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To: From: Date: SUbject: Background: South Miami ·hftd CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM i'ilif' The Honorable Mayor & Members of the City Commission Hector Mirabile, PhD, City Manager «J. ~ / September 4, 2012 f ( Agenda Item No.: ___ An Ordinance of the City Commission of the City of South Miami, Florida, authorizing the issuance of its Capital Improvement Revenue Refunding Note, Series· 2012, in the principal amount not to exceed $5,800,000, for the purpose of refinancing certain of the City's outstanding indebtedness and paying the costs of issuance of the Note and of refinancing such indebtedness; covenanting to annually budget and appropriate funds from Legally Available Non- Ad Valorem Revenues to repay such Note; providing the form, terms and details of the Note; awarding the Note to Branch Banking and Trust Company by negotiated sale; making certain covenants and agreements in connection therewith; authorizing and directing officers and employees of the City to take all necessary actions and execute all necessary documents. The City of South Miami in conjunction with the City's Financial Advisor requested bank proposals on a 15 year and 20 year basis to refund a portion or all of the City's 200 I A and 2002A loans. Based upon the three qualified proposals received, the proposed ordinance authorizes the issuance of the Series 2012 Note to BB& T on a bank qualified basis. This recommendation is based upon an attractive 20-year interest rate (3.50%) that is held through closing, the flexibility to prepay the loan on any interest payment date with a I % premium, and increased present value debt service savings compared to IS-year alternatives Pinnacle Public Finance provided for a lower interest rate on a IS-year basis (2.63%), but did not allow for prepayment prior to 2017 and at a 2% premium. Additionally, the IS-year loan does not provide as much debt service savings versus the 20 year alternative. The present value savings is over $640,000 or 12% of the bonds refunded based upon the interest rate (3.50%) provided by BB& T. 2001 Attached Documentation: -Ordinance Capital Improvement Revenue Refunding Note, Series 2012 -BB& T Term Sheet Proposal -FirstSouthwest Refunding Presentation -FirstSouthwest Preliminary Series 2012 Numbers - BB&T-20 Years -South Miami Bank Loan RFP's Bank Distribution List 8-6-12 1 ORDINANCE NO. ___ _ 2 An Ordinance of the City Commission of the City of South Miami, Florida, 3 authorizing the issuance of its Capital Improvement Revenue Refunding 4 Note, Series 2012, in the principal amount not to exceed $5,800,000, for the 5 purpose of refinancing certain of the City's outstanding indebtedness and 6 paying the costs of issuance of the Note and of refinancing such indebtedness; 7 covenanting to annually budget and appropriate funds from Legally 8 Available Non-Ad Valorem Revenues to repay such Note; providing the 9 form, terms and details of the Note; awarding the Note to Branch Banking 10 and Trust Company by negotiated sale; making certain covenants and 11 agreements in connection therewith; authorizing and directing officers and 12 employees of the City to take all necessary actions and execute all necessary 13 documents. 14 WHEREAS, the City of South Miami, Florida (the "City") has previously financed a 15 portion of certain capital improvements in the City with the proceeds of (i) a loan from the 16 Florida Municipal Loan Council (the "FMLC") pursuant to a Loan Agreement dated as of 17 November 15,2001 between the City and FMLC, currently outstanding in the principal amount 18 of $1,780,000 (the "2001 Loan"), and (ii) a loan from FMLC pursuant to a Loan Agreement 19 dated as of May 1, 2002 between the City and FMLC, currently outstanding in the principal 20 amount of$3,585,000 (the "2002 Loan" and, together with the 2001 Loan, the "Prior Loans"); 21 WHEREAS, the City desires to issue its Capital Improvement Revenue Refunding Note, 22 Series 2012 (the "Note"), in the principal amount not to exceed $5,800,000, to refinance all or a 23 portion 'of the Prior Loans in order to achieve debt service savings for the City; and 24 WHEREAS, the City does not expect to issue more than $10 million in tax-exempt 25 obligations during calendar year 2012; and 26 WHEREAS, after review of proposals submitted by a number of banks in response to a 27 request of proposals issued by the City, First Southwest Company, the City's financial advisor, 28 has recommended that the City award the sale of the Note to Branch Banking and Trust 29 Company. 30 NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND THE CITY 31 COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT: 32 Section 1. Recitals. The above recitals are incorporated herein as findings. 33 Section 2. Definitions. As used herein, unless the context otherwise requires: 34 "Act" means, as applicable, Article VIII, Section 2 of the Constitution of the State of 35 Florida, Chapter 166, Florida Statutes, the Charter of the City of South Miami, and other 36 applicable provisions of law. 37 "Annual Budget" means the annual budget prepared by the City for each Fiscal Year in 38 accordance with Section 12 below and in accordance with the laws of the State of Florida. MIAMII4280979.4 Ord. No. ___ _ 39 "Annual Debt Service" means, as of any particular date of calculation, the annual debt 40 service requirement for all Debt in each such Bond Year except that with respect to any Debt for 41 which amortization installments have been established, the amount of principal coming due on 42 the final maturity date with respect to such Debt shall be reduced by the aggregate principal 43 amount of such Debt that is to be redeemed or paid from amortization installments to be made in 44 prior Bond Years. 45 "Bank" means Branch Banking and Trust Company, the purchaser of the Note. 46 "Bond Year" means the annual period beginning on the first day of October of each year 47 and ending on the last day of September of the immediately succeeding year; provided however, 48 that when such term is used to describe the period during which deposits are to be made to 49 amortize principal and interest on Debt maturing or becoming subject to redemption, including 50 without limitation, interest and principal maturing or becoming subject to redemption on October 51 1 of any year shall be deemed to mature or become subject to redemption on the last day of 52 preceding Bond Year. 53 "Business Day" means any day which is not a Saturday, Sunday or day on which banking 54 institutions in Miami-Dade County, Florida, are authorized to be closed. 55 "City" means the City of South Miami, Florida, a Florida municipal corporation. 56 "City Manager" means the City Manager of the City, or his or her successor. 57 "Clerk" means the City Clerk or any Deputy Clerk ofthe City. 58 "Code" means the Internal Revenue Code of 1986, as amended, including the applicable 59 regulations of the Department of the Treasury (including applicable final regulations, temporary 60 regulations and proposed regulations), the applicable rulings of the Internal Revenue Service 61 (including published Revenue Rulings and private letter rulings) and applicable court decisions. 62 "Cost of Essential Services" means the cost of services necessary for the conducting of 63 the public safety and general governmental operations of the City, as shown in the rows titled 64 "General Governnlent" and "Public Safety" in the City's audited financial statements. 65 "Dated Date" means the date of issuance of the Note. 66 "Debt" means as of any date and without duplication, all of the following to the extent 67 that they are payable in whole or in part from any Legally Available Non-Ad Valorem Revenues: 68 (i) all obligations of the City for borrowed money or evidenced by bonds, debentures, notes or 69 other similar instruments; (ii) all obligations of the City as lessee under capitalized leases; and 70 (iii) all indebtedness of other persons to the extent guaranteed by, or secured by Legally 71 Available Non-Ad Valorem Revenues of the City. 72 "Finance Director" means the Finance Director of the City, or his or her successor. 73 "Financial Advisor" means First Southwest Company. MIAMII4280979.4 2 Ord. No. ___ _ 74 "Fiscal Year" means the period commencing on October 1 of each year and ending on the 75 succeeding September 30, or such other consecutive 12-month period as may be hereafter 76 designated as the fiscal year of the City. 77 "FMLC" means the Florida Municipal Loan Council. 78 "Governing Body" means the Mayor and City Commission of the City, or its successor in 79 function. 80 "Holder" or "Noteholder" means the registered owner (or its authorized representative) of 81 the Note. 82 "Legally Available Non-Ad Valorem Revenues" means all revenues of the City derived 83 from any source whatsoever other than ad valorem taxation on real and personal property, 84 including, without limitation, investment income, which are legally available for the payment by 85 the City of debt service on the Note or other Non-Self-Supporting Revenue Debt, including, 86 without limitation, legally available non-ad valorem revenues derived from sources subject to a 87 prior pledge thereof for the payment of other obligations of the City and available after payment 88 of principal and interest on such other obligations, but excluding revenues derived from the 89 revenues of any enterprise fund of the City, except to the extent that revenues derived from such 90 sources have been deposited into the City's General Fund. 91 "Maximum Annual Debt Service" means, as of any particular date of calculation, the 92 largest Annual Debt Service in any Bond Year. 93 "Mayor" means the Mayor of the City or, in the Mayor's absence, the Vice Mayor of the 94 City, and such other person as may be duly authorized to act on the Mayor's behalf. 95 "Non-Self-Supporting Revenue Debt" means obligations evidencing indebtedness for 96 borrowed money, including the Note, (i) the primary security for which is provided by a 97 covenant of the City to budget and appropriate Legally Available Non-Ad Valorem Revenues of 98 the City for the payment of debt service on such obligations, or (ii) primarily secured or payable 99 from another source of funds, but with respect to which the City has also covenanted to budget 100 and appropriate Legally Available Non-Ad Valorem Revenues of the City for the payment of 101 debt service on such obligations, provided that obligations described in this clause (ii) shall only 102 be considered Non-Self-Supporting Revenue Debt to the extent the City has included in its 103 budget (by amendment or otherwise) the payment of such Legally Available Non-Ad Valorem 104 Revenues pursuant to such covenant to pay debt service on such obligations. "Non-Self- 1 05 Supporting Revenue Debt" shall expressly not include indebtedness payable from the revenues 1 06 of a utility system, or any other enterprise fund of the City, which are pledged to the payment of 107 such indebtedness. 108 "Note" means the City of South Miami, Florida Capital Improvement Revenue 109 Refunding Note, Series 2012, authorized to be issued by the City in the aggregate principal 110 amount not to exceed $5,800,000, the fornl of which is attached as Exhibit "A" hereto. III "Ordinance" means this Ordinance, authorizing the issuance of the Note, as the same may 112 from time to time be amended, modified or supplemented. MIAMII4280979.4 3 Ord. No. ___ _ 113 "Permitted Lender" means any bank, trust company, savings institution or insurance 114 company that is engaged as a regular part of its business in making loans and authorized to do 115 business in the State. 116 "Prior Loans" means, collectively, (i) the loan from the FMLC to the City pursuant to a 117 Loan Agreement dated as of November 15, 2001 between the City and FMLC, currently 118 outstanding in the principal amount of $1,780,000, and (ii) the loan from FMLC to the City 119 pursuant to a Loan Agreement dated as of May 1, 2002 between the City and FMLC, currently 120 outstanding in the principal amount of $3,585,000. 121 "Refinanced Loans" means all or a portion of the Prior Loans being prepaid with the 122 proceeds of the Note, as determined by the City Manager to be in the best interest ofthe City in 123 order to achieve debt service savings. 124 "State" means the State of Florida. 125 Section 3. Authority for Ordinance. This Ordinance is enacted pursuant to the Act. 126 The City has ascertained and hereby determined that enactment of this Ordinance is necessary to 127 carry out the powers, purposes and duties expressly provided in the Act, that each and every 128 matter and thing as to which provision is made herein is necessary in order to carry out and 129 effectuate the purposes of the City in accordance with the Act and to carry out and effectuate the 130 plan and purpose of the Act, and that the powers of the City herein exercised are in each case 131 exercised in ·accordance with the provisions of the Act and in furtherance of the purposes of the 132 City. 133 Section 4. Ordinance to Constitute Contract. In consideration of the purchase and 134 acceptance of the Note by those who shall hold the same from time to time, the provisions of this 135 Ordinance shall be a pmt of the contract of the City with the Holder, and shall be deemed to be 136 and shall constitute a contract between the City and the Holder. The provisions, covenants and 137 agreements herein set forth to be performed by or on behalf of the City shall be for the benefit, 138 protection and security of the Holder in accordance with the terms hereof. 139 Section 5. Authority for Issuance of Note; Designation Under Code; Prepayment of 140 Refinanced Loans. Subject and pursuant to the provisions hereof, a note to be known as "City 141 of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012" is hereby 142 authorized to be issued in an aggregate principal amount not to exceed Five Million Eight 143 Hundred Thousand Dollars ($5,800,000) for the purpose of refinancing the Refinanced Loans 144 and paying the costs of issuance of the Note and of refinancing the Refinanced Loans. 145 The Note is hereby· designated as a "qualified tax-exempt obligation" under Section 146 265(b)(3)(B) of the Code. 147 The prepayment of the Refinanced Loans is hereby authorized. 148 Section 6. Description of Note; Assignment and Transfer of Note. The Note shall be 149 issued in one (1) typewritten certificate, shall be dated the Dated Date and shall mature on May 150 1, 2032. The Note shall bear interest from the Dated Date at a fixed interest rate, subject to 151 adjustment as provided in the Note, of 3.50% per annum. Interest on the Note shall be calculated MIAM1/4280979.4 4 Ord. No. ___ _ 152 on the basis of a 360 day year consisting of twelve thirty day months. Accrued interest on the 153 Note will be payable semiannually on May 1 and November 1 of each year, beginning on 154 November 1,2012. Principal of the Note will be payable in forty (40) semiannual installments 155 on May 1 and November 1 of each year, beginning November 1,2012, as shall be set forth in the 156 form of Note attached as Exhibit "A" hereto. Additional details of the Note shall be as provided 157 in Exhibit "A" attached hereto. 158 The Note shall be in registered form, contain substantially the same terms and conditions 159 as set forth in Exhibit "A" hereto, shall be payable in lawful money of the United States of 160 America, and the principal thereof, interest thereon and any other payments thereunder shall be 161 payable by check, wire, draft or bank transfer to the Holder at such address as may be provided 162 in writing by such Holder to the Finance Director. So long as the Note shall remain outstanding, 163 the City shall maintain and keep books for the registration and transfer of the Note. 164 The Note may not be assigned or transferred except in whole and in a denomination of 165 not less than $100,000 to a Permitted Lender, with the prior written consent of the City. In no 166 event will the Note be assigned or transferred to any kind of trust. 167 Section 7. Execution of Note. The Note shall be executed in the name of the City by 168 the manual signature of the City Manager, the seal of the City shall be imprinted, reproduced or 169 lithographed on the Note, and the Note shall be attested to by the manual signature of the Clerk. 170 If any officer whose signature appears on the Note ceases to hold office before the delivery of 171 the Note, such signature shall nevertheless be valid and sufficient for all purposes. In addition, 172 the Note may bear the signature of, or may be signed by, such persons as at the actual time of 173 execution of the Note shall be the proper officers to sign the Note although at the date of the 174 Note or the date of delivery thereof such persons may not have been such officers. 175 Section 8. Note Mutilated, Destroyed, Stolen or Lost. If the Note is mutilated, 176 destroyed, stolen or lost, the City may, in its discretion (i) deliver a duplicate replacement Note, 177 or (ii) pay a Note that has matured or is about to mature. A mutilated Note shall be surrendered 178 to and canceled by the Clerk or its duly authorized agent. The Holder must furnish the City or its 179 agent proof of ownership of any destroyed, stolen or lost Note, post satisfactory indemnity, 180 comply with any reasonable conditions the City or its agent may prescribe, and pay the City'S or 181 its agent's reasonable expenses. 182 Any such duplicate Note shall constitute an original contractual obligation of the City 183 whether or not the destroyed, stolen, or lost Note be at any time found by anyone, and such 184 duplicate Note shall be entitled to equal and proportionate benefits and rights as to lien on, and 185 source of and security for payment from, the funds pledged to the payment of the Note so 186 mutilated, destroyed, stolen or lost. 187 Section 9. Provisions for Prepayment. The Note may be prepaid prior to its maturity, 188 in whole, but not in part, as provided in the form of Note attached as Exhibit "A" hereto. 189 Section 10. Note Not to be General Indebtedness of the City. The Note shall not be or 190 constitute a general obligation or indebtedness of the City within the meaning of the Constitution 191 of the State, but shall be payable from and secured solely by the covenant of the City to budget MIAMI/4280979.4 5 Ord. No. ___ _ 192 and appropriate Legally Available Non-Ad Valorem Revenues, in the manner and to the extent 193 herein and in the Note provided. No Holder shall ever have the right to compel the exercise of 194 the ad valorem taxing power of the City or taxation in any form on any real or personal property 195 to pay the Note, the interest thereon or any other amounts due thereunder, nor shall any Holder 196 be entitled to payment of such principal, interest or any other amounts due thereunder from any 197 funds of the City other than the Legally Available Non-Ad Valorem Revenues, all in the manner 198 and to the extent herein and in the Note provided. The Holders shall have no lien upon any real 199 or tangible personal property of the City. 200 Section 11. Covenant to Budget and Appropriate. The City hereby covenants to 201 budget and appropriate in its Annual Budget, by amendment if necessary, from Legally 202 Available Non-Ad Valorem Revenues in each Fiscal Year, sufficient moneys to pay the principal 203 of and interest on the Note and any other amounts due thereunder in such Fiscal Year, until the 204 Note is paid in full. Such covenant and agreement on the part of the City shall be cumulative to 205 the extent not paid, and shall continue until Legally Available Non-Ad Valorem Revenues or 206 other available funds in amounts sufficient to make all required payments shall have been 207 budgeted, appropriated and actually paid. Notwithstanding the foregoing covenant of the City, 208 the City does not covenant to maintain any services or programs now provided or maintained by 209 the City which generate Legally Available Non-Ad Valorem Revenues. 210 Such covenant to budget and appropriate does not create any lien upon or pledge of such 211 Legally Available Non-Ad Valorem Revenues nor does it preclude the City from pledging in the 212 future a particular source or sources of non-ad valorem revenues. Such covenant to budget and 213 appropriate Legally Available Non-Ad Valorem Revenues is subject in all respects to the 214 payment of obligations heretofore or hereafter entered into, including but not limited to the 215 payment of debt service on bonds and other debt instruments. However, the covenant to budget 216 and appropriate in its Annual Budget for the purposes and in the manner stated herein shall have 217 the effect of making available in the manner described herein Legally Available Non-Ad 218 Valorem Revenues and placing on the City a positive duty to budget and appropriate, by 219 amendment if necessary, amounts sufficient to meet its obligations hereunder; subject, however, 220 in all respects to the restrictions of Section 166.241 (3), Florida Statutes, which provides, in part, 221 that the governing body of each municipality make appropriations for each fiscal year which, in 222 anyone year, shall not exceed the amount to be received from taxation or other revenue sources; 223 and subject further, to the payment of services and programs which are for essential public 224 services affecting the health, welfare and safety of the inhabitants of the City or which are legally 225 mandated by applicable law. 226 Section 12. Operating Budget; Financial Statements. Before the first day of each 227 Fiscal Year, the Governing Body shall prepare, approve and adopt in the manner prescribed by 228 law, a detailed Annual Budget. Such Annual Budget shall, subject to Section 11 hereof, provide 229 for revenues sufficient to comply with the City'S obligations hereunder, including any unsatisfied 230 obligations from prior Fiscal Years. The City shall annually provide to the Bank a copy of the 231 Annual Budget and the City's audited financial statements prepared in accordance with law, each 232 within thirty (30) days of its completion and, in the case of the audited financial statements, 233 within 180 days of the end of each Fiscal Year. MIAM1!4280979.4 6 Ord. No. ___ _ 234 Section 13. Issuance of Additional Non-Self Supporting Revenue Debt. Except with 235 respect to Non-Self-Supporting Revenue Debt issued to refund existing Non-Self-Supporting 236 Revenue Debt where the aggregate debt service of the refunding Non-Self-Supporting Revenue 237 Debt will not be greater than that for the Non-Self-Supporting Revenue Debt being refunded, the 238 . City may incur additional Non-Self-Supporting Revenue Debt only if, as set forth in a certificate 239 of the Mayor or the City Manager executed prior to the issuance thereof, a copy of which shall 240 be provided to the Bank, the amount of Legally Available Non-Ad Valorem Revenues, after 241 deducting the Cost of Essential Services that are not supported by ad-valorem tax revenues, 242 equals or exceeds 1.25 times the Maximum Annual Debt Service in all future Bond Years on all 243 outstanding Debt and the Debt proposed to be issued. These calculations required above shall be 244 determined using the average of actual receipts for the prior two Fiscal Years based on the City's 245 audited financial statements. 246 For purposes of calculating the foregoing, if any Debt bears a rate of interest that is not 247 fixed for the entire term of the Debt (excluding any provisions that adjust the interest rate upon a 248 change in tax law or in the tax treatment of interest on the debt or upon a default), then the 249 interest rate on such Debt shall be assumed to be the higher of (y) the average rate of actual 250 interest borne by such Debt during the most recent complete month prior to the date of 251 calculation, (z) (i) for Debt the interest on which is excluded from gross income of the holders 252 thereof for federal tax purposes, The Bond Buyer Revenue Bond Index last published in the 253 month preceding the date of calculation plus one percent, or (ii) for Debt the interest on which is 254 not excluded from the gross income of the holders thereof for federal tax purposes, the yield on a 255 U.S. Treasury obligation with a constant maturity closest to but not before the maturity date of 256 such Debt, as reported in Statistical Release H.15 of the Federal Reserve on the last day of the 257 month preceding the date of issuance of such proposed Debt, plus three percent (3%); provided, 258 however, that if the City shall have entered into an interest rate swap or interest rate cap or shall 259 have taken any other action which has the effect of fixing or capping the interest rate on such 260 Debt for the entire term thereof, then such fixed or capped rate shall be used as the applicable 261 rate for the period of such swap or cap, and provided fUlther that if The Bond Buyer Revenue 262 Bond Index or Statistical Release H.15 of the Federal Reserve is no longer available or no longer 263 contains the necessary data, such other comparable source of comparable data as selected by the 264 Bank shall be utilized in the foregoing calculations. For the purpose of calculating the foregoing, 265 "balloon indebtedness" (as defined in the immediately succeeding sentence) shall be assumed to 266 amOltize over a period not to exceed 20 years in substantially equal annual payments at the 267 interest rate set forth in the instrument evidencing such Debt if the interest rate is fixed and, if the 268 interest rate is not fixed, at the rate calculated pursuant to the immediately preceding sentence 269 and any put or tender rights of a lender with respect to any Debt shall be ignored and such Debt 270 shall be assumed to mature as otherwise provided in the instrument evidencing such Debt. 271 "Balloon indebtedness" is any Debt twenty percent (20%) or more of the principal amount of 272 which comes due in any single Fiscal Year. 273 Section 14. Award of Note by Negotiated Sale. Because of the nature of the Note, the 274 maturity of the Note and the prevailing market conditions, and the recommendations of the 275 Financial Advisor, the negotiated sale of the Note to the Bank in substantial accordance with the 276 Bank's summary of terms and conditions delivered to the City and dated August 21, 2012 (the 277 "Bank's Proposal"), is hereby found to be in the best interests of the City and, upon compliance 278 with the requirements of Section 218.385, Florida Statutes, authorized; provided, however, that MIAMII4280979,4 7 Ord. No. ___ _ 279 the provisions of this Ordinance and the Note shall control to the extent of any conflict with the 280 Bank's Proposal. 281 Section 15. Modification, Amendment or Supplement. This Ordinance may be 282 modified, amended or supplemented by the City from time to time prior to the issuance of the 283 Note hereunder. Thereafter, no modification, amendment or supplement of this Ordinance, or of 284 any ordinance amendatory hereof or supplemental hereto, may be made without the consent in 285 writing of the Holder. 286 Section 16. Tax Compliance. Neither the City, nor any third party over whom the City 287 has control, will make any use of the proceeds of the Note or of the refinanced capital 288 improvements at any time during the term of the Note which would cause the Note (i) to be (a) a 289 "private activity bond" within the meaning of Section 1 03(b)( 1) of the Code, or (b) an "arbitrage 290 bond" within the meaning of Section 1 03(b )(2) of the Code, or (ii) not to be a "qualified tax- 291 exempt obligation" within the meaning of Section 265(b)(3)(B) of the Code. The City covenants 292 throughout the term of the Note to comply with the requirements of the Code and to take all 293 actions necessary to maintain the exclusion from gross income for purposes of the Code of 294 interest on the Note and the status of the Note as a "qualified tax-exempt obligation" to the same 295 extent as on the date of issuance ofthe Note. 296 Section 17. Events of Default; Remedies. 297 A. Events of Default. Anyone or more of the following events shall be an 298 "Event of Default": 299 (i) the City shall fail to pay the principal of or interest on the Note 300 when due; 301 (ii) the City shall (a) admit in writing its inability to pay its debts 302 generally as they become due, (b) file (or have filed against it and not dismissed within 90 days) 303 a petition in bankruptcy or take advantage of any insolvency act, (c) make an assignment for the 304 general benefit of creditors, (d) consent to the appointment of a receiver for itself or for the 305 whole or any substantial patt of its property, or (e) be adjudicated a bankrupt; or 306 (iii) the City shall default in the due and punctual performance of any 307 of its covenants, conditions, agreements and provisions contained herein or in the Note, and such 308 default shall continue for thirty (30) days after written notice specifying such default and 309 requiring the same to be remedied shall have been given to the City by the Holder of the Note; 310 provided that such default shall not be an Event of Default if the City within such 30 day period 311 commences and carries out with due diligence to completion (although not necessarily within 312 such thirty (30) day period) such action as is necessary to cure the same. 313 B. Remedies on Default. If an Event of Default shall have occurred and be 314 continuing, the Holder may proceed to protect and enforce its rights hereunder by a suit, action 315 or special proceeding in equity or at law, by mandamus or otherwise, either for the specific 316 performance of any covenant or agreement contained herein or for enforcement of any proper 317 legal or equitable remedy as such Holder shall deem most effectual to protect and enforce the 318 rights aforesaid. MJAMII4280979.4 8 Ord. No. ___ _ 319 No remedy herein conferred upon or reserved to the Holder is intended to be exclusive of 320 any other remedy or remedies, and each and every such remedy shall be cumulative, and shall be 321 in addition to every other remedy given hereunder or now or hereafter existing at law or in 322 equity. 323 No delay or omission of a Holder to exercise any right or power accruing upon any Event 324 of Default shall impair any such right or power or shall be construed to be a waiver of any such 325 Event of Default, or an acquiescence therein; and every power and remedy given by this mticle 326 may be exercised from time to time, and as often as may be deemed expeditious by a Holder. 327 Notwithstanding the foregoing, under no circumstances will the remedies for an Event of 328 Default include acceleration of the payment of the Note. 329 Section 18. General Authority. The officers and employees of the City are hereby 330 authorized and directed to take all other necessary actions and execute all necessary documents 331 to carry out the provisions of this Ordinance. 332 Section 19. Severability. If anyone or more of the covenants, agreements or provisions 333 of this Ordinance should be held contrary to any express provision of law or contrary to the 334 policy of express law, though not expressly prohibited, or against public policy, or shall for any 335 reason whatsoever be held invalid, then such covenants shall be null and void and shall be 336 deemed separate from the remaining covenants, agreements or provisions of this Ordinance or of 337 the Note issued hereunder, which remaining covenants, agreements and provisions shall remain 338 in full force and effect. 339 Section 20. No Third-Party Beneficiaries. Except as herein otherwise expressly 340 provided, nothing in this Ordinance expressed or implied is intended or shall be construed to 341 confer upon any person, fiml or corporation other than the City and the Holder from time to time 342 of the Note issued hereunder, any right, remedy or claim, legal or equitable, under or by reason 343 of this Ordinance or any provision hereof, this Ordinance and all its provisions being intended to 344 be and being for the sole and exclusive benefit of the City and the Holder from time to time of 345 the Note issued hereunder. 346 Section 21. Controlling Law; Officials of City Not Liable. All covenants, stipulations, 347 obligations and agreements of the City contained in this Ordinance and the Note shall be 348 covenants, stipulations, obligations and agreements of the City to the full extent authorized by 349 the Act and provided by the Constitution and laws of the State. No covenant, stipulation, 350 obligation or agreement contained in this Ordinance or the Note shall be a covenant, stipulation, 351 obligation or agreement of any present or future member, agent, officer or employee of the City 352 or the Governing Body in his or her individual capacity, and neither the members or officers of 353 the Governing Body nor any official executing the Note shall be liable personally on the Note or 354 shall be subject to any personal liability or accountability by reason of the issuance or the 355 execution of the Note by the City or such members thereof. 356 Section 22. Repeal of Inconsistent Ordinances. All ordinances or parts thereof in 357 conflict herewith are, to the extent of such conflict, superseded and repealed. MIAMI/4280979.4 9 Ord. No. ---- 358 Section 23. Codification. The provisions of this Ordinance shall become and be made 359 part of the Code of Ordinances of the City of South Miami as amended; the sections of this 360 Ordinance may be renumbered or re-Iettered to accomplish such intention; and that the word 361 "ordinance" may be changed to "section" or other appropriate word. 362 Section 24. Effective Date. This Ordinance shall become effect immediately upon its 363 enactment. 364 365 PASSED AND ENACTED this __ day of ____ , 2012. 366 367 ATTEST: APPROVED: 368 369 370 371 372 CITY CLERK MAYOR 373 374 375 READ AND APPROVED AS TO FORM, COMMISSION VOTE: 376 LANGUAGE, LEGALITY AND 377 EXECUTION THEREOF: 378 379 380 381 382 CITY ATTORNEY 383 MIAMII4280979.4 10 384 385 386 REGISTERED 387 No. R- EXHIBIT" A" FORM OF NOTE UNITED STATES OF AMERICA STATE OF FLORIDA CITY OF SOUTH MIAMI, FLORIDA REGISTERED $_---- 388 389 390 391 CAPITAL IMPROVEMENT REVENUE REFUNDING NOTE, SERIES 2012 . Interest Rate 3.50% REGISTERED OWNER: PRINCIP AL AMOUNT: Maturity Date May 1,2032 Date of Original Issuance ____ ,,2012 ___________ MILLION DOLLARS 392 KNOW ALL MEN BY THESE PRESENTS, that the City of South Miami, Florida, a 393 municipal corporation of the State of Florida (hereinafter called the "City") for value received, 394 hereby promises to pay to the Registered Owner identified above, or to registered assigns or legal 395 representatives, but solely from the revenues hereinafter mentioned, on the dates hereinafter 396 provided, the Principal Amount identified above, and to pay, solely from such revenues, interest 397' on the Principal Amount remaining unpaid from time to time, at the interest rate per alliUm set 398 forth herein (the "Note Rate"), until the entire Principal Amount has been repaid. Principal of 399 and interest on this Note will be paid by bank wire, check, draft or bank transfer delivered to the 400 Registered Owner hereof at such address as may be provided in writing by the Registered Owner 401 to the City no later than the close of business on the fifth Business Day (as defined in the 402 hereinafter described Ordinance), next preceding each interest payment date (the "Record 403 Date"). Interest on this Note shall be calculated on the basis of a 360 day year consisting of 404 twelve thhiy day months. 405 Payments of accrued interest will be due on May 1 and November 1 of each year, 406 beginning November 1, 2012. Payments of principal on this Note will be due on May 1 and 407 November 1 of each year, beginning November 1,2012, in accordance with Schedule 1 attached 408 hereto. 409 Each date when principal and/or interest on this Note is due is a "Payment Date." If any 410 Payment Date is not a Business Day, the payment otherwise due on such Payment Date shall be 411 due on the next succeeding Business Day as if paid on such Payment Date. 412 Any payment of principal hereof or interest hereon not paid within fifteen (15) days of 413 when due shall bear interest from the due date until paid at the lesser of (i) the Note Rate plus 4% 414 per annum or (ii) the maximum rate permitted by law. MIAMlf4280979.4 A-I 415 This Note is issued in the principal amount of $ to refinance the Refinanced 416 Loans (as defined in the Ordinance defined below), pursuant to the authority of and in full 417 compliance with the Constitution and laws of the State of Florida, including particularly Article 418 VIII, Section 2 of the Constitution of the State of Florida, Chapter 166, Florida Statutes and the 419 Charter of the City (collectively, the "Act"), and Ordinance No. , enacted by the Mayor 420 and City Commission of the City on _,2012 (the "Ordinance"). 421 This Note and the interest hereon and any other amount due hereunder are secured by 422 City's covenant to budget and appropriate in each Fiscal Year from its Legally Available Non- 423 Ad Valorem Revenues, sufficient moneys to pay the principal of and interest on this Note and 424 any other amounts due hereunder, until this Note has been paid in full, as more particularly set 425 forth in the Ordinance. Reference is hereby made to the Ordinance for the provisions, among 426 others, relating to the terms and security for the Note, the rights and remedies of the Registered 427 Owner of the Note and the limitations thereon, and the extent of and limitations on the City's 428 rights, duties and obligations, to all of which provisions the Registered Owner hereof for himself 429 and his successors in interest assents by acceptance of this Note. All terms used herein in 430 capitalized form, unless otherwise defined herein, shall have the meanings ascribed thereto in the 431 Ordinance. 432 This Note has been designated by the City as a "qualified tax-exempt obligation" under 433 Section 265(b)(3)(B) of the Internal Revenue Code of 1986, as amended (the "Code"). 434 If for any reason this Note loses its "qualified tax-exempt obligation" status under 435 Section 265(b)(3)(B) of the Code (an "Event ofBQ Loss"), this Note shall bear interest from the 436 earliest effective date of such Event of BQ Loss at the Non-BQ Rate (hereinbelow defined). 437 438 No Event of BQ Loss shall be deemed to occur unless the City has been given timely 439 written notice of such OCCUlTence by the Registered Owner and, to the extent permitted by law, 440 an opportunity to participate in and seek, at the City's own expense, a final administrative 441 determination by the Internal Revenue Service or determination by a court of competent 442 jurisdiction (from which no further right of appeal exists) as to the occurrence of such Event of 443 BQ Loss; provided that the City, at its own expense, delivers to the Registered Owner an opinion 444 of bond counsel acceptable to such Registered Owner to the effect that such appeal or action for 445 judicial or administrative review is not without merit and there is a reasonable possibility that the 446 judgment, order, ruling or decision from which such appeal or action for judicial or 447 administrative review is taken will be reversed, vacated or otherwise set aside. 448 "Non-BQ Rate" shall mean, upon an Event of BQ Loss, the interest rate per annum that 449 shall provide the Registered Owner with the same after tax yield that the Registered Owner 450 would have otherwise received had the Event of BQ Loss not occurred, taking into account the 451 inability of the Registered Owner to deduct a portion of its carrying cost for this Note as a result 452 of such Event of BQ Loss. The Registered Owner shall provide the City with a written statement 453 explaining the calculation of the Non-BQ Rate, which statement shall, in the absence of manifest 454 error, be conclusive and binding on the City. 455 456 If for any reason the interest on this Note becomes includable in the gross income of the 457 Registered Owner for Federal income tax purposes (an "Event of Taxability"), this Note shall MIAMI/4280979.4 A-2 458 bear interest from the earliest effective date of such Event of Taxability at the Taxable Rate 459 (hereinbelow defined). 460 No Event of Taxability shall be deemed to occur unless the City has been given timely 461 written notice of such occurrence by the Registered Owner and, to the extent permitted by law, 462 an opportunity to participate in and seek, at the City's own expense, a final administrative 463 determination by the Internal Revenue Service or determination by a court of competent 464 jurisdiction (from which no further right of appeal exists) as to the occurrence of such Event of 465 Taxability; provided that the City, at its own expense, delivers to the Registered Owner an 466 opinion of bond counsel acceptable to such Registered Owner to the effect that such appeal or 467 action for judicial or administrative review is not without merit and there is a reasonable 468 possibility that the judgment, order, ruling or decision from which such appeal or action for 469 judicial or administrative review is taken will be reversed, vacated or otherwise set aside. 470 "Taxable Rate" shall mean, upon an Event of Taxability, the interest rate per atmum that 471 shall provide the Registered Owner with the same after tax yield that the Registered Owner 472 would have otherwise received had the Event of Taxability not occurred, taking into account the 473 increased taxable income of the Registered Owner as a result of such Event of Taxability. The 474 Registered Owner shall provide the City with a written statement explaining the calculation of 475 the Taxable Rate, which statement shall, in the absence of manifest error, be conclusive and 476 binding on the City. 477 THIS NOTE SHALL NOT BE DEEMED TO CONSTITUTE A GENERAL DEBT OR 478 A PLEDGE OF THE FAITH AND CREDIT OF THE CITY, OR A DEBT OR PLEDGE OF 479 THE FAITH AND CREDIT OF THE STATE OF FLORIDA OR ANY POLITICAL 480 SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL, 481 LEGISLATIVE OR CHARTER PROVISION OR LIMITATION, AND IT IS EXPRESSLY 482 AGREED BY THE REGISTERED OWNER OF THIS NOTE THAT SUCH REGISTERED 483 OWNER SHALL NEVER HAVE THE RIGHT, DIRECTLY OR INDIRECTLY, TO REQUIRE 484 OR COMPEL THE EXERCISE OF THE AD VALOREM TAXING POWER OF THE CITY 485 OR ANY OTHER POLITICAL SUBDIVISION OF THE STATE OF FLORIDA OR 486 TAXATION IN ANY FORM ON ANY REAL OR PERSONAL PROPERTY FOR THE 487 PAYMENT OF THE PRINCIPAL OF, AND INTEREST ON THIS NOTE OR FOR THE 488 PAYMENT OF ANY OTHER AMOUNTS PROVIDED FOR IN THE ORDINANCE. 489 This Note shall be and have all the qualities and incidents of negotiable instruments under 490 the law merchant and the Uniform Commercial Code of the State of Florida, subject to the 491 assignment provisions contained herein and in the Ordinance. 492 It is further agreed between the City and the Registered Owner of this Note that this Note 493 and the indebtedness evidenced hereby shall not constitute a lien upon any real or tangible 494 personal property of or in the City. Neither the members of the governing body of the City nor 495 any person executing the Note shall be liable personally on the Note by reason of its issuance. 496 This Note may be prepaid by the City prior to its maturity, in whole, but not in part, on 497 any scheduled principal payment date with a prepayment premium of one percent (1 %) of the 498 then outstanding principal amount of this Note. MIAMII4280979,4 A-3 499 This Note may not be assigned by the Registered Owner except as provided in Section 6 500 of the Ordinance. Such assignment shall only be effective, and the City obligated to pay such 501 assignee, upon delivery to the Finance Director at the address set f01th below of a written 502 instrument or instruments of assignment in the form provided herein, duly executed by the 503 Registered Owner or by his attorney-in-fact or legal representative, containing written 504 instructions as to the details of assignment of this Note, along with the social security number or 505 federal employer identification number of such assignee. In all cases of an assignment of this 506 Note the City shall at the earliest practical time enter the change of ownership in the registration 507 books; provided, however, the written notice of assignment must be received by the Finance 508 Director no later than the close of business on the fifth Business Day prior to a Payment Date in 509 order for the assignee to receive the interest and principal payment due on such Payment Date. 510 The City may conclusively rely on the authenticity of any Form of Assignment delivered to it in 511 accordance with this paragraph and accompanied by the original of the Note to which it relates. 512 The City may charge the Registered Owner for the registration of every such assignment of the 513 Note an amount sufficient to reimburse it for any tax, fee or any other governmental charge 514 required to be paid, except for any such governmental charge imposed by the City, with respect 515 to the registration of such assignment, and may require that such amounts be paid before any 516 such assignment of the Note shall be effective. 517 Any payment or notice required to be given to the Bank hereunder shall be given to 518 Branch Banking and Trust Company at 5130 Parkway Plaza Boulevard, Building #9, Charlotte, 519 North Carolina 28217, Attention: Account Administration/Municipal, or such other address or 520 addresses as the Bank shall provide the City in writing. In the event of an assignment of this 521 Note, any payment or notice required to be given to the Registered Owner hereunder shall be 522 given to the Registered Owner at the address or addresses shown on the Form of Assignment 523 hereto, or such other address or addresses as the Registered Owner shall provide the City in 524 writing. Any notice required to be given to the City hereunder shall be given to the Finance 525 Director at 6130 Sunset Drive, South Miami, Florida 33143, or such other address or addresses 526 as the City shall provide the Bank or any future holder of this Note in writing 527 It is hereby celtified and recited that all acts, conditions and things required to exist, to 528 happen, and to be performed precedent to and in the issuance of this Note exist, have happened 529 and have been performed in regular and due form and time as required by the laws and 530 Constitution of the State of Florida applicable hereto, and that the issuance of the Note does not 531 violate any constitutional or statutory limitation or provision. MIAM1I4280979.4 A-4 532 IN WITNESS WHEREOF, the City has caused this Note to be executed in its name as of 533 the date hereinafter set forth. 534 The date of this Note is ,2012. 535 CITY OF SOUTH MIAMI, FLORIDA 536 (SEAL) 537 538 539 By: ______________________ ___ 540 ATTEST: City Manager 541 542 543 544 By: ______________________ __ 545 City Clerk 546 547 548 . READ AND APPROVED AS TO FORM, 549 LANGUAGE, LEGALITY AND 550 EXECUTION THEREOF: 551 552 553 554 By: ______________________ __ 555 City Attorney 556 MIAMII4280979.4 A-5 557 FORM OF ASSIGNMENT 558 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto 559 the within Note and all rights 560 thereunder, and hereby irrevocably constitutes and appoints 561 attorney to transfer the within Note in the 562 books kept by the City for the registration thereof, with full power of substitution in the 563 premises. Dated: ___________ _ SOCIAL SECURITY NUMBER OR FEDERAL IDENTIFICATION NUMBER OF ASSIGNEE NOTICE: The signature of this assignment must correspond with the name as it appears upon the within Note in every particular, or any change whatever. 564 [Form of Abbreviations] 565 The following abbreviations, when used in the inscription on the face of the within Note, 566 shall be construed as though they were written out in full according to the applicable laws or 567 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 TRANS MIN ACT -Custodian for (Cust) Under Uniform Transfersto Minors Act of ----:cc---- (State) (Minor) Additional abbreviations may also be used though not in the above list. 568 Name and address of assignee for payment and notice purposes Notice: ___________ _ Payment: ____________ __ Date: Assignee: ____________ __ By: Title: _____________ _ 569 MIAMI/42809794 A-6 570 571 572 573 574 575 576 577 578 579 580 581 582 583 584 585 586 587 588 589 590 591 592 593 594 595 596 597 598 599 600 601 602 603 604 605 606 607 608 609 610 611 612 613 614 615 MIAMII4280979.4 Payment Date November 1, 2012 May 1,2013 November 1,2013 May 1,2014 November 1,2014 May 1,2015 November 1,2015 May 1,2016 November 1, 2016 May 1,2017 November 1, 2017 May 1,2018 November 1,2018 May 1,2019 November 1,2019 May 1,2020 November 1,2020 May 1,2021 November 1,2021 May 1,2022 November 1,2022 May 1,2023 November 1, 2023 May 1,2024 November 1,2024 May 1,2025 November 1,2025 May 1,2026 November 1,2026 May 1, 2027 November 1,2027 May 1,2028 November 1, 2028 May 1,2029 November 1, 2029 May 1,2030 November 1, 2030 May 1,2031 November 1, 2031 May 1,2032 SCHEDULE 1 Principal Amount Due $ A-7 BB&T August 21,2012 Ms. Maria Menendez City Clerk City of South Miami 6130 Sunset Drive South Miami, FL 33143 Dear Ms. Menendez: BB& T Governmental Finance 255 S. Orange Avenue Orlando, FL 32801 (407) 241-3570 Fax (877) 320-4453 Branch Banking and Trust Company ("BB&T") is pleased to submit the following summary of terms and conditions for discussion for the financing requested by the City of South Miami, FL ("City"). This is not a commitment to lend; however, it is intended to form a basis for discussion of the key terms which BB&T believes could be incorporated into a commitment, subject to the final approval by BB&T's Corporate Credit Committee. (1) (2) Projects: Amount to be financed: Refunding Revenue Note, Series 2012 ("Note") Not to exceed $5,800,000.00 (3) Interest Rates, Financing Terms and Corresponding Payments: Final Maturity BQ Rate May 1,2027 2.79% May 1,2032 3.50% Interest payments shall be due semiannually commencing November 1, 2012, and shall continue each May I and November 1 thereafter through final maturity. Principal payments shall be due annually commencing November 1,2012, and shall continue each November 1 thereafter through final maturity. Interest on the principal balance of the Note shall accrue based on a 30/360 day count basis. Upon being awarded this transaction, BB&T must approve the final amortization schedule. Upon Corporate Credit Committee approval, our interest rates will be valid for a closing date not later than 45 days after the date of our proposal. Closing of the financing is contingent upon completing documentation acceptable to BB&T and its counsel. BB&,T's legal review expenses and underwriting fees for this financing transaction shall be $3,500.00. All applicable taxes, permits, costs of counsel for the City and any other costs shall be the City'S responsibility and separately payable by the City. The City shall have the option of (i) having the ability to prepay the Note in whole on a scheduled principal payment date with a I % prepayment penalty or (2) having the Note be non-callable for the first half of the term and then callable at par (in whole) thereafter on a scheduled principal payment date~ The financing documents shall include provlslOns that will outline appropriate changes to be implemented in the event that this transaction is determined to be taxable or non bank qualified in accordance with Florida State Statutes or the Internal Revenue Service code. These provisions must be acceptable to BB&T. (4) Financing Documents: It shall be the responsibility of the City to retain and compensate counsel to appropriately structure the financing documents according to Florida State statutes. BB&T shall also require the City to provide an unqualified bond counsel opinion. BB&T and its counsel reserve the right to review and approve all documentation before closing. (5) Security: The Note shall be secured by a covenant to budget and appropriate from legally available Non-Ad Valorem Revenues of the City in amounts sufficient to repay the principal and interest of the loan when due. * * * * * * Please call me at (407) 241-3570 with your questions and comments. We look forward to hearing from you. Sincerely, BRANCH BANKING AND TRUST COMPANY Michael C. Smith Assistant Vice President FirstSouthwest Contacts Lakshmi McGrath Vice President 18851 NE 29th Avenue, Suite 520 Aventura, Florida 33180 www.firstsw.com September 4,2012 Joel G. Tindal Vice President 450 South Orange Avenue, Suite 460 Orlando, Florida 32801 CITY OF SOUTH MIAMI, FLORIDA Interest Rates in the Current Market • US Treasury yields have declined substantially since early 2011 due to sovereign credit concerns, Federal Reserve policy, subdued economic growth, and high unemployment • Over the previous year municipal interest rates have also declined by up to 1.04%), as illustrated by the benchmark MMD 'MA' GO Yield Curve (as of 812412012) • This low interest rate environment provides an attractive market for municipal issuers to refund bonds and loans that are currently callable (callable within gO-days), such as the City's 2001A and 2002A loans from the Florida Municipal Loan Council FirstSouthwest ~ 4% 3% 2% 1% 0% ... '" ~ ~ MMD 'AAA ' GO Yield Curves 5.5% i 5.0% l I 4.5% I I i 4.00"' i i 3.5% ! I 3.0% 1 ~ -Treasury 30~Year -Treasury 10· Year -Treasury 5-Year --Treasury 2-Year k~/~ .1l, •. A WVv .. \~ "- :;: 1il " " 1il ~ ~ ~Z.79 N ~ SoutCe:Thcnn~onReuters 8/24/20l2 -Current vs l .. Vear Prior -l·YearPrior -Current I . ___ - 25% i ________ --- 2.0% i ...__----- i ~ 15%! V ! N = sag g s ~ ~ ~ ~ ~ ~ ! m ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ d d ~ ~ ~ ~ :: l, .. rfuJ iii iii illiJ1llllllliU 1Z3'S6789WllUUMUUDUgWDUnN~~D~~~ Maturity Sourte:ThQm$On Revte<S 8/24/2012 Member FINRA & SIPC 2 @ 2012 First Southwest Company C) -I -< o "TI en o C -I :J: s: » s: "T1 r- o ::0 c » Overview of the Bank Loan (Series 2012) • A Request for Proposals ("RFP") for a Bank Loan financing was issued on August 6, 2012 for the purposes of refunding of all or a portion of the City's 2001A and 2002A loans from the Florida Municipal Loan Council. The existing loans are outstanding in the amount of $5,365,000 maturing through 2032. • Fixed rate financing was requested for the borrowing -Not to Exceed $5,800,000 loan size -15-Year and 20-Year terms requested -Bank qualified (BO) fixed rates • The City requested proposals with no prepayment penalties, but allowed for proposals to include other options • Security for the financing consists of a covenant to budget and appropriate of legally available non-ad valorem revenues • The due date in the RFP was August 21,2012 FirstSouthwest~ Member FINRA & SIPC 3 ©2012 First Southwest Company (') -oj -< o ." (J) o c -oj z :: > s: "T1 ,... o ;JJ c > RFP Responses Received • The City received a total of three (3) qualified responses: -Banc of America Public Capital Corp_ -Branch Banking and Trust (BB& T) -Pinnacle Public Finance (A BankUnited Company) FirstSouthwest~ Member FINRA & SIPC 4 @2012FirstSouthwestCompany o -t -< o "11 en o C -t :J: :s: > :s: "'II r o ;U c > Summary of the 3 Qualified RFP Responses (Series 2012) Bane of America Public Capital Corp. Branch Banking & Trust (BB& T) Pinnacle Public Finance (A BankUnited Company) 2.90% -lSyear Rate held to November 1, 2012 2.79% -lSyear 3.S0% -20year Rates held to October 5, 2012 2.63% -lSyear Closing of September 20, 2012 firstSouthwest~ $7,000 $3,500 $4,000 Prepayment, in whole, 11. is allowed on any 2. payment date on or after May 1, 2020 at I 3. Option to have the ability to prepay in whole on a scheduled principal payment date 1. with a 1% prepayment penalty or the note to be non-callable for the 2. first half of the term and then callable at par (in whole) thereafter Subject to prepayment in full, but not in part, at anytime beginning November 1, 2017 at a 1. price equal to 102% of the remaining principal balance Subject to final credit due diligence Required CB&A and anti-dilution language attached to proposal Anti-dilution test of 1.50x and 20% of Governmental Fund Revenues Subject to final approval of BB&T Corporate Credit Committee Rate adjustment for change in bank qualified status Subject to final credit approval Member FINRA & SIPC 5 @2012 First Southwest Company (") -I -< 0 'TI en 0 c: -I :I: s: » ;:: "T1 r 0 ;0 0 » Comparison of Top Ranked Proposals* ,~ .. , ., •.. ~"-.'".~",. , ... ~." ,~." '''r , •. ,., ...... , ..... " ........ ' ...•.. ,.:' -r,.~·_' :'"'''_''' " .... ,,~ ... ",'<"""''',,'''' ' ....... h· ':, .... ~:. ,"'" '" ....... , ...... ,; ',,'" ,_··c' .• : ...... , ...... ~ .... . Refunding Savings Total Savings AverageAnnual Savings Present Value Savings ($) Present Value Savings (%) New Bank Loan Detail Par Amount Issuance Date F ina! Maturity Bank Rate All-In True Interest Cost Refunded FMLC Loans Detail Par Amount Outstanding Par Amount Refunded Maturities Refunded Average Coupon Refunded Call DatelPrice ./ .... 15-YearTerm I 20-Year Term I ~inllaclePublicFin._ . BB&T·· . $636,178 $42,412 $514,776 14.75% $3,656,000 10/212012 511/2027 2.63% 2.85%· .. $3,490,000 2012,2027 .··$5,365,000 $911,195 $45,560 $644,297 12.01% $5,592,000 10/2/2012 511/2032 3.50% 3.61% $5,365,000 2012-'-2032 .. 5.05% 5.07% 2001ALoan: November 1, 2012at 100% 1002A L~an: November 1,20 12 atl0 1% * Analysis is preliminary and subject to change as of 8/29/2012. Present value savings uses All-In TIC of scenario as the discount rate. FirstSouthwest ~ Member FINRA & SIPC @2012 First Southwest Company 6 o -I < o ." C/) o C -I :I: :s: > s: "T1 r o ::0 c > Recommendation of the Series 2012 Ordinance • Based upon the three qualified proposals received, the proposed ordinance authorizes the issuance of the Series 2012 Note to BB&T on a bank qualified basis. This recommendation is based upon an attractive 20-year interest rate (3.50%) that is held through closing, the flexibility to prepay the loan on any interest payment date with a 1 % premium, and increased present value debt service savings compared to 15-year alternatives • Pinnacle Public Finance provided for a lower interest rate on a 15-year basis (2.63%), but did not allow for prepayment prior to 2017 and at a 2% premium. Additionally, the 15-year loan does not provide as much debt service savings versus the 20-year alternative • The present value savings is over $640,000 or 12% of the bonds refunded based upon the interest rate (3.50%) provided by BB& T FirstSouthwest~ CapitaI1mln;-ovement Refunding Reven~eNote, Series 2012 (BB&T)* InteresfRate Amount to Be Financed $5,592,000 Projected Interest Cost $2,114,874 Total Debt Service $7,706,874 Bank Costs All-In True Interest Cost 3.61% Prepayment Penalty? J% Maximum Annual Debt Service $390,188 * Analysis is preliminary and subject to change as of 812912012 with assumed issuance on October 2,2012. Member FINRA & SIPC 7 @2012 First Southwest Company o -I -< o "T1 (J) o c: ..., ::t: :!1: :> :;: "TI r o ;0 c :> Overview of Series 2012 Sources & Uses & Refunding Savings Sources & Uses of Funds* Debt Service Savings* Debt Service Comparison Par Amount of Note ; .' ..... EXistingFMLC .' .. Series2() 12 '. Flscal. }2001A&2002A .... -: ", ," DebtSeryice ...•... Debt Service Total Sources of Funds $5,592,000 2013 $433,156 $387,229 2014 "429,563 .384,328 2015 435,494 390,188 Uses of Funds • • .... ,.,_ •••••• , .... "' ...... _ ••• ~ •••• '~ .......... ", ", •••• 'v, .. ,·.~ •. __ •• '_"",.," .... , •• _ .............. , •• ~ ........ "~ ....... , .. ,,. • ,"" ""'\'>' , ... ".. ' ... .'." .• ,'~_~' .• ~~.,' .•.•.. , •.•.•.•.•... 2016 430,744 385,715 2017 430,588 385,103 Repayment ofFMLC Loans (200lA & 2002A) $5,538,116 2018 . 42.9,894 384,245 ' . 2019 433,663 388,090 Cost of Issuance 53,884 2020 431,938 386,533 2.021 430,506 384,783 Total Uses of Funds $5,592,000 2022 433,588 . 387,'118 2023 430,819 385,268 2024 427,569 381,590 2025 428,694 382,650 2026 '429,069 383,360 2027 428,694 383,633 2028 432,569 .. 3871503 2029 435,031 389,883 2030 . ··431,606 . 385;825 2031 427,419 381,453 .2032 . 427,469 381;783 Total $8,618,069 $7,706,874 * Analysis is preliminary and subject to change as of 812912012 with October 2, 2012 closing. FirstSouthwest~ 8 bebtService Savings $45,927 45,235 .' 45,306 45,029 45,485 '·45,649 45,573 45,405 45,724 45,870 45,551 45,979 46,044 45,709 45,061 45,066 45,149 45,781 45,966 45,686 $911,195 Member FINRA & SIPC @2012 First Southwest Company o -t -< o ." (JI o C -t ::x: s: :I> s: " r o ;0 o :I> Remaining Timetable -Series 2012 Refinancing Tuesday, September 4th Tuesday, September 18th Tuesday, October 2 rid . FirstSouthwest~ 2 nd Reading of Ordinance and Approval of Financing Documents . . Closing of the Series 20i2 Bank Loan Member FINRA & SIPC 9 @2012 First Southwest Company (') -i -< o "TI en o c: -i ::I: 5: > s: " r o ;u o > Firstsouthwest~ TABLE OF CONTENTS City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Report Series 2012 Sources and Uses of Funds Bond Summary Statistics Bond Pricing Bond Debt Service Cost of Issuance Summary of Bonds Refunded Prior Bond Debt Service Savings ••••••••• Summary of Refunding Results Escrow Requirements Refunding Series 2001A Sources and Uses of Funds Bond Summary Statistics Bond Debt Service Summary of Bonds Refunded Prior Bond Debt Service Savings ••••••••• Summary of Refunding Results Escrow Requirements Refunding Series 2002A Sources and Uses of Funds Bond Summary Statistics Bond Debt Service Summary of Bonds Refunded Prior Bond Debt Service Savings • • • . • • • • • Summary of Refunding Results Escrow Requirements • • • • Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) ., . .. Page 1 2 3 4 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 (Finance 7.002 south miami, fI:2012) FjrstSouthwest~ SOURCES AND USES OF FUNDS City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change Sources: Bond Proceeds: Par Amount Uses: Refunding Escrow Deposits: Cash Deposit Delivery Date Expenses: Cost of Issuance Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Dated Date Delivery Date 10/02/2012 10/02/2012 Refunding Series 2001A 1,844,000.00 1,844,000.00 Refunding Series 2001A 1,824,681.25 19,318.75 1,844,000.00 Refunding Series 2002A 3,748,000.00 3,748,000.00 Refunding Series 2002A 3,713,434.38 34,565.62 3,748,000.00 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) Total 5,592,000.00 5,592,000.00 Total 5,538,115.63 53,884.37 5,592,000.00 (Finance 7.002 south miami, fI:20lZ) Page 1 FjrstSouthwest~ BOND SUMMARY STATISTICS City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Dated Date Delivery Date First Coupon last Maturity Arbitrage Yield True Interest Cost (TIC) Net Interest Cost (NIC) AII·lnTIC Average Coupon Average life (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 Underwriter's Discount ·Bid Price 10/02/2012 10/02/2012 11/01/2012 05/01/2032 3.500240% 3.500240% 3.500000% 3.614085% 3.500000% 10.806 8.675 5,592,000.00 5,592,000.00 2,114,873.84 2,114,873.84 7,706,873.84 390,187.50 393,598.32 100.000000 Bond Component Par Value Price Average Coupon Average life Term loan Par Value + Accrued Interest + Premium (Discount) • Underwriter's Discount • Cost of Issuance Expense -Other Amounts Target Value Target Date Yield 5,592,000.00 5,592,000.00 100.000 TIC 5,592,000.00 5,592,000.00 10/02/2012 3.500240% 3.500% 10.806 10.806 AIi·ln TIC 5,592,000.00 [53,884.37) 5,538,115.63 10/02/2012 3.614085% Duration 8.675 Arbitrage Yield 5,592,000.00 5,592,000.00 10/02/2012 3.500240% PVof1bp change 7,828.80 7,828.80 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest Ugt) (Finance 7.002 south miami, fl:2012) Page 2 FirstSouthwest~ BOND PRICING City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change --...................................... ---.. Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Maturity Bond Component Date Amount Rate Yield Price Principal Cost Term Loan: 11/01/2012 137,000 3.500% 3.500% 100.000 137,000.00 05/01/2013 139,000 3.500% 3.500% 100.000 139,000.00 11/01/2013 99,000 3.500% 3.500% 100.000 99,000.00 05/01/2014 101,000 3.500% 3.500% 100.000 101,000.00 11/01/2014 107,000 3.500% 3.500% 100.000 107,000.00 05/01/2015 106,000 3.500% 3.500% 100.000 106,000.00 11/01/2015 108,000 3.500% 3.500% 100.000 108,000.00 05/01/2016 108,000 3.500% 3.500% 100.000 108,000.00 11/01/2016 111,000 3.500% 3.500% 100.000 111,000.00 05/01/2017 112,000 3.500% 3.500% 100.000 112,000.00 11/01/2017 114,000 3.500% 3.500% 100.000 114,000.00 05/01/2018 116,000 3.500% 3.500% 100.000 116,000.00 11/01/2018 120,000 3.500% 3.500% 100.000 120,000.00 05/01/2019 122,000 3.500% 3.500% 100.000 122,000.00 11/01/2019 125,000 3.500% 3.500% 100.000 125,000.00 05/01/2020 124,000 3.500% 3.500% 100.000 124,000.00 11/01/2020 127,000 3.500% 3.500% 100.000 127,000.00 05/01/2021 129,000 3.500% 3.500% 100.000 129,000.00 11/01/2021 133,000 3.500% 3.500% 100.000 133,000.00 05/01/2022 135,000 3.500% 3.500% 100.000 135,000.00 11/01/2022 137,000 3.500% 3.500% 100.000 137,000.00 05/01/2023 138,000 3.500% 3.500% 100.000 138,000.00 11/01/2023 140,000 3.500% 3.500% 100.000 140,000.00 05/01/2024 141,000 3.500% 3.500% 100.000 141,000.00 11/01/2024 146,000 3.500% 3.500% 100.000 146,000.00 05/01/2025 146,000 3.500% 3.500% 100.000 146,000.00 11/01/2025 150,000 3.500% 3.500% 100.000 150,000.00 05/01/2026 153,000 3.500% 3.500% 100.000 153,000.00 11/01/2026 157,000 3.500% 3.500% 100.000 157,000.00 05/01/2027 157,000 3.500% 3.500% 100.000 157,000.00 11/01/2027 165,000 3.500% 3.500% 100.000 165,000.00 05/01/2028 164,000 3.500% 3.500% 100.000 164,000.00 11/01/2028 171,000 3.500% 3.500% 100.000 171,000.00 05/01/2029 172,000 3.500% 3.500% 100.000 172,000.00 11/01/2029 174,000 3.500% 3.500% 100.000 174,000.00 05/01/2030 177,000 3.500% 3.500% 100.000 177,000.00 11/01/2030 179,000 3.500% 3.500% 100.000 179,000.00 05/01/2031 180,000 3.500% 3.500% 100.000 180,000.00 11/01/2031 185,000 3.500% 3.500% 100.000 185,000.00 05/01/2032 187,000 3.500% 3.500% 100.000 187,000.00 5,592,000 5,592,000.00 Dated Date 10/02/2012 Delivery Date 10/02/2012 First Coupon 11/01/2012 Par Amount 5,592,000.00 Originailssue Discount Production 5,592,000.00 100.000000% Underwriter's Discount Purchase Price 5,592,000.00 100.000000% Accrued Interest Net Proceeds 5,592,000.00 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, 11:2012) Page 3 FjrstSouthwest~ BOND DEBT SERVICE City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change ..... -_ ...... __ .................. -.. -.. -- Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Period Annual Ending Principal Coupon Interest Debt Service Debt Service 11/01/2012 137,000 3.500% 15,766.34 152,766.34 05/01/2013 139,000 3.500% 95,462.50 234,462.50 09/30/2013 387,228.84 11/01/2013 99,000 3.500% 93,030.00 192,030.00 05/01/2014 101,000 3.500% 91,297.50 192,297.50 09/30/2014 384,327.50 11/01/2014 107,000 3.500% 89,530.00 196,530.00 05/01/2015 106,000 3.500% 87,657.50 193,657.50 09/30/2015 390,187.50 11/01/2015 108,000 3.500% 85,802.50 193,802.50 05/01/2016 108,000 3.500% 83,912.50 191,912.50 09/30/2016 385,715.00 11/01/2016 111,000 3.500% 82,022.50 193,022.50 05/01/2017 112,000 3.500% 80,080.00 192,080.00 09/30/2017 385,102.50 11/01/2017 114,000 3.500% 78,120.00 192,120.00 05/01/2018 116,000 3.500% 76,125.00 192,125.00 09/30/2018 384,245.00 11/01/2018 120,000 3.500% 74,095.00 194,095.00 05/01/2019 122,000 3.500% 71,995.00 193,995.00 09/30/2019 388,090.00 11/01/2019 125,000 3.500% 69,860.00 194,860.00 05/01/2020 124,000 3.500% 67,672.50 191,672.50 09/30/2020 386,532.50 11/01/2020 127,000 3.500% 65,502.50 192,502.50 05/01/2021 129,000 3.500% 63,280.00 192,280.00 09/30/2021 384,782.50 11/01/2021 133,000 3.500% 61,022.50 194,022.50 05/01/2022 135,000 3.500% 58,695.00 193,695.00 09/30/2022 387,717.50 11/01/2022 137,000 3.500% 56,332.50 193,332.50 05/01/2023 138,000 3.500% 53,935.00 191,935.00 09/30/2023 385,267.50 11/01/2023 140,000 3.500% 51,520.00 191,520.00 05/01/2024 141,000 3.500% 49,070.00 190,070.00 09/30/2024 381,590.00 11/01/2024 146,000 3.500% 46,602.50 192,602.50 05/01/2025 146,000 3.500% 44,047.50 190,047.50 09/30/2025 382,650.00 11/01/2025 150,000 3.500% 41,492.50 191,492.50 05/01/2026 153,000 3.500% 38,867:50 191,867.50 09/30/2026 383,360.00 11/01/2026 157,000 3.500% 36,190.00 193,190.00 05/01/2027 157,000 3.500% 33,442.50 190,442.50 09/30/2027 383,632.50 11/01/2027 165,000 3.500% 30,695.00 195,695.00 05/01/2028 164,000 3.500% 27,807.50 191,807.50 09/30/2028 387,502.50 11/01/2028 171,000 3.500% 24,937.50 195,937.50 05/01/2029 172,000 3.500% 21,945.00 193,945.00 09/30/2029 389,882.50 11/01/2029 174,000 3.500% 18,935.00 192,935.00 05/01/2030 177,000 3.500% 15,890.00 192,890.00 09/30/2030 385,825.00 11/01/2030 179,000 3.500% 12,792.50 191,792.50 05/01/2031 180,000 3.500% 9,660.00 189,660.00 09/30/2031 381,452.50 11/01/2031 185,000 3.500% 6,510.00 191,510.00 05/01/2032 187,000 3.500% 3,272.50 190,272.50 09/30/2032 381,782.50 5,592,600 2,114,873.84 7,706,873.84 7,706,873.84 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, 11:2012) Page 4 FirstSouthwest~ BOND DEBT SERVICE City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change .......... _ ........................................ Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Period Ending Principal Coupon Interest Debt Service 09/30/2013 276,000 3.500% 111,228.84 387,228.84 09/30/2014 200,000 3.500% 184,327.50 384,327.50 09/30/2015 213,000 3.500% 177,187.50 390,187.50 09/30/2016 216,000 3.500% 169,715.00 385,715.00 09/30/2017 223,000 3.500% 162,102.50 385,102.50 09/30/2018 230,000 3.500% 154,245.00 384,245.00 09/30/2019 242,000 3.500% 146,090.00 388,090.00 09/30/2020 249,000 3.500% 137,532.50 386,532.50 09/30/2021 256,000 3.500% 128,782.50 384,782.50 09/30/2022 268,000 3.500% 119,717.50 387,717.50 09/30/2023 275,000 3.500% 110,267.50 385,267.50 09/30/2024 281,000 3.500% 100,590.00 381,590.00 09/30/2025 292,000 3.500% 90,650.00 382,650.00 09/30/2026 303,000 3.500% 80,360.00 383,360.00 09/30/2027 314,000 3.500% 69,632.50 383,632.50 09/30/2028 329,000 3.500% 58,502.50 387,502.50 09/30/2029 343,000 3.500% 46,882.50 389,882.50 09/30/2030 351,000 3.500% 34,825.00 385,825.00 09/30/2031 359,000 3.500% 22,452.50 381,452.50 09/30/2032 372,000 3.500% 9,782.50 381,782.50 5,592,000 2,114,873.84 7,706,873.84 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, fl:2012) Page 5 FirstSouthwest~ COST OF ISSUANCE City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Cost of Issuance $/1000 Amount Contingency 0.24484 1,369.14 Bond Counsel 3.57654 20,000.00 Bond Counsel Expenses 0.26824 1,500.00 Financial Advisor 3.12947 17,500.00 Financial Advisor Expenses 0.17883 1,000.00 Bank Counsel 0.62589 3,500.00 FMLC -Bond Counsel 0.89413 5,000.00 FMLC· Escrow Agent 0.17883 1,000.00 FMLC • Administrator Fee 0.40508 2,265.23 FMLC -Trustee Fee 0.13412 750.00 9.63597 53,884.37 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgtl (Finance 7.002 south miami, 11:2012) Page 6 FjrstSouthwest~ Bond SUMMARY OF BONDS REFUNDED City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Maturity Date Interest Rate Par Amount Call Date ------------ Florida Municipal Loan Council Bonds, Series 2001A, 2001A: SERIAL 11/01/2012 5.000% 55,000.00 11/01/2013 5.250% 55,000.00 11/01/2012 11/01/2014 5.250% 60,000.00 11/01/2012 11/01/2015 5.250% 60,000.00 11/01/2012 11/01/2016 5.250% 65,000.00 11/01/2012 11/01/2017 5.250% 70,000.00 11/01/2012 11/01/2018 5.250% 75,000.00 11/01/2012 TERM21 11/01/2021 4.750% 240,000.00 11/01/2012 TERM26 11/01/2026 5.000% 480,000.00 11/01/2012 TERM31 11/01/2031 5.000% 620,000.00 11/01/2012 1,780,000.00 Florida Municipal Loan Council Bonds, Series 2002A, 2002A: SERIAL 05/01/2013 5.500% 105,000.00 11/01/2012 05/01/2014 5.500% 110,000.00 11/01/2012 05/01/2015 5.500% 120,000.00 11/01/2012 05/01/2016 5.500% 125,000.00 11/01/2012 05/01/2017 5.500% 130,000.00 11/01/2012 05/01/2018 5.500% 135,000.00 11/01/2012 05/01/2019 5.500% 145,000.00 11/01/2012 TERM22 05/01/2022 5.000% 485,000.00 11/01/2012 TERM27 05/01/2027 5.000% 975,000.00 11/01/2012 TERM32 05/01/2032 5.125% 1,255,000.00 11/01/2012 3,585,000.00 5,365,000.00 Call Price 100.000 100.000 100.000 100.000 100.000 100.000 100.000 100.000 100.000 101.000 101.000 101.000 101.000 101.000 101.000 101.000 101.000 101.000 101.000 Aug 29, 2012 10:20 pm Prepared by F.irstSouthwest (jgt) (Finance 7.002 south miami, fl:2012) Page 7 FirstSouthwest~ PRIOR BOND DEBT SERVICE City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change .. _ ................................... ----_ .... Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Period Ending Principal Coupon Interest Debt Service 09/30/2013 160,000 ** % 273,156.26 433,156.26 09/30/2014 165,000 ** % 264,562.51 429,562.51 09/30/2015 180,000 ** % 255,493.76 435,493.76 09/30/2016 185,000 ** % 245,743.76 430,743.76 09/30/2017 195,000 ** % 235,587.51 430,587.51 09/30/2018 205,000 ** % 224,893.76 429,893.76 09/30/2019 220,000 ** % 213,662.51 433,662.51 09/30/2020 230,000 ** % 201,937.51 431,937.51 09/30/2021 240,000 ** % 190,506.26 430,506.26 09/30/2022 255,000 ** % 178,587.51 433,587.51 09/30/2023 265,000 5.000% 165,818.76 430,818.76 09/30/2024 275,000 5.000% 152,568.76 427,568.76 09/30/2025 290,000 5.000% 138,693.76 428,693.76 09/30/2026 305,000 5.000% 124,068.76 429,068.76 09/30/2027 320,000 5.000% 108,693.76 428,693.76 09/30/2028 340,000 ** % 92,568.76 432,568.76 09/30/2029 360,000 ** % 75,031.26 435,031.26 09/30/2030 375,000 ** % 56,606.26 431,606.26 09/30/2031 390,000 ** % 37,418.76 427,418.76 09/30/2032 410,000 ** % 17,468.76 427,468.76 5,365,000 3,253,068.95 8,618,068.95 Aug 29, 2012 10:20 pm prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, 11:2012) Page 8 FirstSouthwest~ SAVINGS City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change Branch Banking & Trust 20-Year Term I 3.50% I October 2nd Closing Date 09/30/2013 09/30/2014 09/30/2015 09/30/2016 09/30/2017 09/30/2018 09/30/2019 09/30/2020 09/30/2021 09/30/2022 09/30/2023 09/30/2024 09/30/2025 09/30/2026 09/30/2027 09/30/2028 09/30/2029 09/30/2030 09/30/2031 09/30/2032 Savings PV date Savings PV rate Prior Refunding Debt Service Debt Service 433,156.26 387,228.84 429,562.51 384,327.50 435,493.76 390,187.50 430,743.76 385,715.00 430,587.51 385,102.50 429,893.76 384,245.00 433,662.51 388,090.00 431,937.51 386,532.50 430,506.26 384,782.50 433,587.51 387,717.50 430,818.76 385,267.50 427,568.76 381,590.00 428,693.76 382,650.00 429,068.76 383,360.00 428,693.76 383,632.50 432,568.76 387,502.50 435,031.26 389,882.50 431,606.26 385,825.00 427,418.76 381,452.50 427,468.76 381,782.50 8,618,068.95 7,706,873.84 Savings Summary PV of savings from cash flow Net PV Savings Savings 45,927.42 45,235.01 45,306.26 45,028.76 45,485.01 45,648.76 45,572.51 45,405.01 45,723.76 45,870.01 45,551.26 45,978.76 46,043.76 45,708.76 45,061.26 45,066.26 45,148.76 45,781.26 45,966.26 45,686.26 -_._------ 911,195.11 10/02/2012 3.614085% 644,297.29 644,297.29 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, fl:2012) Page 9 FirstSouthwest ~ SUMMARY OF REFUNDING RESULTS City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change Branch Banking & Trust 20-Year Term I 3.S0% I October 2nd Closing Dated Date Delivery Date Arbitrage yield Escrow yield Bond Par Amount True Interest Cost Net Interest Cost All-In TIC Average Coupon Average Life Par amount of refunded bonds Average coupon of refunded bonds Average life of refunded bonds PV of prior debt to 10/02/2012 @ 3.614085% Net PV Savings Percentage savings of refunded bonds 10/02/2012 10/02/2012 3.500240% 5,592,000.00 3.500240% 3.500000% 3.614085% 3.500000% 10.806 5,365,000.00 5.069361% 11.538 6,182,412.92 644,297.30 12.009269% Aug 29, 2012 10:20 pm prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, fl:2012) Page 10 Firstsouthwest~ Period Ending 11/01/2012 ESCROW REQUIREMENTS City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2012 Preliminary/Subject to Change Branch Banking & Trust 20·Year Term I 3.50% I October 2nd Closing Principal Redemption Principal Interest Redeemed Premium Total 55,000.00 137,265.63 5,310,000.00 35,850.00 5,538,115.63 55,000.00 137,265.63 5,310,000.00 35,850.00 5,538,115.63 Aug 29, 2012 10;20 pm prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, fI;2012) Page 11 FjrstSouthwest~ SOURCES AND USES OF FUNDS City of South Miami, Florida (Refunding of Series 200lA Portion) Preliminary/Subject to Change Sources: Dated Date Delivery Date Bond Proceeds: ParAmount Uses: Refunding Escrow Deposits: Cash Deposit Delivery Date Expenses: Cost of Issuance 10/02/2012 10/02/2012 1,844,000.00 1,844,000.00 1,824,681.25 19,318.75 1,844,000.00 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, 11:2012) Page 12 Firstsouthwest~ BOND SUMMARY STATISTICS City of South Miami, Florida (Refunding of Series 2001A Portion) Preliminary/Subject to Change Dated Date Delivery Date First Coupon Last Maturity Arbitrage Yield True Interest Cost (TIC) Net Interest Cost (NIC) All-In TIC Average Coupon Average Life (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 Underwriter's Discount Bid Price Par Average 10/02/2012 10/02/2012 11/01/2012 05/01/2032 3.500240% 3.500239% 3.500000% 3.624023% 3.500000% 10.812 8.679 1,844,000.00 1,844,000.00 697,814.06 697,814.06 2,541,814.06 129,515.00 129,813.17 100.000000 Average Bond Component Value Price Coupon Life Term Loan 1,844,000.00 100.000 3.500% 10.812 1,844,000.00 10.812 All-In TIC TIC ---_. Par Value 1,844,000.00 1,844,000.00 + Accrued Interest + Premium (Discount) -Underwriter's Discount -Cost of Issuance Expense (19,318.75) -Other Amounts --------- Target Value 1,844,000.00 1,824,681.25 Target Date 10/02/2012 10/02/2012 Yield 3.500239% 3.624023% Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) PVofl bp Duration change 8.679 2,581.60 2,581.60 Arbitrage Yield 1,844,000.00 1,844,000.00 10/02/2012 3.500240% (Finance 7.002 south miami, f1:2012) Page 13 FirstSouthwest~ BOND DEBT SERVICE City of South Miami, Florida- (Refunding of Series 2001A Portion) Preliminary/Subject to Change Period Ending Principal Coupon Interest Debt Service 09/30/2013 90,000 3.500% 36,681.56 126,681.56 09/30/2014 67,000 3.500% 60,830.00 127,830.00 09/30/2015 70,000 3.500% 58,432.50 128,432.50 09/30/2016 71,000 3.500% 55,982.50 126,982.50 09/30/2017 74,000 3.500% 53,480.00 127,480.00 09/30/2018 75,000 3.500% 50,872.50 125,872.50 09/30/2019 79,000 3.500% 48,212.50 127,212.50 09/30/2020 82,000 3.500% 45,412.50 127,412.50 09/30/2021 85,000 3.500% 42,525.00 127,525.00 09/30/2022 90,000 3.500% 39,515.00 129,515.00 09/30/2023 90,000 3.500% 36,347.50 126,347.50 09/30/2024 93,000 3.500% 33,180.00 126,180.00 09/30/2025 96,000 3.500% 29,890.00 125,890.00 09/30/2026 100,000 3.500% 26,512.50 126,512.50 09/30/2027 103,000 3.500% 22,977.50 125,977.50 09/30/2028 108,000 3.500% 19,320.00 127,320.00 09/30/2029 114,000 3.500% 15,505.00 129,505.00 09/30/2030 116,000 3.500% 11,497.50 127,497.50 09/30/2031 118,000 3.500% 7,402.50 125,402.50 09/30/2032 123,000 3.500% 3,237.50 126,237.50 1,844,000 697,814.06 2,541,814.06 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, fI:2012) Page 14 Firstsouthwest~ Maturity Bond Date SUMMARY OF BONDS REFUNDED City of South Miami, Florida (Refunding of Series 200lA Portion) Preliminary/Subject to Change Interest Par Rate Amount Call Date Florida Municipal loan Council Bonds, Series 2001A, 2001A: SERIAL 11/01/2012 5.000% 55,000.00 11/01/2013 5.250% 55,000.00 11/01/2012 11/01/2014 5.250% 60,000.00 11/01/2012 11/01/2015 5.250% 60,000.00 11/01/2012 11/01/2016 5.250% 65,000.00 11/01/2012 11/01/2017 5.250% 70,000.00 11/01/2012 11/01/2018 5.250% 75,000.00 11/01/2012 TERM21 11/01/2021 4.750% 240,000.00 11/01/2012 TERM26 11/01/2026 5.000% 480,000.00 11/01/2012 TERM31 11/01/2031 5.000% 620,000.00 11/01/2012 1,780,000.00 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) Call Price 100.000 100.000 100.000 100.000 100.000 100.000 100.000 100.000 100.000 (Finance 7.002 south miami, 11:2012) Page 15 FirstSouthwest~ PRIOR BOND DEBT SERVICE City of South Miami, Florida (Refunding of Series 2001A Portion) Preliminary/Subject to Change Period Ending Principal Coupon Interest Debt Service 09/30/2013 55,000 5.000% 87,987.50 142,987.50 09/30/2014 55,000 5.250% 85,168.75 140,168.75 09/30/2015 60,000 5.250% 82,150.00 142,150.00 09/30/2016 60,000 5.250% 79,000.00 139,000.00 09/30/2017 65,000 5.250% 75,718.75 140,718.75 09/30/2018 70,000 5.250% 72,175.00 142,175.00 09/30/2019 75,000 5.250% 68,368.75 143,368.75 09/30/2020 75,000 4.750% 64,618.75 139,618.75 09/30/2021 80,000 4.750% 60,937.50 140,937.50 09/30/2022 85,000 4.750% 57,018.75 142,018.75 09/30/2023 90,000 5.000% 52,750.00 142,750.00 09/30/2024 90,000 5.000% 48,250.00 138,250.00 09/30/2025 95,000 5.000% 43,625.00 138,625.00 09/30/2026 100,000 5.000% 38,750.00 138,750.00 09/30/2027 105,000 5.000% 33,625.00 138,625.00 09/30/2028 110,000 5.000% 28,250.00 138,250.00 09/30/2029 120,000 5.000% 22,500.00 142,500.00 09/30/2030 125,000 5.000% 16,375.00 141,375.00 09/30/2031 130,000 5.000% 10,000.00 140,000.00 09/30/2032 135,000 5.000% 3,375.00 138,375.00 1,780,000 1,030,643.75 2,810,643.75 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, il:2012) Page 16 Firstsouthwest~ SAVINGS City of South Miami, Florida (Refunding of Series lOOlA Portion) Preliminary/Subject to Change Prior Refunding Date Debt Service Debt Service Savings 09/30/2013 142,987.50 126,681.56 16,305.94 09/30/2014 140,168.75 127,830.00 12,338.75 09/30/2015 142,150.00 128,432.50 13,717.50 09/30/2016 139,000.00 126,982.50 12,017.50 09/30/2017 140,718.75 127,480.00 13,238.75 09/30/2018 142,175.00 125,872.50 16,302.50 09/30/2019 143,368.75 127,212.50 16,156.25 09/30/2020 139,618.75 127,412.50 12,206.25 09/30/2021 140,937.50 127,525.00 13,412.50 09/30/2022 142,018.75 129,515.00 12,503.75 09/30/2023 142,750.00 126,347.50 16,402.50 09/30/2024 138,250.00 126,180.00 12,070.00 09/30/2025 138,625.00 125,890.00 12,735.00 09/30/2026 138,750.00 126,512.50 12,237.50 09/30/2027 138,625.00 125,977.50 12,647.50 09/30/2028 138,250.00 127,320.00 10,930.00 09/30/2029 142,500.00 129,505.00 12,995.00 09/30/2030 141,375.00 127,497.50 13,877.50 09/30/2031 140,000.00 125,402.50 14,597.50 09/30/2032 138,375.00 126,237.50 12,137.50 2,810,643.75 2,541,814.06 268,829.69 Savings Summary Savings PV date 10/02/2012 Savings PV rate 3.614085% PV of savings from cash flow 205,875.53 Net PV 5avings 205,875.53 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, 11:2012) Page 17 FirstSouthwest~ Dated Date Delivery Date Arbitrage yield Escrow yield Bond Par Amount True Interest Cost Net Interest Cost AII·ln TIC Average Coupon Average Life SUMMARY OF REFUNDING RESULTS City of South Miami, Florida (Refunding of Series 2001A Portion) Preliminary/Subject to Change Par amount of refunded bonds Average coupon of refunded bonds Average life of refunded bonds PV of prior debt to 10/02/2012 @ 3.614085% Net PV Savings Percentage savings of refunded bonds Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) 10/02/2012 10/02/2012 3.500240% 1,844,000.00 3.500239% 3.500000% 3.624023% 3.500000% 10.812 1,780,000.00 4.993673% 11.173 2,032,096.71 205,875.53 11.566041% (Finance 7.002 south miami, 11:2012) Page 18 FjrstSouthwest~ Period Ending 11/01/2012 ESCROW REQUIREMENTS City of South Miami, Florida (Refunding of Series 2001A Portion) Preliminary/Subject to Change Principal Principal Interest Redeemed Total 55,000.00 44,681.25 1,725,000.00 1,824,681.25 ----------------------------------- 55,000.00 44,681.25 1,725,000.00 1,824,681.25 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, 11:2012) Page 19 Fjrstsouthwest~ SOURCES AND USES OF FUNDS City of South Miami, Florida (Refunding of Series 2002A Portion) preliminary/Subject to Change Sources: Dated Date Delivery Date Bond Proceeds: ParAmount Uses: Refunding Escrow Deposits: Cash Deposit Delivery Date Expenses: Cost of Issuance 10/02/2012 10/02/2012 3,748,000.00 3,748,000.00 3,713,434.38 34,565.62 3,748,000.00 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, 11:2012) Page 20 FjrstSouthwest~ Bond Component Term Loan BOND SUMMARY STATISTICS City of South Miami, Florida (Refunding of Series 2002A Portion) Preliminary/Subject to Change Dated Date Delivery Date First Coupon last Maturity Arbitrage Yield True Interest Cost (TIC) Net Interest Cost (NIC) All-In TIC Average Coupon Average Life (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 Underwriter's Discount Bid Price Par Value Price 3,748,000.00 100.000 Average Coupon 3.500% 10/02/2012 10/02/2012 11/01/2012 05/01/2032 3.500240% 3.500240% 3.500000% 3.609196% 3.500000% 10.802 8.672 3,748,000.00 3,748,000.00 1,417,059.78 1,417,059.78 5,165,059.78 261,755.00 263,785.15 100.000000 Average Life 10.802 PVofl bp Duration change 8.672 5,247.20 ".-"--~-------------- Par Value + Accrued Interest + Premium (Discount) -Underwriter's Discount -Cost of Issuance Expense -Other Amounts Target Value Target Date Yield 3,748,000.00 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) TIC 3,748,000.00 3,748,000.00 10/02/2012 3.500240% 10.802 All-In TIC 3,748,000.00 (34,565.62) 3,713,434.38 10/02/2012 3.609196% Arbitrage Yield 3,748,000.00 3,748,000.00 10/02/2012 3.500240% 5,247.20 (Finance 7.002 south miami, fI:2012) Page 21 FjrstSouthwest~ BOND DEBT SERVICE City of South Miami, Florida (Refunding of Series 2002A Portion) Preliminary/Subject to Change Period Ending Principal Coupon Interest Debt Service 09/30/2013 186,000 3.500% 74,547.28 260,547.28 09/30/2014 133,000 3.500% 123,497.50 256,497.50 09/30/2015 143,000 3.500% 118,755.00 261,755.00 09/30/2016 145,000 3.500% 113,732.50 258,732.50 09/30/2017 149,000 3.500% 108,622.50 257,622.50 09/30/2018 155,000 3.500% 103,372.50 258,372.50 09/30/2019 163,000 3.500% 97,877.50 260,877.50 09/30/2020 167,000 3.500% 92,120.00 259,120.00 09/30/2021 171,000 3.500% 86,257.50 257,257.50 09/30/2022 178,000 3.500% 80,202.50 258,202.50 09/30/2023 185,000 3.500% 73,920.00 258,920.00 09/30/2024 188,000 3.500% 67,410.00 255,410.00 09/30/2025 196,000 3.500% 60,760.00 256,760.00 09/30/2026 203,000 3.500% 53,847.50 256,847.50 09/30/2027 211,000 3.500% 46,655.00 257,655.00 09/30/2028 221,000 3.500% 39,182.50 260,182.50 09/30/2029 229,000 3.500% 31,377.50 260,377.50 09/30/2030 235,000 3.500% 23,327.50 258,327.50 09/30/2031 241,000 3.500% 15,050.00 256,050.00 09/30/2032 249,000 3.500% 6,545.00 255,545.00 3,748,000 1,417,059.78 5,165,059.78 --------------- Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, fI:2012) Page 22 FirstSouthwest~ Bond Maturity Date SUMMARY OF BONDS REFUNDED City of South Miami, Florida (Refunding of Series 2002A Portion) Preliminary/Subject to Change Interest Rate Par Amount Call Date Florida Munlclpalloan Council Bonds, Series 2002A, 2002A: SERIAL 05/01/2013 5.500% 105,000.00 11/01/2012 05/01/2014 5.500% 110,000.00 11/01/2012 05/01/2015 5.500% 120,000.00 11/01/2012 05/01/2016 5.500% 125,000.00 11/01/2012 05/01/2017 5.500% 130,000.00 11/01/2012 05/01/2018 5.500% 135,000.00 11/01/2012 05/01/2019 5.500% 145,000.00 11/01/2012 TERM22 05/01/2022 5.000% 485,000.00 11/01/2012 TERM27 05/01/2027 5.000% 975,000.00 11/01/2012 TERM32 05/01/2032 5.125% 1,255,000.00 11/01/2012 3,585,000.00 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest ligt) Call Price 101.000 101.000 101.000 101.000 101.000 101.000 101.000 101.000 101.000 101.000 (Finance 7.002 south miami, fI:2012) Page 23 FjrstSouthwest~ PRIOR BOND DEBT SERVICE City of South Miami, Florida (Refunding of Series 2002A Portion) Preliminary/Subject to Change Period Ending Principal Coupon Interest Debt Service 09/30/2013 105,000 5.500% 185,168.76 290,168.76 09/30/2014 110,000 5.500% 179,393.76 289,393.76 09/30/2015 120,000 5.500% 173,343.76 293,343.76 09/30/2016 125,000 5.500% 166,743.76 291,743.76 09/30/2017 130,000 5.500% 159,868.76 289,868.76 09/30/2018 135,000 5.500% 152,718.76 287,718.76 09/30/2019 145,000 5.500% 145,293.76 290,293.76 09/30/2020 155,000 5.000% 137,318.76 292,318.76 09/30/2021 160,000 5.000% 129,568.76 289,568.76 09/30/2022 170,000 5.000% 121,568.76 291,568.76 09/30/2023 175,000 5.000% 113,068.76 288,068.76 09/30/2024 185,000 5.000% 104,318.76 289,318.76 09/30/2025 195,000 5.000% 95,068.76 290,068.76 09/30/2026 205,000 5.000% 85,318.76 290,318.76 09/30/2027 215,000 5.000% 75,068.76 290,068.76 09/30/2028 230,000 5.125% 64,318.76 294,318.76 09/30/2029 240,000 5.125% 52,531.26 292,531.26 09/30/2030 250,000 5.125% 40,231.26 290,231.26 09/30/2031 260,000 5.125% 27,418.76 287,418.76 09/30/2032 275,000 5.125% 14,093.76 289,093.76 3,585,000 2,222,425.20 5,807,425.20 -.. -.. ----.. ~-- Aug 29. 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, 11:2012) Page 24 FjrstSOuthwest~ SAVINGS City of South Miami, Florida (Refunding of Series 2002A Portion) Preliminary/Subject to Change Prior Refunding Date Debt Service Debt Service Savings 09/30/2013 290,168.76 260,547.28 29,621.48 09/30/2014 289,393.76 256,497.50 32,896.26 09/30/2015 293,343.76 261,755.00 31,588.76 09/30/2016 291,743.76 258,732.50 33,011.26 09/30/2017 289,868.76 257,622.50 32,246.26 09/30/2018 287,718.76 258,372.50 29,346.26 09/30/2019 290,293.76 260,877.50 29,416.26 09/30/2020 292,318.76 259,120.00 33,198.76 09/30/2021 289,568.76 257,257.50 32,311.26 09/30/2022 291,568.76 258,202.50 33,366.26 09/30/2023 288,068.76 258,920.00 29,148.76 09/30/2024 289,318.76 255,410.00 33,908.76 09/30/2025 290,068.76 256,760.00 33,308.76 09/30/2026 290,318.76 256,847.50 33,471.26 09/30/2027 290,068.76 257,655.00 32,413.76 09/30/2028 294,318.76 260,182.50 34,136.26 09/30/2029 292,531.26 260,377.50 32,153.76 09/30/2030 290,231.26 258,327.50 31,903.76 09/30/2031 287,418.76 256,050.00 31,368.76 09/30/2032 289,093.76 255,545.00 33,548.76 5,807,425.20 5,165,059.78 642,365.42 Savings Summary Savings PV date 10/02/2012 Savings PV rate 3.614085% PV of savings from cash flow 438,421.77 Net PV Savings 438,421.77 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, fI:2012) Page 25 FjrstSouthwest~ Dated Date Delivery Date Arbitrage yield Escrow yield Bond Par Amount True Interest Cost Net Interest Cost All-In TIC Average Coupon Average Life SUMMARY OF REFUNDING RESULTS City of South Miami, Florida (Refunding of Series 2002A Portion) Preliminary/Subject to Change Par amount of refunded bonds Average coupon of refunded bonds Average life of refunded bonds PV of prior debt to 10/02/2012 @ 3.614085% Net PV Savings Percentage savings of refunded bonds Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) 10/02/2012 10/02/2012 3.500240% 3,748,000.00 3.500240% 3.500000% 3.609196% 3.500000% 10.802 3,585,000.00 5.105192% 11.719 4,150,316.21 438,421.77 12.229338% (Finance 7.002 south miami, fl:2012) Page 26 Firstsouthwest~ Period Ending 11/01/2012 ESCROW REQUIREMENTS City of South Miami, Florida (Refunding of Series 2002A Portion) Preliminary/Subject to Change Principal Redemption Interest Redeemed Premium Total 92,584.38 3,585,000.00 35,850.00 3,713,434.38 92,584.38 3,585,000.00 35,850.00 3,713,434.38 Aug 29, 2012 10:20 pm Prepared by FirstSouthwest (jgt) (Finance 7.002 south miami, 11:2012) Page 27 SunTrust Bank Mr. William C. Jones (407) 237-5909 Ph william.c.jones@suntrust.com Mr. Joshua A. McCoy (941) 951-3005 Ph joshua.a.mccoy@suntrust.com Bank of America Ms. Holly Kuhlman (239) 659-2275 Ph holly.kuhlman@baml.com Ms. Sherry Burd (941) 952-2651 Ph sherry.burd@baml.com Bane of America Public Capital Corp. Mr. Charles T. Maguire (804) 788-3345 charles.maguire@baml.com TD Bank Ms. Pamela Ramkalawan (954) 233-2064 Ph Pamela.Ramkalawan@td.com Rene' O'Day, Vice President Rene.ODay@td.com Regions Bank Todd Banes Chris Hurst Thomas F. Gordon, Jr. 407-246-8948 todd.banes@regions.com chris.hurst@regions.com thomas.gordon@regions.com 83941-9 City of South Miami, Florida Bank List August 6, 2012 Oscar Herrera (305) 774-5152 oscar .herrera@regions.com Wells Fargo Mr. Lance Aylsworth (305) 648-7013 Ph Lance.aylsworth@wachovia.com BB&T Mr. Michael C. Smith (407) 241-3570 Ph mcsmith@bbandt.com Mr. Andrew G. Smith (803) 251-1328 Ph agsmith@bbandt.com SBVA Compass Steven M. Fisher Office: (407)281-4898 steve.fisher@bbvacompass.com Fifth Third Bank Ms. Rebecca Reynolds (407) 999.3129 Ph Rebecca.Reynolds@53.com Hancock Bank Steve Cole, Senior Vice President (334) 792-8422 steve.cole@hancockbank.com PNC Financial Services Group Mr. Jerry Stanforth Ph: 407.245.2474 jerry .sta nforth@pnc.com Mr. Nicholas Ayotte (p) 239-254-4206 nicholas.ayotte@pnc.com JP Morgan Chase Bank Leif Chase (407) 236-5464 Ph leif.g.chase@chase.com Premier American Bank, N.A. William B. "Brad" Ramirez 305-622-4577 -office wra m irez@bankpremier.com Pinnacle Public Finance, Inc. 8377 E. Hartford Drive, Suite 115 Scottsdale, AZ 85255 Cathy Jimenez Tel: 480-585-3789 E-mail: cjimenez@ppf-inc.com Blair Swain Tel: 480-419-3634 E-mail: bswain@ppf-inc.com Comerica Bank Erica M. Knoll (313) 222-5204 Ph EMKnoll@comerica.com 83941-9 CITY OF SOUTH MIAMI NOTICE OF PUBLIC HEARING NOTICE IS HEREBY given that the City Commission of the City of South Miami, Florida will conduct a Public Hearing at a special City Commission meeting scheduled for Monday, September 24,2012. beginning at 7:00 p.m., in the City Commission Chambers, 6130 Sunset Drive, to consider the following item(s): An Ordinance authorizing the issuance of its Capital Improve- ment Revenue Refunding Note, Series 2012, In the principal amount not to exceed $5,800,000. for the purpose of refinancing certain of the City's outstanding indebtedness and paying the costs of issuance of the Note and of refinancing such indebted- ness; covenanting to annually budget and appropriate funds from Legally Available Non-Ad Valorem Revenues to repay such Note; providing the form, terms and details of the Note; awarding the Note to Branch Banking and Trust Company by negotiated sale; making certain covenants and agreements In connection therewith; authorizing and directing officers and employees of the City to take all necessary actions and execute all necessary documents. ALL interested parties are invited to attend and will be heard. For further information, please contact the City Clerk's Office at: 305·663-6340. Maria M. Menendez. CMC City Clerk Pursuant to Florida Statutes 286.0105, the City hereby advises the public that if a person decides to appeal any decision made by this Board, Agency or Commission with respect to any matter considered at Its meeting or hearing. he or she will need a record of the proceedings, and that for such purpose, affected person may need to ensure that a verbatim record of the proceedings is made which record includes the testimony and evidence upon which the appeal is to be based. 9/14 12·3·242f1948209M PROOF Customer: Ad Number: Insert Dates: Price: Section: Printed By: CITY OF SOUTH MIAMI 1948209 09114/2012 86.08 Contact: M.M. MENENDEZ Phone: 3056636340 PUH Class: 701; HEARINGS Size: 2 x 5.l9 DBRVR Date: 09117/2012 Signature of Approval: ____________ Date: _______ _ ,;,,~~§E t:~!:J~OAYi:SP;BTEM,BER)9!;f012 . : '~"W"'~_'-";;::'.~~"~:-:"'--;~"'_)."'N"~~_,,~,_:-,,,~.,""N,":,.;":;_"'~" ... _ .. _,..~~.'~.'_._ .. _.; ~~~~~~~~~~~~~~~~~~ SE