Escrow Agent shall not be liable for any deficiencies in the amounts necessary to
pay the Refunded Bonds caused by such calculations.
The duties and obligations of the Escrow Agent shall be determined by the express
provisions of this Agreement. The Escrow Agent may consult with counsel with respect to any
matter relevant to this Agreement, who may or may not be counsel to the Agency, and be entitled
to receive from the Agency reimbursement of the reasonable fees and expenses of such counsel,
and in reliance upon the opinion of such counsel have full and complete authorization and
protection in respect of any action taken, suffered or omitted by it in good faith in accordance
therewith. Whenever the Escrow Agent shall deem it necessary or desirable that a matter be
proved or established prior to taking, suffering or omitting any action under this Agreement, such
matter may be deemed to be conclusively established by a certificate signed by an authorized
officer of the Agency and the Escrow Agent may in good faith conclusively rely upon such
certificate.
The Escrow Agent shall have no lien, security interest or right of set-off whatsoever upon
any of the moneys or investments in the Escrow Deposit Trust Fund for the payment of fees or
expenses for the services rendered by the Escrow Agent under this Agreement.
Section 4.02. Permitted Acts. The Escrow Agent and its affiliates may become the
owner of all or may deal in the Refunded Bonds as fully and with the same rights as if it were not
the Escrow Agent.
Section 4.03. Payment to Escrow Agent. The Agency shall pay to the Escrow Agent
reasonable compensation for all services rendered by it hereunder and also its reasonable
expenses incurred in and about the administration and execution of the trusts hereby created and
the performance of its powers and duties hereunder, all as provided in Schedule D hereto.
003-4430-47 42 I 4 lAMERTCAS
1305
ARTICLE V
MISCELLANEOUS
Section 5.01. Amendments to this Agreement. This Agreement is made for the benefit
of the holders from time to time of the Refunded Bonds and shall not be repealed, revoked,
altered or amended without the written consent of all such holders of the Refunded Bonds, the
Escrow Agent and the Agency; provided, however, that the Agency and the Escrow Agent may,
without the consent of, or notice to, such holders enter into such agreements supplemental to this
Agreement which shall not adversely affect the rights of such holders and shall not be
inconsistent with the terms and provisions of this Agreement for any one or more of the
following purposes:
(a) to cure any ambiguity or formal defect or omission in this Agreement; or
(b) to grant to or confer upon the Escrow Agent for the benefit of the holders
of the Refunded Bonds any additional rights, remedies, powers or authority that may lawfully be
granted to or conferred upon the Escrow Agent.
The Escrow Agent shall be entitled to rely upon an unqualified opinion of a nationally
recognized counsel in the field of law relating to municipal bonds with respect to compliance
with this Section.
Prior to any repeal, revocation, alteration or amendment of this Agreement, the Agency
shall provide written notice of such proposed repeal, revocation, alteration or amendment to
Standard & Poor's Ratings Services and Moody's Investors Service, Inc. at their addresses set
forth below:
Standard & Poor's Ratings Services
55 Water Street
New York, New York 10041
Attn: Municipal Ratings Desk/Refunded Bonds
Moody's Investors Service, Inc.
99 Church Street
New York, New York 10007
Section 5.02. Severability. If any one or more of the covenants or agreements provided
in this Agreement on the part of the Agency or the Escrow Agent to be performed should be
determined by a court of competent jurisdiction to be contrary to law, such covenant or
agreement shall be deemed and construed to be severable from the remaining covenants and
agreements herein contained and shall in no way affect the validity of the remaining provisions
of this Agreement.
Section 5.03. Agreement Binding. All the covenants, proposals and agreements in this
Agreement contained by or on behalf of the Agency or by or on behalf of the Escrow Agent shall
bind and inure to the benefit of their respective successors and assigns, whether so expressed or
not.
003-4430-47 42/ 4 IAMER rCAS
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Section 5.04. Notices to Escrow Aeent and Agency. Any notice, demand, direction,
request or other instrument authorized or required by this Agreement to be given to or filed with
the Escrow Agent or the Agency, shall be deemed to have been sufficiently given or filed for all
purposes of this Agreement if personally delivered and receipted for, or if sent by registered or
certified United States mail, return receipt requested, addressed as follows:
(a) As to the Agency -
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33139
Attention: Executive Director
(b) As to the Escrow Agent -
U.S. Bank National Association
225 Water Street
Suite 700
Jacksonville, Florida 32202
Attention: Corporate Trust Services
Any party hereto may, by notice sent to the other parties hereto, designate a different or
additional address to which notices under this Agreement are to be sent.
Section 5.05. Termination. This Agreement shall terminate when all transfers and
payments required to be made by the Escrow Agent under the provisions hereof shall have been
made.
Section 5.06. Execution by Counterparts. This Agreement may be executed in several
counterparts, all or any of which shall be regarded for all purposes as one original and shall
constitute and be but one and the same instrument.
Section 5,07. Notice of Defeasance. The Agency hereby irrevocably instructs U.S.
Bank National Association, in its capacity of Registrar with respect to the Refunded Bonds, to
give to the Holders of the Refunded Bonds and NPFGC, by first class mail, postage prepaid, as
soon as practicable, and to file with the MSRB, as soon as practicable, notice of the defeasance
of the Refunded Bonds, substantially in the form attached hereto as Schedule E.
Section 5.08. Goveming Law. This Agreement shall be governed by the laws of the
State of Florida.
003-4430-47 42 / 4 IAM ERTCAS
1307
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be
executed by its duly authorized officers.
MIAMI BEACH REDEVELOPMENT
AGENCY
Chairperson
U.S. BANK NATIONAL
ASSOCIATION, as Escrow Agent
Assistant Vice President
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
By:
By:
3,"q-Or'F qllel$
l?ede',clrDn.entAOenCy Date
r.'2'r-1; Cot:n:;el
003-4430-47 42/ 4 IAM ERTCAS
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1308
Maturity Date
1210v2020
SCHEDULE A
REFI]NDED SERIES 19984 BONDS
Principal Amount
$ 10,000,000
REFLINDED SERIES 2OO5A BONDS
Principal Amount
$ 2,465,000
2,595,000
2,730,000
2,990,000
3,645,000
I1,155,000
Interest Rate
6.680Yo
Interest Rate
4.930%
5.010
5.1 l0
5.r70
5.200
5.220
Maturity Date
t2101120t6
t2l0U20t7
t210112018
12t0U2019
1210U2020
t210v2022
A-1
003-4430 -41 42 / 4 IAM ERTCAS
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SCHEDULE B
INVESTMENT OF BOND PROCEEDS AND OTHER MONEYS
T)rpe of Security Maturit), Date Principal Amount Interest Rate
S%
B-1
003-4 430-47 42 / 4 lAM ERTCAS
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SCHEDULE C
SCHEDULE OF PAYMENTS ON
REFUNDED BONDS
Principal
Date Principal Redeemed Interest Total
c-1
003-4430-4742/4/ AM E RrCAS
1311
(i)
(ii)
SCHEDULE D
ESCROW AGENT FEES AND EXPENSES
In consideration of the services to be rendered by the Escrow Agent under the
Agreement, the Agency agrees to pay the Escrow Agent an annual fee of $_
payable on September I of each year until the Agreement has been terminated for all
services to be incurred as Escrow Agent in connection with such services, and agrees to
reimburse at cost all ordinary out-of-pocket expenses incurred by the Escrow Agent. The
term "ordinary out-of-pocket expenses" means expenses of holding, investing and
disbursing the Escrow Deposit Trust Fund as provided herein and includes, but is not
limited to publication costs, postage and legal fees as incurred.
The Agency also agrees to reimburse the Escrow Agent for any extraordinary expenses
incurred by it in connection with the Agreement. The term "extraordinary expenses"
includes (a) expenses arising out of the assertion of any third party to any interest in the
Escrow Deposit Trust Fund or any challenge to the validity hereof, including reasonable
attorneys' fees, (b) expenses relating to any substitution under Section 3.05 or
reinvestment under Section 3.07 , and (c) expenses (other than ordinary expenses) not
occasioned by the Escrow Agent's misconduct or negligence,
The fees and expenses payable by the Agency under clause (i) or (ii) above shall not be
paid from the Escrow Deposit Trust Fund, but shall be paid by the Agency from legally
available funds of the Agency.
(iii)
003-4430-47 42 I 4 lAM E RrCAS
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1312
SCI_IEDULE E
NOTICE OF DEFEASANCE
Miami Beach Redevelopment Agency
Tax Increment Revenue Bonds, Taxable Series 1998A
(City Center/flistoric Convention Village)
Dated: July 29,7998
(the "Series 1998A Bonds")
Maturit), Date Principal Amount Interest Rate CUSIP Numbers-
1210U2020 $10,000,000 6.680% 593237CA6
Miami Beach Redevelopment Agency
Tax Increment Revenue Refunding Bonds, Taxable Series 20054
(City Center/Flistoric Convention Village)
Dated: September 22, 2005
(the "Series 20054 Bonds")
Maturity Date Principal Amount Interest Rate CUSIP Numbers-
12101120t6 $ 2,465,000 4.930% 593237DM9
t2l0u20t7 2,595,000 5.010 593237DN7
1210U20t8 2,730,000 5.110 593237DP2
1210U2019 2,880,000 5.170 593231DQ0
12t0U2020 3,645,000 5.200 593237DR8
1210v2022 11,155,000 5.220 593237D56
NOTICE IS HEREBY GIVEN that monies have been deposited with U.S. Bank National
Association, as Escrow Agent, for the payment of the principal of and interest on the outstanding
bonds identified above (collectively, the "Bonds"), and such monies, except to the extent
maintained in cash, have been invested in direct obligations of the United States of America.
U.S. Bank National Association, as Trustee, Paying Agent and Registrar for the Bonds, and the
Escrow Agent have been irrevocably instructed to call for redemption prior to maturity, pursuant
to their optional redemption provisions, the Series 2005A Bonds maturing December 1,2016
through and including December 1, 2020 and December 1,2022 on January _,2016 at a
redemption price of 100% of the principal amount thereof. The Series 1998,{ Bonds shall be
paid on their maturity date.
- No representation is made as to the correctness of these CUSIP numbers either as printed on the Bonds or contained
in this Notice.
003- 4 430- 47 42 / 4 lA M E R I CAS
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1313
The amount so deposited as aforesaid has been calculated to be adequate to pay, when due,
the principal of and interest on the Bonds to and including their maturity or redemption date
described above. The Bonds are therefore deemed to have been paid in accordance with Section
304(M) of Resolution No. 150-94 adopted by the Miami Beach Redevelopment Agency on January
5,1994.
U.S. BANK NATIONAL ASSOCIATION,
as Registrar
Dated:_,2015
003-4430-47 42/ 4 lAMERtCAS
E-2
1314
MIAMI BEACH REDEVELOPMENT AGENCY
and
U.S. BANK NATIONAL ASSOCIATION,
as Escrow Agent
ESCROW DEPOSIT AGREEMENT
Relating to
TAX INCRE,MENT REVENUE REFLINDING BONDS, SERIES 2OO5B
(CITY CENTER/HISTORIC CONVENTION VILLAGE)
DATED AS OF ,2015
003-4430-47 381 3 IAM ERTCAS
1315
THIS
of
ESCROW DEPOSIT AGREEMENT
ESCROW DEPOSIT AGREEMENT (the "Agreement") made and entered into as
, 2015, by and between the MIAMI BEACH REDEVELOPMENT AGENCY
(the "Agency") and U.S. BANK NATIONAL ASSOCIATION, as Escrow Agent (the "Escrow
Agent").
WITNES$ETH:
WHEREAS, the Agency has heretofore issued its $29,330,000 aggregate principal
amount of Miami Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds,
Series 20058 (City Center/Historic Convention Village), dated as of September 22, 2005,
presently outstanding in the principal amount of $17,175,000 (the "Outstanding Series 20058
Bonds"), pursuant to the provisions of Resolution No. 150-94 adopted by the Board of
Commissioners of the Agency (collectively, the "Commission") on January 5, 1994, as
supplemented (the "Prior Bond Resolution"); and
WHEREAS, the Agency desires to refund and defease all of the Outstanding Series
20058 Bonds, as more particularly described in Schedule A attached hereto and made a part
hereof (the "Refunded Bonds"); and
WHEREAS, the Agency has issued its $aggregate principal amount of
Miami Beach Redevelopment Agency Tax Increment Revenue [and] Refunding Bonds, Series
2015- (City Center/Historic Convention Village) (the "Bonds"), pursuant to the provisions of
Resolution No. _-2015 adopted by the Commission on , 2075 (the "Bond
Resolution"), a portion of the proceeds of which Bonds is to be deposited with the Escrow Agent
to provide, with investment earnings thereon and certain other available moneys, for the
refunding and defeasance of the Refunded Bonds; and
WHEREAS, a portion of the proceeds derived from the sale of the Bonds, together with
the other available moneys, will be applied to the purchase of Government Obligations (as such
term is hereinafter defined), which will mature and produce investment income and earnings at
such time and in such amount as will be sufficient, together with certain moneys remaining
uninvested, to pay upon the redemption thereof, the principal of and interest on the Refunded
Bonds as more specifically set forth herein; and
WHEREAS, in order to provide for the proper and timely application of the moneys
deposited hereunder, the maturing principal amount of the Government Obligations purchased
therewith, and investment income and earnings derived therefrom to the payment of the
Refunded Bonds, it is necessary for the Agency to enter into this Agreement with the Escrow
Agent;
NOW, THEREFORE, the Agency and the Escrow Agent, in consideration of the
foregoing and the mutual covenants herein set forth and in order to secure the payment of the
principal of and interest on all of the Refunded Bonds according to their tenor and effect, do
hereby agree as follows:
003-4430-4738/3lAM E R rCAS
1316
ARTICLE I
CREATION AND CONVEYANCE OF TRUST ESTATE
Section 1.01. Creation and Conveyance of Trust Estate. The Agency hereby grants,
warrants, remises, releases, conveys, assigns, transfers, aliens, pledges, sets over and confirms
unto the Escrow Agent and to its successors in the trust hereby created, and to it and its assigns
forever, all and singular the property hereinafter described, to wit:
DIVISION I
All right, title and interest in and to (i) $in moneys deposited directly with
the Escrow Agent and derived from the proceeds of the Bonds upon issuance and delivery of the
Bonds and execution of and delivery of this Agreement, and (ii) $in moneys derived
from the Account in the Sinking Fund created under the Prior Bond Resolution and
allocable to the Refunded Bonds (such moneys described in (ii), the "Other Moneys").
DIVISION II
All right, title and interest in and to the Government Obligations described in Schedule B
attached hereto and made a part hereof, together with the income and earnings thereon.
DIVISION III
Any and all other property of every kind and nature from time to time hereafter,
delivery or by writing of any kind, conveyed, pledged, assigned or transferred as and
additional security hereunder by the Agency, or by anyone on behalf of the Agency to
Escrow Agent for the benefit of the Refunded Bonds.
DIVISION IV
All property which is by the express provisions of this Agreement required to be subject
to the pledge hereof and any additional property that may, from time to time hereafter, by
delivery or by writing of any kind, by the Agency, or by anyone in its behalf, be subject to the
pledge hereof.
TO HAVE AND TO HOLD, all and singular, the Trust Estate (as such term is hereinafter
defined), including all additional property which by the terms hereof has or may become subject
to the encumbrances of this Agreement, unto the Escrow Agent, and its successors and assigns,
forever in trust, however, for the sole benefit and security of the holders from time to time of the
Refunded Bonds, but if the principal of and interest on all of the Refunded Bonds shall be fully
and promptly paid upon the redemption thereof in accordance with the terms thereof, then this
Agreement shall be and become void and of no further force and effect except as otherwise
provided herein; otherwise the same shall remain in full force and effect, and upon the trusts and
subject to the covenants and conditions hereinafter set forth.
by
for
the
003-4430-4738 I 3 IAM ERTCAS
1317
ARTICLE II
DEFINITIONS
Section2.0l. Definitions. In addition to words and terms elsewhere defined in this
Agreement, the following words and terms as used in this Agreement shall have the following
meanings, unless some other meaning is plainly intended. Capitalized terms not otherwise
defined in this Agreement shall have the meanings given to such terms in the Prior Bond
Resolution.
"Government Obligations" shall mean Defeasance Obligations which are not subject to
redemption prior to maturity.
"Trust Estate," "trust estate" or "pledged property" shall mean the property, rights and
interests described or referred to under Divisions I, II, III and IV in Article I above.
Words of the masculine gender shall be deemed and construed to include correlative
words of the feminine and neuter genders. Words importing the singular number shall include
the plural number and vice versa unless the context shall otherwise indicate. The word "person"
shall include corporations, associations, natural persons and public bodies unless the context
shall otherwise indicate. Reference to a person other than a natural person shall include its
successors.
ARTICLE III
ESTABLISHMENT OF ESCROW DEPOSIT TRUST FI.IND:
FLOW OF FUNDS
Section 3.01. Creation of Escrow Deposit Trust Fund and Deposit of Moneys. There is
hereby created and established with the Escrow Agent a special and irrevocable trust fund
designated "Miami Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds,
Series 20058 (City Center/Historic Convention Village) Escrow Deposit Trust Fund" (the
"Escrow Deposit Trust Fund"), to be held by the Escrow Agent for the sole benefit of the holders
of the Refunded Bonds and accounted for separate and apart from the other funds of the Agency
and, to the extent required by law, of the Escrow Agent.
Concurrently with the delivery of this Agreement, the Agency herewith causes to be
deposited with the Escrow Agent and the Escrow Agent acknowledges receipt of immediately
availablemoneySfordepositintheEscrowDepositTrustFundintheamountof$-,
consisting of $from the proceeds of the Bonds and $in Other Moneys,
from the Otherall of which, when invested in Govemment Obligations (other than $
Moneys to be held uninvested), will provide moneys sufficient to pay the principal of and
interest on the Refunded Bonds, upon the payment upon redemption thereof as more particularly
described in Schedule C attached hereto and made apart hereof.
Section 3.02. Payment of Refunded Bonds.
received by the Escrow Agent will be sufficient to
Government Obligations, all as listed in Schedule B
The Bond proceeds and Other Moneys
par amount ofpurchase $
003-4430-47 38 / 3 lAM ERTCAS
attached hereto and made a part hereof,
1318
which will mature in principal amounts and earn income at such times so that sufficient moneys
will be available to pay as the same are paid when redeemed all principal of and interest on the
Refunded Bonds as set forth in Schedule C hereof. Notwithstanding the foregoing, if the
amounts deposited in the Escrow Deposit Trust Fund are insufficient to make said payments of
principal and interest, the Agency shall cause to be deposited into the Escrow Deposit Trust Fund
the amount of any deficiency immediately upon notice from the Escrow Agent.
Section 3.03. Irrevocable Trust Created. The deposit of moneys and Government
Obligations or other property hereunder in the Escrow Deposit Trust Fund shall constitute an
irrevocable deposit of said moneys and Govemment Obligations and other property hereunder
for the sole benefit of the holders of the Refunded Bonds, subject to the provisions of this
Agreement. The holders of the Refunded Bonds, subject to the provisions of this Agreement,
shall have an express lien on all moneys and principal of and eamings on the Government
Obligations and other property in the Escrow Deposit Trust Fund. The moneys deposited in the
Escrow Deposit Trust Fund and the matured principal of the Government Obligations and other
property hereunder and the interest thereon shall be held in trust by the Escrow Agent, and shall
be applied for the payment of Refunded Bonds, as more specifically set forth in Schedule C
hereto.
Section 3.04. Purchase of Government Obligations.
The Escrow Agent is hereby directed immediately to purchase the Government
Obligations listed in Schedule B from the proceeds of the Bonds and the Other Moneys
described in Sections 3.01 and 3.02 hereof. The Escrow Agent shall purchase the Govemment
Obligations solely from the moneys deposited in the Escrow Deposit Trust Fund as provided in
this Agreement. The Escrow Agent shall apply the moneys deposited in the Escrow Deposit
Trust Fund and the Government Obligations purchased therewith, together with all income or
eamings thereon, in accordance with the provisions hereof. The Escrow Agent shall have no
power or duty to invest any moneys held hereunder or to make substitutions of the Govemment
Obligations held hereunder or to sell, transfer or otherwise dispose of the Government
Obligations held hereunder except as provided in this Agreement. The Escrow Agent is hereby
directed not to invest S from the Other Moneys deposited in the Escrow Deposit
Trust Fund simultaneously with the delivery of this Agreement.
The Agency covenants to take no action in the investment, reinvestment or security of the
Escrow Deposit Trust Fund in violation of this Agreement and recognizes that any such action in
contravention of this Agreement might cause the Refunded Bonds or the Bonds to be classified
as "arbitrage bonds" under the Internal Revenue Code of 1986, as amended, and the regulations
promulgated thereunder (the "Code").
Section 3.05. Substitution of Certain Government Oblisations.
(a) If so directed in writing by the Agency on the date of delivery of this
Agreement, the Escrow Agent shall accept in substitution for all or a portion of the Government
Obligations listed in Schedule B, Govemment Obligations (the "Substituted Securities"), the
principal of and interest on which, together with any Government Obligations listed in Schedule
B for which no substitution is made and moneys held uninvested by the Escrow Agent, will be
003 - 4 430- 47 38 / 3 /AM ER r CAS
1319
sufficient to pay all principal of and interest of the Refunded Bonds as set forth in Schedule C
hereof. The foregoing notwithstanding, the substitution of Substituted Securities for any of the
Government Obligations listed in Schedule B may be effected only upon compliance with
Section 3.05(bX1) and (2) below.
(b) If so directed in writing by the Agency at any time during the term of this
Agreement, the Escrow Agent shall sell, transfer, exchange or otherwise dispose of, or request
the redemption of, all or a portion of the Government Obligations then held in the Escrow
Deposit Trust Fund and shall substitute for such Government Obligations other Govemment
Obligations, designated by the Agency, and acquired by the Escrow Agent with the proceeds
derived from the sale, transfer, disposition or redemption of or by the exchange of such
Government Obligations held in the Escrow Deposit Trust Fund, but only upon the receipt by the
Escrow Agent of:
(1) an opinion of nationally recognized counsel in the field of law
relating to municipal bonds stating that such substitution will not adversely affect the
exclusion from gross income for federal income tax purposes of interest on the Refunded
Bonds and the Bonds and is not inconsistent with the statutes and regulations applicable
to the Refunded Bonds and the Bonds; and
(2) verification by a firm of independent certified public accountants
stating that the principal of and interest on the substituted Government Obligations,
together with any Government Obligations and any uninvested moneys remaining in the
Escrow Deposit Trust Fund will be sufficient, without reinvestment, to pay the remaining
principal of and interest on the Refunded Bonds as set forth in Schedule C hereof.
Any moneys resulting from the sale, transfer, disposition or redemption of the Government
Obligations held hereunder and the substitution therefor of other Government Obligations not
required to be applied for the payment of such principal of and interest on the Refunded Bonds
(as shown in the verification report described in Section 3.05(bX2) hereof delivered in
connection with such substitution), shall be deposited in the Interest Account within the Sinking
Fund established under the Bond Resolution. Upon any such substitution of Government
Obligations pursuant to Section 3.05, Schedule B hereto shall be appropriately amended to
refl ect such substitution.
The Escrow Agent shall be under no duty to inquire whether the Government Obligations
as deposited in the Escrow Deposit Trust Fund are properly invested under the Code. The
Escrow Agent may rely on all specific directions in this Agreement providing for the investment
or reinvestment of the Escrow Deposit Trust Fund.
Section 3.06. Transfers from Escrow Deposit Trust Fund. As the principal of the
Government Obligations set forth in Schedule B shall mature and be paid, and the investment
income and earnings thereon are paid, the Escrow Agent shall pay from such moneys to U.S.
Bank National Association, in its capacity of Paying Agent with respect to the Refunded Bonds
(as Trustee, Paying Agent and Registrar with respect to the Refunded Bonds, the "Refunded
Bonds Trustee"), no later than the payment dates for the Refunded Bonds, as specified in
Schedule C hereof, the amounts necessary to pay the principal of and interest on the Refunded
003-4430-47 38/ 3 lAM ERTCAS
1320
Bonds, as specified in Schedule C hereof. The Agency hereby irrevocably determines, and
instructs the Refunded Bonds Trustee and the E,scrow Agent, to call for redemption prior to
maturity the Refunded Bonds maturing December 1,2016 through and including December 1,
2022 on January _,2016 at a redemption price of 100% of the principal amount thereof, in
accordance with the Prior Bond Resolution. The Agency, the Refunded Bonds Trustee and the
Escrow Agent shall perform the responsibilities, described in the Prior Bond Resolution, in
connection with the redemption of such Refunded Bonds, including the giving of notice of
redemption as required therein. The Agency shall mail, or cause to be mailed, a copy of such
notice of redemption to National Public Finance Guarantee Corporation, as successor to MBIA
Insurance Corporation ("NPFGC"). The Agency shall also file, or cause to be filed, a copy of
such notice of redemption with the Municipal Securities Rulemaking Board (the "MSRB"). In
addition, the Refunded Bonds Trustee shall publish such notice of redemption one time in The
Bond Buyer, New York, New York, at least 30 days prior to January _,2016.
Section 3.07. Investment of Certain Moneys Remaining in Escrow Deposit Trust Fund.
Subject to the provisions of Section 3.04 of this Agreement, the Escrow Agent shall invest and
reinvest, at the written direction of the Agency, in Government Obligations any moneys
remaining from time to time in the Escrow Deposit Trust Fund until such time as they are
needed. Such moneys shall be reinvested in such Government Obligations for such periods and
at such interest rates, as the Escrow Agent shall be directed to invest by the Agency, which
periods and interest rates shall be set forth in an opinion from nationally recognized counsel in
the field of law relating to municipal bonds to the Agency and to the Escrow Agent, which
opinion shall also be to the effect that such reinvestment of such moneys in such Government
Obligations for such period and at such interest rates will not, under the statutes and regulations
applicable to the Refunded Bonds and the Bonds, cause the interest on the Refunded Bonds or
the Bonds to be included in gross income for federal income tax purposes and that such
investment is not inconsistent with the statutes and regulations applicable to the Refunded Bonds
and the Bonds. Any interest income resulting from reinvestment of moneys pursuant to this
Section 3.07 not required to be applied for the payment of the principal of and interest on the
Refunded Bonds shall be deposited in the Interest Account within the Sinking Fund established
under the Bond Resolution.
Section 3.08. Escrow Deposit Trust Fund Constitutes Trust Fund. The Escrow Deposit
Trust Fund created and established pursuant to this Agreement shall be and constitute a trust
fund for the purposes provided in this Agreement and shall be kept separate and distinct from all
other funds of the Agency and, to the extent required by law, of the Escrow Agent and used only
for the purposes and in the manner provided in this Agreement.
Section 3.09. Transfer of Funds After All Payments Required by this Agreement are
Made. After all of the transfers by the Escrow Agent to the payment of the principal of and
interest on the Refunded Bonds provided in Schedule C have been made, all remaining moneys
and securities, together with any income and interest thereon, in the Escrow Deposit Trust Fund
shall be deposited in the Interest Account within the Sinking Fund established under the Bond
Resolution; provided, however, that no such transfers (except transfers made in accordance with
Sections 3.05 and 3.07 hereof) shall be made until all of the principal of and interest on the
Refunded Bonds have been paid.
003-4430-47 38 I 3 IAM ERTCAS
1321
ARTICLE IV
CONCERNING THE ESCROW AGENT
Section4.01. Liability of Escrow Aeent. The Escrow Agent shall not be liable in
connection with the performance of its duties hereunder except for its own negligence,
misconduct or default. The Escrow Agent shall not be liable for any loss resulting from any
investments made pursuant to the terms of this Agreement. The Escrow Agent shall not be liable
for the accuracy of the calculations as to the sufficiency of moneys and of the principal amount
of the Government Obligations and the earnings thereon to pay the Refunded Bonds. So long as
the Escrow Agent applies any moneys, Government Obligations and interest earnings therefrom
to pay the Refunded Bonds as provided herein, and complies fully with the terms of this
Agreement, the Escrow Agent shall not be liable for any deficiencies in the amounts necessary to
pay the Refunded Bonds caused by such calculations.
The duties and obligations of the Escrow Agent shall be determined by the express
provisions of this Agreement. The Escrow Agent may consult with counsel with respect to any
matter relevant to this Agreement, who may or may not be counsel to the Agency, and be entitled
to receive from the Agency reimbursement of the reasonable fees and expenses of such counsel,
and in reliance upon the opinion of such counsel have full and complete authorization and
protection in respect of any action taken, suffered or omitted by it in good faith in accordance
therewith. Whenever the Escrow Agent shall deem it necessary or desirable that a matter be
proved or established prior to taking, suffering or omitting any action under this Agreement, such
matter may be deemed to be conclusively established by a certificate signed by an authorized
officer of the Agency and the Escrow Agent may in good faith conclusively rely upon such
certificate.
The Escrow Agent shall have no lien, security interest or right of set-off whatsoever upon
any of the moneys or investments in the Escrow Deposit Trust Fund for the payment of fees or
expenses for the services rendered by the Escrow Agent under this Agreement.
Section 4.02. Permitted Acts. The Escrow Agent and its affiliates may become the
owner of all or may deal in the Refunded Bonds as fully and with the same rights as if it were not
the Escrow Agent.
Section 4.03. Payment to Escrow Agent. The Agency shall pay to the Escrow Agent
reasonable compensation for all services rendered by it hereunder and also its reasonable
expenses incurred in and about the administration and execution of the trusts hereby created and
the performance of its powers and duties hereunder, all as provided in Schedule D hereto.
ARTICLE V
MISCELLANEOUS
Section 5.01. Amendments to this Agreement. This Agreement is made for the benefit
of the holders from time to time of the Refunded Bonds and shall not be repealed, revoked,
altered or amended without the written consent of all such holders of the Refunded Bonds, the
o03-4 430-47 38/ 3 IAMERICAS
1322
Escrow Agent and the Agency; provided, however, that the Agency and the Escrow Agent may,
without the consent of, or notice to, such holders enter into such agreements supplemental to this
Agreement which shall not adversely affect the rights of such holders and shall not be
inconsistent with the terms and provisions of this Agreement for any one or more of the
following purposes:
(a) to cure any ambiguity or formal defect or omission in this Agreement; or
(b) to grant to or confer upon the Escrow Agent for the benefit of the holders
of the Refunded Bonds any additional rights, remedies, powers or authority that may lawfully be
granted to or conferred upon the Escrow Agent.
The Escrow Agent shall be entitled to rely upon an unqualified opinion of a nationally
recognized counsel in the field of law relating to municipal bonds with respect to compliance
with this Section.
Prior to any repeal, revocation, alteration or amendment of this Agreement, the Agency
shall provide written notice of such proposed repeal, revocation, alteration or amendment to
Standard & Poor's Ratings Services and Moody's Investors Service, Inc. at their addresses set
forth below:
Standard & Poor's Ratings Services
55 Water Street
New York, New York 10041
Attn: Municipal Ratings Desk/Refunded Bonds
Moody's Investors Service, Inc.
99 Church Street
New York, New York 10007
Section 5.02. Severabilitv. If any one or more of the covenants or agreements provided
in this Agreement on the part of the Agency or the Escrow Agent to be performed should be
determined by a court of competent jurisdiction to be contrary to law, such covenant or
agreement shall be deemed and construed to be severable from the remaining covenants and
agreements herein contained and shall in no way affect the validity of the remaining provisions
of this Agreement.
Section 5.03. Agreement Binding. All the covenants, proposals and agreements in this
Agreement contained by or on behalf of the Agency or by or on behalf of the Escrow Agent shall
bind and inure to the benefit of their respective successors and assigns, whether so expressed or
not.
Section 5.04. Notices to Escrow Agent and Agency. Any notice, demand, direction,
request or other instrument authorized or required by this Agreement to be given to or filed with
the Escrow Agent or the Agency, shall be deemed to have been sufficiently given or filed for all
purposes of this Agreement if personally delivered and receipted for, or if sent by registered or
certified United States mail, return receipt requested, addressed as follows:
o03 -4 430-41 38/ 3 lAMERICAS
1323
As to the Agency -
Miami Beach Redevelopment Agency
1700 Convention Center Drive
Miami Beach, Florida 33139
Attention: Executive Director
(b) As to the Escrow Agent -
U.S. Bank National Association
225 Water Street
Suite 700
Jacksonville, Florida 32202
Attention: Corporate Trust Services
Any party hereto may, by notice sent to the other parties hereto, designate a different or
additional address to which notices under this Agreement are to be sent.
Section 5.05. Termination. This Agreement shall terminate when all transfers and
payments required to be made by the Escrow Agent under the provisions hereof shall have been
made.
Section 5.06. Execution by Counterparts. This Agreement may be executed in several
counterparts, all or any of which shall be regarded for all purposes as one original and shall
constitute and be but one and the same instrument.
Section 5.07. Notice of Defeasance. The Agency hereby irrevocably instructs U.S.
Bank National Association, in its capacity of Registrar with respect to the Refunded Bonds, to
give to the Holders of the Refunded Bonds and NPFGC, by first class mail, postage prepaid, as
soon as practicable, and to file with the MSRB, as soon as practicable, notice of the defeasance
of the Refunded Bonds, substantially in the form attached hereto as Schedule E.
Section 5.08. Governing Law. This Agreement shall be governed by the laws of the
State of Florida.
(a)
oo3 - 4 43O- 47 38 I 3 lA M ER I CA5
1324
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be
executed by its duly authorized officers.
MIAMI BEACH REDEVELOPMENT
AGENCY
Chairperson
U.S. BANK NATIONAL
ASSOCIATION, as Escrow Agent
Assistant Vice President
APPI{OVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
By:
By:
3,rI-0*,? qltalts
Redevelopment AgencY Date
General Counsel
003-4430-47 38 / 1 lAM ERTCAS
l0
1325
Maturitlr Date
t2l0U20t6
12101120t7
t2l0U20\8
tzl0U20t9
t210v2020
1210v2021
1210U2022
SCHEDULE A
REFTINDED BONDS
Principal Amount
$ 1,885,000
1,980,000
2,090,000
2,195,000
2,300,000
2,400,000
2,525,000
Interest Rate
s.000%
s.000
5.000
s.000
4.000
5.000
5.000
A-1
o03 - 4 430 -47 38 / 3 /A M E R ICAS
1326
SCHEDULE B
INVESTMENT OF BOND PROCEEDS
AND OTHER MONEYS
Type of Securit], Maturit), Date Principal Amount Interest Rate
$%
B-1
003-4430-47 38/ 3 lAMERICAS
1327
SCHE,DULE C
SCHEDULE OF PAYMENTS ON
REFLINDED BONDS
Principal
Date Principal Redeemed Interest Total
$$$$
c-l
003-4430-47 38 I 3 lAM ERTCAS
1328
(i)
SCHEDULE D
ESCROW AGENT FEES AND EXPENSES
In consideration of the services to be rendered by the Escrow Agent under the
Agreement, the Agency agrees to pay the Escrow Agent a one time fee of $_
for all services to be incurred as Escrow Agent in connection with such services, and
agrees to reimburse at cost all ordinary out-of-pocket expenses incurred by the Escrow
Agent. The term "ordinary out-of-pocket expenses" means expenses of holding,
investing and disbursing the Escrow Deposit Trust Fund as provided herein and includes,
but is not limited to publication costs, postage and legal fees as incurred.
(ii) The Agency also agrees to reimburse the Escrow Agent for any extraordinary expenses
incurred by it in connection with the Agreement. The term "extraordinary expenses"
includes (a) expenses arising out of the assertion of any third party to any interest in the
Escrow Deposit Trust Fund or any challenge to the validity hereof, including reasonable
attorneys'fees, (b) expenses relating to any substitution under Section 3.05 or
reinvestment under Section 3.07, and (c) expenses (other than ordinary expenses) not
occasioned by the Escrow Agent's misconduct or negligence.
(iii)The fees and expenses payable by the Agency under clause (i) or (ii) above shall not be
paid from the Escrow Deposit Trust Fund, but shall be paid by the Agency from legally
available funds of the Agency.
oo3 -4 430-47 38 I 3 lA M ER I CAS
D-1
1329
SCHEDULE E
NOTICE OF DEFEASANCE
Miami Beach Redevelopment Agency
Tax Increment Revenue Refunding Bonds, Series 20058
(City Center/Historic Convention Village)
Dated: September 22, 2005
Maturity Date
tzl0U20t6
12101120t7
1210v2018
1210v2019
1210U2020
t210U2021
t210v2022
Principal Amount
$ i,885,000
1,980,000
2,080,000
2,195,000
2,300,000
2,400,000
2,525.000
Interest Rate
5.000%
5.000
5.000
5.000
4.000
s.000
5.000
CUSIP Numbers.
593237ED8
593237F-F,6
5932378F3
s932378G1
593231EH9
5932378J5
593237EK2
NOTICE IS HEREBY GIVEN that monies have been deposited with U.S. Bank National
Association, as Escrow Agent, for the payment of the principal of and interest on the outstanding
bonds identified above (the "Bonds"), and such monies, except to the extent maintained in cash,
have been invested in direct obligations of the United States of America. U.S. Bank National
Association, as Trustee, Paying Agent and Registrar for the Bonds, and the Escrow Agent have
been irrevocably instructed to call for redemption prior to maturity the Bonds maturing
December 1,2016 through and including December 1,2022 on January _,2016, at a
redemption price of 100% of the principal amount thereof.
The amount so deposited as aforesaid has been calculated to be adequate to pay, when due,
the principal of and interest on the Bonds to and including their redemption date described above.
The Bonds are therefore deemed to have been paid in accordance with Section 30a(M) of
Resolution No. 150-94 adopted by the Miami Beach Redevelopment Agency on January 5,1994.
U.S. BANK NATIONAL ASSOCIATION,
as Registrar
Dated:_,2075
" No representation is made as to the correctness of these CUSIP numbers either as printed on the Bonds or
contained in this Notice.
E-l
003-4430-47 38/ 3 lAM ERTCAS
1330
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