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To: From: Copy: Date: SUBJECT: THE CITY OF PLEASANT LIVING OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM The Honorable Mayor & Members of the City Commission Steven Alexander, City Manager Alfredo Riverol, CPA, COFM, COMA, Cr.F A, Chief Financial Officer November 3, 2015 Agenda Item No.: g An Ordinance relating to the City's 2015 fiscal year; amending the budget to take into account an increase in the Debt Service Fund Appropriated Amount. Florida Statue 166.241providesthat: (4) The governing body of each municipality at any time within a fiscal year or within 60 days following the end of the fiscal year may amend a budget for that year as follows: (a) Appropriations for expenditures within a fund may be decreased or increased by motion recorded in the minutes if the total appropriations of the fund is not changed. (b) The governing body may establish procedures by which the designated budget officer may authorize budget amendments if the total appropriations of the fund is not changed. (c) If a budget amendment is required for a purpose not specifically authorized in paragraph (a) or paragraph (b), the budget amendment must be adopted in the same manner as the original budget unless otherwise specified in the municipality's charter. The City is working on closing fiscal year 2015. Per the adopted Ordinance, the City has refinanced certain outstanding bonds and in an effort to reflect the approved refmancing in the adopted FY 2015 budget, the Debt Service Fund's FY 2015 approved appropriation must be amended to reflect the transaction that occurred as part ofthe refinancing. The proposed FY 2015 budget amendment to the Debt Service Fund appropriation will reflect revenue of the loan amount and an expenditure for the amounts paid as part of the refinancing. Below is a detail of the line items within the Debt Service Fund which must be increased to reflect the refinancing which was approved on May 19,2015: BB&T Bank Loan 2015 4,948,000 Bond Principle Bond Principle Bond Interest Bond Interest Closing Cost Breakdown 1,610,000 3,250,000 12,534 FMLC Expense Reimbursement City of South Miami BB&T Bank Credit Fee & Counsel FirstSouthwest Squire Sanders TOTAL BUDGET AMENDMENT INCREASES: DOCUMENTATION: 201-0000-384-11 00 201-1410-519-7110 201-1410-519-7210 201-1410-519-7310 201-1500-514-7310 Ordinance 11-15-2218 Florida Statue 166.241 25,938 4,215 1,805 5,000 17,759 20,750 4,948,000 201-0000-384-1100 201-1410-519-7110 201-1410-519-7110 201-1410-519-7210 201-1410-519-7210 201-1410-519-7310 201-1410-519-7310 201-1410-519-7310 201-1410-519-7310 201-1500-514-7310 4,948,000 4,860,000 38,472 28,778 20,750 4,948,000 Debt Fund pages from Adopted Budget FY 2015 1 ORDINANCE NO. _____ _ 2 3 An Ordinance relating to the City's 2015 fiscal year; amending the budget to take 4 into account an increase in the Debt Service Fund Appropriated Amount. 5 6 7 WHEREAS, Florida Statue 166.241provides that: 8 (4) The governing body of each municipality at any time within a fiscal year or 9 within 60 days following the end of the fiscal year may amend a budget for that 10 year as follows: 11 (a) Appropriations for expenditures within a fund may be decreased or increased 12 by motion recorded in the minutes if the total appropriations of the fund is not 13 changed. 14 (b) The governing body may establish procedures by which the designated 15 budget officer may authorize budget amendments if the total appropriations of the 16 fund is not changed. 17 (c) If a budget amendment is required for a purpose not specifically authorized 18 in paragraph (a) or paragraph (b), the budget amendment must be adopted in the 19 same manner as the original budget unless otherwise specified in the 20 municipality's charter. 21 22 WHEREAS, per the adopted Ordinance, the City has refinanced certain outstanding 23 bonds and in an effort to reflect the approved refinancing in the adopted FY 2015 budget, the 24 Debt Service Fund's FY 2015 approved appropriation must be amended to reflect the 25 transaction that occurred as part of the refinancing, and; 26 WHEREAS, the proposed FY 2015 budget amendment to the Debt Service Fund 27 appropriation will reflect a revenue of the loan amount and an expenditure for the amounts 28 paid as part of the refinancing. Below is a detail of the line items within the Debt Service 29 Fund which must be increased to reflect the refinancing which was approved on May 19, 30 2015 31 BB&T Bank Loan 2015 4,948,000 Bond Principle Bond Principle Bond Interest Closing Cost Breakdown 1,610,000 3,250,000 12,534 Bond Interest FMLC Expense Reimbursement City of South Miami BB&T Bank Credit Fee & Counsel FirstSouthwest Squire Sanders TOTAL 25,938 4,215 1,805 5,000 17,759 20,750 4,948,000 Page 1 of 1 201-0000-384-1100 201-1410-519-7110 201-1410-519-7110 201-1410-519-7210 201-1410-519-7210 201-1410-519-7310 201-1410-519-7310 201-1410-519-7310 201-1410-519-7310 201-1500-514-7310 32 NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND CITY 33 COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA: 34 35 Section 1. Section 1. The City Manager is hereby authorized to cause an increase in the 36 City's fiscal year 2015 budget Debt Service Fund Appropriated Amount, as provided below: 37 38 201-0000-384-1100 4,948,000 201-1410-519-7110 201-1410-519-7210 201-1410-519-7310 201-1500-514-7310 4,860,000 38,472 28,778 20,750 4,948,000 39 Section 3. Severability. If any section, clause, sentence, or phrase of this ordinance is 40 for any reason held invalid or unconstitutional by a court of competent jurisdiction, this holding 41 shall not affect the validity of the remaining portions of this ordinance. 42 43 Section 4. Ordinances in Conflict. All ordinances or parts of ordinances and all 44 sections and parts of sections of ordinances in direct conflict herewith are hereby repealed. 45 46 Section 5. Effective Date. This ordinance shall become effective upon enactment. 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 PASSED AND ENACTED this day of _____ " 2015. ATTEST: CITY CLERK 1st Reading 2nd Reading READ AND APPROVED AS TO FORM: LANGUAGE, LEGALITY AND EXECUTION THEREOF CITY ATTORNEY Page 2 of I APPROVED: MAYOR COMMISSION VOTE: Mayor Stoddard: Vice Mayor Harris: Commissioner Edmond: Commissioner Liebman: Commissioner Welsh: ORDINANCE NO. 11-15-2218 An Ordinance authorizing the issuance of Capital Improvement Revenue Refunding Note, Series 2015, in the principal amount not to exceed $5,000,000, 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 LegaUy Available Non-Ad Valorem Revenues to repay such Note; providing the form, terms and details or 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. WHEREAS, the City of South Miami, Florida (the "City") has previously financed a portion of certain capital improvements in the City with the proceeds of 0) a loan from the Florida Municipal Loan Council (the "FMLC") pursuant to a Loan Agreement dated as of November 15,2001 between the City and FMLC, currently outstandipg in the principal amount of$1 ,61 0,000 (the "2001 Loan"), and (ii) a loan from FMLC pursuant to a Loan Agreement dated as of May 1, 2002 between the City and FMLC, currently outstanding in the principal amount of $3,250,000 (the "2002 Loan" and, together with the 2001 Loan, the "Prior Loans"); WHEREAS, the City desires to issue its Capital Improvement Revenue Refunding Note, Series 2015 (the "Note"), in the principal amount not to exceed $5,000,000, to refinance all or a portion of the Prior Loans in order to achieve debt service savings for the City; and WHEREAS, the City does not expect to issue more than $10 million in tax-exempt obligations during calendar year 2015; and WHEREAS, for the reasons set forth in Section 14 of this Ordinance, the City has determined that it is in the best interest of the City to authorize the negotiated sale of the Note; and WHEREAS, the City has received a proposal from Branch Banking and Trust Company (the "Bank") to make a loan to the City to be evidenced by the Note and, subject to the provisions of this Ordinance, the City wishes to accept such loan and award the sale of the Note to the Bank. NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT: Section 1. Recitals. The above recitals are incorporated herein as findings. Section 2. Definitions. As used herein, unless the context otherwise requires: "Act" means, as applicable, Article VIII, Section 2 of the Constitution ofthe State of Florida, Chapter 166, Florida Statutes, the Charter of the City of South Miami, and other applicable provisions oflaw. OlO-8052-4827/4/AMERICAS Ord. No. 11-15-2218 "Annual Budget" means the annual budget prepared by the City for each Fiscal Year in accordance with Section 12 below and in accordance with the laws ofthe State of Florida. "Annual Debt Service" means, as of any particular date of calculation, the annual debt service requirement for all Debt in each such Bond Year except that with respect to any Debt for which amortization installments have been established, the amount of principal coming due on the final maturity date with respect to such Debt shall be reduced by the aggregate principal amount of such Debt that is to be redeemed or paid from amortization installments to be made in prior Bond Years. "Bank" means Branch Banking and Trust Company, the purchaser of the Note. "Bond Year" means the annual period beginning on the first day of October of each year and ending on the last day of September of the immediately succeeding year; provided however, that when such term is used to describe the period during which deposits are to be made to amortize principal and interest on Debt maturing or becoming subject to redemption, including without limitation, interest and principal maturing or becoming subject to redemption on October 1 of any year shall be deemed to mature or become subject to redemption on the last day of preceding Bond Year. "Business Day" means any day which is not a Saturday, Sunday or day on which banking institutions in Miami-Dade County, Florida, are authorized to be closed. "City" means the City of South Miami, Florida, a Florida municipal corporation. "City Manager" means the City Manager of the City, or his or her successor. "Clerk" means the City Clerk or any Deputy Clerk of the City. "Code" means the Internal Revenue Code of 1986, as amended, including the applicable regulations of the Department of the Treasury (including applicable final regulations, temporary regulations and proposed regulations), the applicable rulings of the Internal Revenue Service (including published Revenue Rulings and private letter rulings) and applicable court decisions. "Cost of Essential Services" means the cost of services necessary for the conducting of the public safety and general governmental operations of the City, as shown in the rows titled "General Government" and "Public Safety" in the City's audited financial statements. "Dated Date" means the date of issuance of the Note. "Debt" means as of any date and without duplication, all of the following to the extent that they are payable in whole or in part from any Legally Available Non-Ad Valorem Revenues: (i) all obligations of the City for borrowed money or evidenced by bonds, debentures, notes or other similar instruments; (ii) all obligations of the City as lessee under capitalized leases; and (iii) all indebtedness of other persons to the extent guaranteed by, or secured by Legally Available Non-Ad Valorem Revenues of the City. "Finance Director" means the Finance Director of the City, or his or her successor. 2 010-8062-<1827/4/ AM ERI CAS Ord. No. 11-15-2218 "Financial Advisor" means First Southwest Company, LLC. "Fiscal Year" means the period commencing on October I of each year and ending on the succeeding September 30, or such other consecutive 12-month period as may be hereafter designated as the fiscal year of the City. "FMLC" means the Florida Municipal Loan Council. "Goveming Body" means the Mayor and City Commission of the City, or its successor in function. "Holder" or "Noteholder" means the registered owner (or its authorized representative) of the Note. "Legally Available Non-Ad Valorem Revenues" means all revenues of the City derived from any source whatsoever other than ad valorem taxation on real and personal property, including, without limitation, investment income, which are legally available for the payment by the City of debt service on the Note or other Non-Self-Supporting Revenue Debt, including, without limitation, legally available non-ad valorem revenues derived from sources subject to a prior pledge thereof for the payment of other obligations of the City and available after payment of principal and interest on such other obligations, but excluding revenues derived from the revenues of any enterprise fund of the City, except to the extent that revenues derived from such sources have been deposited into the City's General Fund. "Maximum Annual Debt Service" means, as of any particular date of calculation, the largest Annual Debt Service in any Bond Year. "Mayor" means the Mayor of the City or, in, the Mayor's absence, the Vice Mayor of the City, and such other person as may be duly authorized to act on the Mayor's behalf. "Non-Self-Supporting Revenue Debt" means obligations evidencing indebtedness for borrowed money, including the Note, (i) the primary security for which is provided by a covenant of the City to budget and appropriate Legally Available Non-Ad Valorem Revenues ofthe City for the payment of debt service on such obligations, or (ii) primarily secured or payable from another source of funds, but with respect to which the City has also covenanted to budget and appropriate Legally Available Non-Ad Valorem Revenues of the City for the payment of debt service on such obligations, provided that obligations described in this clause (ii) shall only be considered Non-Self- Supporting Revenue Debt to the extent the City has included in its budget (by amendment or otherwise) the payment of such Legally Available Non-Ad Valorem Revenues pursuant to such covenant to pay debt service on such obligations. "Non-Self-Supporting Revenue Debt" shall expressly not include indebtedness payable from the revenues of a utility system, or any other enterprise fund of the City, which are pledged to the payment of such indebtedness. "Note" means the City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2015, authorized to be issued by the City in the aggregate principal amount not to exceed $5,000,000, the form of which is attached as Exhibit "A" hereto. 3 OlO-8062·-1B27/4/AMERICAS Ord. No. 11-15-2218 "Ordinance" means this Ordinance, authorizing the issuance of the Note, as the same may from time to time be amended, modified or supplemented. "Permitted Lender" mcans any bank, trust company, savings institution or insurance company that is engaged as a regular part of its business in making loans and authorized to do business in the State. "Prior Loans" means, collectively, (i) the loan from the FMLC to the City pursuant to a Loan Agreement dated as of November 15, 2001 between the City and FMLC, currently outstanding in the principal amount of $1,610,000, and (ii) the loan from FMLC to the City pursuant to a Loan Agreement dated as of May 1, 2002 between the City and FMLC, currently outstanding in the principal amount of $3,250,000. "Refinanced Loans" means all or a portion of the Prior Loans being prepaid with the proceeds of the Note, as determined by the City Manager to be in the best interest of the City in order to achieve debt service savings. "State" means the State of Florida. Section 3. Authority for Ordinance. This Ordinance is enacted pursuant to the Act. The City has ascertained and hereby determined that enactment of this Ordinance is necessary to carry out the powers, purposes and duties expressly provided in the Act, that each and every matter and thing as to which provision is made herein is necessary in order to carry out and effectuate the purposes of the City in accordance with the Act and to carry out and effectuate the plan and purpose of the Act, and that the powers of the City herein exercised are in each case exercised in accordance with the provisions of the Act and in furtherance of the purposes of the City. Section 4. Ordinance to Constitute Contract. In consideration of the purchase and acceptance of the Note by those who shall hold the same from time to time, the provisions of this Ordinance shall be a part of the contract of the City with the Holder, and shall be deemed to be and shall constitute a contract between the City and the Holder. The provisions, covenants and agreements herein set forth to bc performed by or on behalf of the City shall be for the benefit, protection and security of the Holder in accordance with the terms hereof. Section 5. Authority for Issuance of Note; Designation Under Code; Prepayment of Refinanced Loans. Subject and pursuant to the provisions hereof, a note to be known as "City of South Miami, Florida Capital Improvement Revenue Refunding Note, Series 2015" is hereby authorized to be issued in an aggregate principal amount not to exceed Five Million Dollars ($5,000,000) for the purpose of refinancing the Refinanced Loans and paying the costs of issuance of the Note and of refinancing the Refinanced Loans. The Note is hereby designated as a "qualified tax-exempt obligation" under Section 265(b)(3)(B) of the Code. The prepayment of the Refinanced Loans is hereby authorized. 4 OlO-8062-4827!4!AMERICAS Ord. No. 11-15-2218 Section 6. Description ofNotc; Assignment and Transfer of Note. The Note shall be issued in one (1) typewritten certificate, shall be dated the Dated Date and shall mature on May 1, 2032. The Note shall bear interest from the Dated Date at a fixed interest rate, subject to adjustment as provided in the Note, of2.80% per annum. Interest on the Note shall be calculated on the basis of a 360 day year consisting of twelve thirty day months. Accrued interest on the Note will be payable semiannually on May 1 and November I of each year, beginning on November 1,2015. Principal of the Note will be payable in semiannual installments on May 1 and November 1 of each year, beginning November 1,2015, as shall be set forth in the form of Note attached as Exhibit "A" hereto. Additional details of the Note shall be as provided in Exhibit" A" attached hereto. The Note shall be in registered form, contain substantially the same terms and conditions as set forth in Exhibit "A" hereto, shall be payable in lawful money of the United States of America, and the principal thereof, interest thereon and any other payments thereunder shall be payable by check, wire, draft or bank transfer to the Holder at such address as may be provided in writing by such Holder to the Finance Director. So long as the Note shall remain outstanding, the City shall maintain and keep books for the registration and transfer of the Note. The Note may not be assigned or transferred except in whole and in a denomination of not less than $100,000 to a Permitted Lender, with the prior written consent of the City. In no event will the Note be assigned or transferred to any kind of trust. Section 7. Execution or Note. The Note shall be executed in the name of the City by the manual signature of the City Manager, the seal of the City shall be imprinted, reproduced or lithographed on the Note, and the Note shall be attested to by the manual signature of the Clerk. If any officer whose signature appears on the Note ceases to hold office before the delivery of the Note, such signature shall nevertheless be valid and sufficient for all purposes. In addition, the Note may bear the signature of, or may be signed by, such persons as at the actual time of execution of the Note shall be the proper officers to sign the Note although at the date of the Note or the date of delivery thereof such persons may not have been such officers. Section 8. Note Mutilated, Destroyed, Stolen or Lost. If the Note is mutilated, destroyed, stolen or lost, the City may, in its discretion (i) deliver a duplicate replacement Note, or (ii) pay a Note that has matured or is about to mature. A mutilated Note shall be surrendered to and canceled by the Clerk or its duly authorized agent. The Holder must furnish the City or its agent proof of ownership of any destroyed, stolen or lost Note, post satisfactory indemnity, comply with any reasonable conditions the City or its agent may prescribe, and pay the City's or its agent's reasonable expenses. Any such duplicate Note shall constitute an original contractual obligation of the City whether or not the destroyed, stolen, orlost Note be at any time found by anyone, and such duplicate Note shall be entitled to equal and proportionate benefits and rights as to lien on, and source of and security for payment from, the funds pledged to the payment of the Note so mutilated, destroyed, stolen or lost. Section 9. Provisions for Prepayment. The Note may be prepaid prior to its maturity, in whole, but not in part, as provided in the form of Note attached as Exhibit "A" hereto. 5 OlO-8062-4827/4/AMERICAS Ord. No. 11-15-2218 Section 10. Note Not to be General Indebtedness of the City. The Note shall not be or constitute a general obligation or indebtedness of the City within the meaning of the Constitution of the State, but shall be payable from and secured solely by the covenant of thc City to budget and appropriate Legally Available Non-Ad Valorem Revenues, in the manner and to the extent herein and in the Note provided. No Holder shall ever have the right to compel the exercise of the ad valorem taxing power of the City or taxation in any form on any real or personal property to pay the Note, the interest thereon or any other amounts due thereunder, nor shall any Holder be entitled to payment of such principal, interest or any other amounts due thereunder from any funds of the City other than the Legally Available Non-Ad Valorem Revenues, all in the manner and to the extent herein and in the Note provided. The Holders shall have no lien upon any real or tangible personal property of the City. Section 11. Covenant to Budget and Appropriate. The City hereby covenants to budget and appropriate in its Annual Budget, by amendment if necessary, from Legally Available Non-Ad Valorem Revenues in each Fiscal Year, sufficient moneys to pay the principal of and interest on the Note and any other amounts due thereunder in such Fiscal Year, until the Note is paid infu1!. Such covenant and agreement on the part of the City shall be cumulative to the extent not paid, and shall continue until Legally Available Non-Ad Valorem Revenues or other available funds in amounts sufficient to make all required payments shall have been budgeted, appropriated and actually paid. Notwithstanding the foregoing covenant of the City, the City does not covenant to maintain any services or programs now provided or maintained by the City which generate Legally Available Non- Ad Valorem Revenues. Such covenant to budget and appropriate does not create any lien upon or pledge of such Legally Available Non-Ad Valorem Revenues nor does it preclude the City from pledging in the future a particular source or sources of non-ad valorem revenues. Such covenant to budget and appropriate Legally Available Non-Ad Valorem Revenues is subject in all respects to the payment of obligations heretofore or hereafter entered into, including but not limited to the payment of debt service on bonds and other debt instruments. However, the covenant to budget and appropriate in its Annual Budget for the purposes and in the manner stated herein shall have the effect of making available in the manner described herein Legally Available Non-Ad Valorem Revenues and placing on the City a positive duty to budget and appropriate, by amendment if necessary, amounts sufficient to meet its obligations hereunder; subject, however, in all respects to the restrictions of Section 166.241 (3), Florida Statutes, which provides, in part, that the governing body of each municipality make appropriations for each fiscal year which, in anyone year, shall not exceed the amount to be received from taxation or other revenue sources; and subject further, to the payment of services and programs which are for essential public services affecting the health, welfare and safety of the inhabitants of the City or which are legally mandated by applicable law. Section 12. Operating Budget; Financial Statements. Before the first day of each Fiscal Year, the Governing Body shall prepare, approve and adopt in the manner prescribed by law, a detailed Annual Budget. Such Annual Budget shall, subject to Section 11 hereof, provide for revenues sufficient to comply with the City's obligations hereunder, including any unsatisfied obligations from prior Fiscal Years. The City shall annually provide to the Bank a copy of the Annual Budget and the City's audited financial statements prepared in accordance with law, each 6 OlO-806Z-4827/4/AMERICAS Ord. No. 11-15-2218 within thirty (30) days of its completion and, in the case of the audited financial statements, within 180 days of the end of each Fiscal Year. Section 13. Issuance of Additional Non-Self Supporting Revenue Debt. Except with respect to Non-Self-Supporting Revenue Debt issued to refund existing Non-Self-Supporting Revenue Debt where the aggregate debt service of the refunding Non-Self-Supporting Revenue Debt will not be greater than that for the Non-Self-Supporting Revenue Debt being refunded, the City may incur additional Non-Self-Supporting Revenue Debt only if, as set forlh in a certificate of the Mayor or the City Manager executed prior to the issuance thereof, a copy of which shall be provided to the Bank, the amount of Legally Available Non-Ad Valorem Revenues, after deducting the Cost of Essential Services that are not supported by ad-valorem tax revenues, equals or exceeds 1.25 times the Maximum Annual Debt Service in all future Bond Years on all outstanding Debt and the Debt proposed to be issued. These calculations required above shall be determined using the average of actual receipts for the prior two Fiscal Years based on the City'S audited financial statements. For purposes of calculating the foregoing, if any Debt bears a rate of interest that is not fixed for the entire term of the Debt (excluding any provisions that adjust the interest rate upon a change in tax law or in the tax treatment of interest on the debt or upon a default), then the interest rate on such Debt shall be assumed to be the higher of (a) the average rate of actual interest borne by such Debt during the most recent complete month prior to the date of calculation, and (b) (i) for Debt the interest on which is excluded from gross income of the holders thereoffor federal tax purposes, The Bond Buyer Revenue Bond Index last published in the month preceding the date of calculation plus one percent, or (ii) for Debt the interest on which is not excluded from the gross income of the holders thereof for federal tax purposes, the yield on a U.S. Treasury obligation with a constant maturity closest to but not before the maturity date of such Debt, as reported in Statistical Release H.l5 of the Federal Reserve on the last day ofthe month preceding the date of issuance of such proposed Debt, plus three percent (3%); provided, however, that if the City shall have entered into an interest rate swap or interest rate cap or shall have taken any other action which has the effect of fixing or capping the interest rate on such Debt for the entire term thereof, then such fixed or capped rate shall be used as the applicable rate for the period of such swap or cap, and provided further that if The Bond Buyer Revenue Bond Index or Statistical Release H.l5 of the Federal Reserve is no longer available or no longer contains the necessary data, such other comparable source of comparable data as selected by the Bank shall be utilized in the foregoing calculations. For the purpose of calculating the foregoing, "balloon indebtedness" (as defined in the immediately succeeding sentence) shall be assumed to amortize over a period not to exceed 20 years in substantially equal annual payments at the interest rate set forth in the instrument evidencing such Debt if the interest rate is fixed and, if the interest rate is not fixed, at the rate calculated pursuant to the immediately preceding sentence and any put or tender rights of a lender with respect to any Debt shall be ignored and such Debt shall be assumed to mature as otherwise provided in the instrument evidencing such Debt. "Balloon indebtedness" is any Debt twenty percent (20%) or more of the principal amount of which comes due in any single Fiscal Year. Section 14. Award of Note by Negotiated Sale. Because of the nature of the Note, the maturity of the Note and the prevailing market conditions, and the recommendations of the Financial Advisor, the negotiated sale of the Note to the Bank in substantial accordance with the Bank's proposal delivered to the City and dated April 15, 2015 (the "Bank's Proposal"), is hereby found to 7 010·8062-4827/4/AMERICAS Ord. No. 11-15-2218 be in the best interests of the City and, upon compliance with the requirements of Section 218.385, Florida Statutes, authorized; provided, however, that the provisions of this Ordinance and the Note shall control to the extent of any conflict with the Bank's Proposal. Section 15. Modification, Amcm!ment or Supplement. This Ordinance may be modified, amended or supplemented by the City from time to time prior to the issuance of the Notc hereunder. Thereafter, no modification, amendment or supplement of this Ordinance, or of any ordinance amendatory hereof or supplemental hereto, may be made without the consent in writing of the Holder. Section 16. Tax Compliance. Neither the City, nor any third party over whom the City has control, will make any use ofthe proceeds of the Note or ofthe refinanced capital improvements at any time during the term of the Note which would cause thc Note (i) to be (a) a "private activity bond" within thc meaning of Section 103(b)(l) of the Code, or (b) an "arbitrage bond" within the meaning of Section 103(b)(2) of the Code, or (ii) not to be a "qualified tax-exempt obligation" within the meaning of Section 265(b)(3)(B) of the Code. The City covenants throughout the term of the Note to comply with the requirements ofthc Code and to take all actions necessary to maintain the exclusion from gross income for purposes of the Code of interest on the Note and the status of the Note as a "qualified tax-exempt obligation" to the same extent as on the date of issuance ofthe Note. Section 17. Events of Default; Remedies. A. Events of Default. Anyone or more of the following events shall be an "Event of Default": (i) the City shall fail to pay the principal of or interest on the Note when due; (ii) the City shall (a) admit in writing its inability to pay its debts generally as they become due, (b) file (or have filed against it and not dismissed within 90 days) a petition in bankruptcy or take advantage of any insolvency act, (c) make an assignment for the general benefit of creditors, (d) consent to the appointment of a receiver for itself or for the whole or any substantial part of its property, or (e) be adjudicated a bankrupt; or (iii) the City shall default in the due and punctual performance of any ofits covenants, conditions, agreements and provisions contained herein or in the Note, and such default shall continue for thirty (30) days after written notice specifYing such default and requiring the same to be remedied shall have been given to the City by the Holder of the Note; provided that such default shall not be an Event of Default if the City within such 30 day period commences and carries out with due diligence to completion (although not necessarily within such thirty (30) day period) such action as is necessary to cure the same. B. Remedies on Default. If an Event of Default shall have occurred and be continuing, the Holder may proceed to protect and enforce its rights hereunder by a suit, action or special proceeding in equity or at law, by mandamus or otherwise, either for the specific performance 8 OlO.8062-4827/4/AMERlCAS Ord. No. 11-15-2218 of any covenant or agreement contained herein or for enforcement of any proper legal or equitable remedy as such Holder shall deem most effectual to protect and enforce the rights aforesaid. No remedy herein conferred upon or reserved to the Holder is intended to be exclusive of any other remedy or remedies, and each and every such remedy shall be cumulative, and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity. No delay or omission of a Holder to exercise any right or power accruing upon any Event of Default shall impair any such right or power or shall be construed to be a waiver of any such Event of Default, or an acquiescence therein; and every power and remedy given by this article may be exercised from time to time, and as often as may be deemed expeditious by a Holder. Notwithstanding the foregoing, under no circwnstances will the remedies for an Event of Default include acceleration of the payment of the Note. Section 18. General Authority. The officers and employees of the City are hereby authorized and directed to take all other necessary actions and execute all necessary documents to carry out the provisions of this Ordinance. Section 19. Severability. If anyone or more of the covenants, agreements or provisions of this Ordinance should be held contrary to any express provision oflaw or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Ordinance or of the Note issued hereunder, which remaining covenants, agreements and provisions shall remain in full force and effect. Section 20. No Third-Party Beneficiaries. Except as herein otherwise expressly provided, nothing in this Ordinance expressed or implied is intended or shall be construed to confer upon any person, firm or corporation other than the City and the Holder from time to time of the Note issued hereunder, any right, remedy or claim, legal or equitable, under or by reason of this Ordinance or any provision hereof, this Ordinance and all its provisions being intended to be and being for the sale and exclusive benefit of the City and the Holder from time to time of the Note issued hereunder. Section 21. Controlling Law; Officials of City Not Liable. All covenants, stipulations, obligations and agreements of the City contained in this Ordinance and the Note shall be covenants, stipulations, obligations and agreements of the City to the full extent authorized by the Act and provided by the Constitution and laws ofthe State. No covenant, stipulation, obligation or agreement contained in this Ordinance or the Note shall be a covenant, stipUlation, obligation or agreement of any present or future member, agent, officer or employee of the City or the Governing Body in his or her individual capacity, and neither the members or officers of the Governing Body nor any official executing the Note shall be liable personally on the Note or shall be subject to any personal liability or accountability by reason of the issuance or the execution of the Note by the City or such members thereof. 9 OlO-8062-4827/4/AMER1CAS Ord. No. 11-15-2218 Section 22. Repeal of Inconsistent Ordinances. Ordinance No. 18-12-2134 enacted September 24, 2012 is hereby superseded and repealed. In addition, all other ordinances or parts thereof in conflict herewith are, to the extent of such conflict, superseded and repealed. Section 23. Effective Date. This Ordinance shall become effect immediately upon its enactment. PASSED AND ENACTED this 19th day of May, 2015. ATTEST: G»zG~-CITY CLERK 1st Reading: 5/5/15 2nd Reading: 5/19/15 OlO-B062-4827/4/AMERICAS 10 APPROVED: COMMISSION VOTE: 5-0 Mayor Stoddard: Yea Vice Mayor Harris: Yea Commissioner Welsh: Yea Commissioner Liebman: Yea Commissioner Edmond: Yea REGISTERED No. R- EXHIBIT "A" FORM OF NOTE UNITED STATES OF AMERICA STATE OF FLORIQA CITY OF SOUTH MIAMI, FLORIDA REGISTERED $_------: CAPITAL IMPROVEMENT REVENUE REFUNDING NOTE, SERIES 2015 Interest Rate 2.80% REGISTERED OWNER: PRINCIPAL AMOUNT: Maturity Date May I, 2032 Date of Original Issuance ____ ,,2015 __________ MILLION DOLLARS KNOW ALL MEN BY THESE PRESENTS, that the City of South Miami, Florida, a municipal corporation of the State of Florida (hereinafter called the "City") for value received, hereby promises to pay to the Registered Owner identified above, or to registered assigns or legal representatives, but solely from the revenues hereinafter mentioned, on the dates hereinafter provided, the Principal Amount identified above,.and to pay, solely from such revenues, interest on the Principal Amount remaining unpaid from time to time, at the interest rate per alIDwn set forth herein (the "Note Rate"), until the entire Principal Amount has been repaid. Principal of and interest on this Note will be paid by bank wire, check, draft or bank transfer delivered to the Registered Owner hereof at such address as may be provided in writing by the Registered Owner to the City no later than the close of business on the fifth Business Day (as defined in the hereinafter described Ordinance), next preceding each interest payment date (the "Record Date"). Interest on this Note shall be calculated on the basis ofa 360 day year consisting of twelve thirty day months. Payments of accrued interest will be due on May I and November I of each year, beginning November 1,2015. Payments of principal on this Note will be due on May I and November I of each year, beginning November 1,2015, in accordance with Schedule 1 attached hereto. Each date when principal andlor interest on this Note is due is a "Payment Date." If any Payment Date is not a Business Day, the payment otherwise due on such Payment Date shall be due on the next succeeding Business Day as if paid on such Payment Date. Any payment of principal hereof or interest hereon not paid within ten (10) days of when due shall bear interest from the due date until paid at the lesser of (i) the Note Rate plus 2% per annum or (ii) the maximum rate permitted by law. A-I 010-8062 -4827/4/AMERICAS This Note is issued in the principal amount of $ to refinance the Refinanced Loans (as defined in the Ordinance defined below), pursuant to the authority of and in full compliance with the Constitution and laws of the State of Florida, including particularly Article VIII, Section 2 of the Constitution of the State of Florida, Chapter 166, Florida Statutes and the Charter of the City (collectively, the "Act"), and Ordinance No. , enacted by the Mayor and City Commission of the City on ,2015 (the "Ordinance"). This Note and the interest hereon and any other amount due hereunder are secured by City's covenant to budget and appropriate in each Fiscal Year from its Legally Available Non-Ad Valorem Revenues, sufficient moneys to pay the principal of and interest on this Note and any other amounts due hereunder, until this Note has been paid in full, as more particularly set forth in the Ordinance. Reference is hereby made to the Ordinance for the provisions, among others, relating to the tenns and security for the Note, the rights and remedies of the Registered Owner of the Note and the limitations thereon, and the extent of and limitations on the City's rights, duties and obligations, to all of which provisions the Registered Owner hereof for himself and his successors in interest assents by acceptance of this Note. All tenns used herein in capitalized fonn, unless otherwise defined herein, shall have the meanings ascribed thereto in the Ordinance. This Note has been designated by the City as a "qualified tax-exempt obligation" under Section 265(b)(3)(B) of the Internal Revenue Code of 1986, as amended (the "Code"). If for any reason this Note loses its "qualified tax-exempt obligation" status under Section 265(b)(3)(B) of the Code (an "Event ofBQ Loss"), this Note shall bear interest from the earliest effective date of such Event of BQ Loss at the Non-BQ Rate (hereinbelow defined). No Event ofBQ Loss shall be deemed to occur unless the City has been given timely written notice of such occurrence by the Registered Owner and, to the extent permitted by law, an opportunity to participate in and seek, at the City's own expense, a final administrative detennination by the Internal Revenue Service or determination by a COUlt of competent jurisdiction (from which no further right of appeal exists) as to the occurrence of such Event of BQ Loss; provided that the City, at its own expense, delivers to the Registered Owner an opinion of bond counsel acceptable to such Registered Owner to the effect that such appeal or action for judicial or administrative review is not without merit and there is a reasonable possibility that the judgment, order, ruling or decision from which such appeal or action for judicial or administrative review is taken will be reversed, vacated or otherwise set aside. "Non-BQ Rate" shall mean, upon an Event ofBQ Loss, the interest rate per annum that shall provide the Registered Owner with the same after tax yield that the Registered Owner would have otherwise received had the Event ofBQ Loss not occurred, taking into account the inability of the Registered Owner to deduct a portion of its carrying cost for this Note as a result of such Event of BQ Loss. The Registered Owner shall provide the City with a written statement explaining the calculation of the Non-BQ Rate, which statement shall, in the absence of manifest error, be conclusive and binding on the City. If for any reason the interest on this Note becomes includable in the gross income of the Registered Owner for Federal income tax purposes (an "Event of Taxability"), this Note shall bear A-2 010·8062·~827/4/AMERICAS interest from the earliest effective date of such Event ofTaxability at the Taxable Rate (hereinbelow defined). No Event of Taxability shall be deemed to occur unless the City has been given timely written notice of such occurrence by the Registered Owner and, to the extent permitted by law, an opportunity to participate in and seek, at the City'S own expense, a final administrative determination by the Internal Revenue Service or, determination by a court of competent jurisdiction (from which no further right of appeal exists) as to the occurrence of such Event of Taxability; provided that the City, at its own expense, delivers to the Registered Owner an opinion of bond counsel acceptable to such Registered Owner to the effect that such appeal or action for judicial or administrative review is not without merit and there is a reasonable possibility that the judgment, order, ruling or decision from which such appeal or action for judicial or administrati ve review is taken will be reversed, vacated or otherwise set aside. "Taxable Rate" shall mean, upon an Event of Taxability, the interest rate per annum that shall provide the Registered Owner with the same after tax yield that the Registered Owner would have otherwise received had the Event of Taxability not occurred, taking into account the increased taxable income of the Registered Owner as a result of such Event of Taxability. The Registered Owner shall provide the City with a written statement explaining the calculation ofthe Taxable Rate, which statement shall, in the absence of manifest error, be conclusive and binding on the City. THIS NOTE SHALL NOT BE DEEMED TO CONSTITUTE A GENERAL DEBT OR A PLEDGE OF THE FAITH AND CREDIT OF THE CITY, OR A DEBT OR PLEDGE OF THE FAITH AND CREDIT OF THE STATE OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL, LEGISLATIVE OR CHARTER PROVISION OR LIMITATION, AND IT IS EXPRESSLY AGREED BY THE REGISTERED OWNER OF THIS NOTE THAT SUCH REGISTERED OWNER SHALL NEVER HAVE THE RIGHT, DIRECTLY OR INDIRECTLY, TO REQUIRE OR COMPEL THE EXERCISE OF THE AD VALOREM TAXING POWER OF THE CITY OR ANY OTHER POLITICAL SUBDIVISION OF THE STATE OF FLORIDA OR TAXATION IN ANY FORM ON ANY REAL OR PERSONAL PROPERTY FOR THE PAYMENT OF THE PRINCIPAL OF, AND INTEREST ON THIS NOTE OR FOR THE PAYMENT OF ANY OTHER AMOUNTS PROVIDED FOR IN THE ORDINANCE. This Note shall be and have all the qualities and incidents of negotiable instruments under the law merchant and the Uniform Commercial Code of the State of Florida, subject to the assignment provisions contained herein and in the Ordinance. It is further agreed between the City and the Registered Owner of this Note that this Note and the indebtedness evidenced hereby shall not constitute a lien upon any real or tangible personal property of or in the City. Neither the members of the governing body of the City nor any person executing the Note shall be liable personally on the Note by reason of its issuance. This Note may be prepaid by the City prior to its maturity, in whole, but not in part, on any scheduled principal payment date without premium. A-3 OlO-8062·4827/4/AMER1CAS This Note may not be assigned by the Registered Owner except as provided in Section 6 of the Ordinance. Such assignment shall only be effective, and the City obligated to pay such assignee, upon delivery to the Finance Director at the address set forth below of a V>Titten instrument or instruments of assigrunent in the form provided herein, duly executed by the Registered Owner or by his attorney-in-fact or legal representative, containing written instructions as to the details of assiglUnent of this Note, along with the social security number or federal employer identification nnmber of such assignee. In all cases of an assigmnent of this Note the City shall at the earliest practical time enter the change of ownership in the registration books; provided, however, the written notice of assignment must be received by the Finance Director no later than the close of business on the fifth Business Day prior to a Payment Date in order for the assignee to receive the interest and principal payment due on such Payment Date. The City may conclusively rely on the authenticity of any Form of Assigmnent delivered to it in accordance with this paragraph and accompanied by the original of the Note to which it relates. The City may charge the Registered Owner for the registration of every such assignment of the Note an amount sufficient to reimburse it for any tax, fee or any other govermnental charge required to be paid, except for any such governmental charge imposed by the City, with respect to the registration of such assignment, and may require that such amounts be paid before any such assignment of the Note shall be effective. Any payment or notice required to be given to the Bank hereunder shall be given to Branch Banking and Trust Company at 5130 Parkway Plaza Boulevard, Building #9, Charlotte, North Carolina 28217, Attention: Account AdministrationIMunicipal, or such other address or addresses as the Bank shall provide the City in writing. In the event of an assigrunent of this Note, any payment or notice required to be given to the Registered Owner hereunder shall be given to the Registered Owner at the address or addresses shown on the Form of Assignment hereto, or such other address or addresses as the Registered Owner shall provide the City in writing. Any notice required to be given to the City hereunder shall be given to the Finance Director at 6130 Sunset Drive, South Miami, Florida 33143, or such other address or addresses as the City shall provide the Bank or any future holder of this Note in writing It is hereby certified and recited that all acts, conditions and things required to exist, to happen, and to be perfonned precedent to and in the issuance ofthis Note exist, have happened and have been performed in regular and due fonn and time as required by the laws and Constitution of the State of Florida applicable hereto, and that the issuance of the Note does not violate any constitutional or statutory limitation or provision. A-4 010-8062 -4827/4/AM ERtCAS IN WITNESS WHEREOF, the City has caused this Note to be executed in its name as ofthe date hereinafter set forth. The date of this Note is ________ ,2015. (SEAL) ATTEST: READ AND APPROVED AS TO FORM, LANGUAGE, LEGALITY AND EXECUTION THEREOF: By: ____________________ __ City Attorney Ol0-8062-4827/4/AMERICA5 A·5 CITY OF SOUTH MIAMI, FLORIDA By: ______________________ ___ City Manager FORM OF ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto ____________________ the within Note and all rights thereunder, and hereby irrevocably constitutes and appoints _________________ _ . attorney to transfer the within Note in the books kept by the City for the registration thereof, with full power of substitution in the 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. [Form of Abbreviations] The following abbreviations, when used in the inscription on the face of the within Note, shall be construed as though they were written out in full according to the applicable laws or regulations. TEN COM -as tenants in common TEN ENT -as tenants by the entireties JT TEN -asjoint tenants with the right of survivorship and not as tenants in common UNIFORM TRANS MIN ACT -Custodian for (Cust) Under Unifonn Transfers to Minors Act of --(:::S-ta-te7") -- (Minor) Additional abbreviations may also be used though not in the above list. Name and address of assignee for payment and notice purposes Notice: ____________ _ Payment: ____________ _ Date: ___________ _ Assignee: ____________ _ By: ___________ __ Title: ____________ _ A-6 OlO-8062-4827/4/AMERICAS Payment Date November 1,2015 May 1,2016 November 1,2016 May 1,2017 November 1, 2017 . May 1,2018 November 1,2018 May I, 2019 November 1, 2019 May 1,2020 November I, 2020 May 1,2021 November I, 2021 May 1,2022 November 1, 2022 May 1, 2023 November I, 2023 May 1, 2024 November 1,2024 May 1,2025 November 1, 2025 May 1,2026 November I, 2026 May 1,2027 November 1,2027 May 1,2028 November 1, 2028 May 1,2029 November I, 2029 May I, 2030 November 1, 2030 May 1,2031 November 1, 2031 May I, 2032 OlO·8062-4827/4!AMERICAS SCHEDULE 1 Principal Amount Due $ A-7 April 15, 2015 Mr. Alfredo Riverol Chief Financial Officer City of South Miwni 6130 Sunset Drive South Miami, FL 33143 Dear Mr. Riverol: Branch Banking and Trust Company Governmental Finance P.O. Box 714 Columbia. Be 29202 (603) 261-1328 Branch Banking and Trust Company ("BB&T") is pleased to offer this proposal for the financing requested by the City of South Miami, FL ("City"). (1) (2) Projects: Amonnl to be financed: Refunding Revenue Note, Series 2015 ("Note") Not to exceed $5,000,000 (3) Interest Rates, Financing Terms and Corresponding Payments: Final Maturity BORate May I, 2032 2.80% Unless otherwise requested, principal and interest payments shall be due semiannually each May I and November 1, commencing November 1,2015. Interest on the principal balance of the Note shall accrue based on a 30/360 day count basis. BB&T must approve the final amortization schedule. The interest rate stated above is valid for a closing not later than 45 days after today. Closing of the fmancing 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 $5,000.00. 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 transaction will be prepayable in whole on any regularly scheduled payment date without penalty. The financing documents shall include provisions 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. In addition, any amount due hereunder not paid when due shall bear interest at a default rate equal to the interest rate on the Series 2015 Note plus 2% per annum from and after ten (10) days after the date due. The stated interest rate above assumes that the City expects to borrow $ 10,000,000 or less in the calendar year 2015 and that the financing shall comply with the applicable IRS Code Sections 141, 148, 149(e), 265(b)(3). BB&T reserves the right to tenninate its interest in this bid or to negotiate a mutually acceptable rate if the financing is not a qualified tax-exempt financing. (4) Financing Documents: It shall be the responsibility of the City to retain and compensate counsel to appropriately structure the fmancing 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. BB&T appreciates the opportunity to make this financing proposal and requests to be notified within ten days ofthi. proposal should BB&T be the successful proposer. BB&T shall have the right to cancel this offer by notifying the City of its election to do so (whether or not this offer has previously been accepted by the City) if at any time prior to the closing there is a material adverse change in the City's financial condition, if we discover adverse circumstances of which we are currently unaware, if we are unable to agree on acceptable documentation with the City or if there is a change in law (or proposed change in law) that cbanges the economic effect of this financing to BB&T. Please call me at (803) 251-1328 with your questions and comments. We look forward to hearing from you. Sincerely. ];H BANKmgO.AblJH'ltUiS1l:IOMP ANY Andrew G. Smith Sr. Vice President oJTY OF SOUTH MIAMI, FLORIDA " . . , . "" "r" , qapital Improvement Revenue Refunding Note, Series 2015' , Preliminary Financing SLimniary Analy~is " '". 'A's of ,April 23, 2015 " ' " i . ~,< _ ~_J-~ _ ,._ _~ _.~~ _ ~, ___ , _ ~_ ~__ , ~~~ ___ ~~~_ ~_ ,,"--,---",~~~. , ,-, ' "'--, -" • --~ 1 ' ,---'-, V;I1"I,"/I'l,1 "r.wlir'!" "1 f l",m,I,?' ! Total DebtSelVice Savings Average Annual Savings Present Value Savings Present Value Savings as % of Refunded Principal I • • , j!PI;il"Hj~" 'ii.lii:J;I!JlI/;!"fll!!d~>jJ),(!~rflq.'11 " '" Fi nal Maturity Principal Amount Total Debt Service Total Interest Cost Estimated Issuance Costs Interest Rate All-In True Interest Cost $1,068,672 . $62,863 $828,748 17.05% 5/1/2032 $4,958,000 $6,251,184 $1,293,184 $58,154 2.80% 2.95% I -, r J h 1'/ /i 11 11!.1~~" "J'i~ ~ i r. -'1 n=! m ,Y:[=1/f{fJ":i ;f.:;(f;::J6) 11 1/"1.(':.-.1, "J,i;DYP~) Principal Amount Outstanding (after 5/1/2015) Principal Amount Refunded Average coupon Refunded Final Maturity Prepayment -Ana Iysi 5 Is pre I i mi na ry a nd subjectto cha nge. ~ Ass U mes dosi ng of the refundi ng an May 28, 2015. -Present value savings calculated at the all-in true interest cost. -Savings figures net of estimated issuance costs. $4,860,000 $4,860,000 5.06% 5/1/2032 Currently @ 100% '(tHY OF SOUTH MIAMI, FLORIDA ' , ' " 'oJ:-. " " . , Gppitallmprovement Revenue Refunding Note, Senes 2015 ' f'i'~alicing Schedule ' ' , ' April 2,3, ,2015' , " , , ' _ ~ .~~~~~ _____ ~ ~ ~ .L_. __ ~__ _ ~_~_L ~" ____ ~ ""_.~ ~_ ~. ~_,' _ .,. ~, ~ '" ~ City Commission Meetings are held every 2" and 3,d Tuesday @ 7pm ~l~j1;"~~~~~~q;j~'l'!Ii:~;;;$lJ.>i\~\G!!,f!r:~~tit~~1a-N\~~{~EJBmliE~f~~i:jj;>J%i1't,@1m!l\' " , 4/15/15 Bank Loan Proposal Received by City BK/Clty 4/15-21/15 Completion of Ordinance / Loan Documents BC 4/22/15 Financing Documents provided to the City Clerk for th" Agenda by Noon BC 4/23/15 -Provide FMLC Notice of Intent to Refund 2001A & 2002A Loans City -FMLC begins preparation of Escrow Agreement FMLC S/S/1S City Commission Meeting -1" Reading of Ordinance City 5/19/15 City Commission Meeting -2" Reading of Ordinance & Approval of Loan City TSD Pre-cioslng All 5/28/15 Closing & Transfer of Funds All City City of South Miami, FL Be Bond Counsel-Squire Pimon 80g8S FA Financial Advisor -FirstSoutl1west BK Bank -BB& T eKe Bank Counsel-Edwards Cohen FMlC Florida Municipal loan Council I FMLC Counsel All Working Group MIAM.I HERALD I MiamiHerald.com SE ____ SUNDAY, MAY 3, 2015 I 39SE NEIGHBORHOOD NEWS _ .. _------. • CORAL GABLES cmaJga:bles.org. schools.net. For more infur-cbaritable desigDatkm to lew fbr f!alls prevention and one fonn. . • MIAMI matiDlI., CDntact Dennis Lind-ceive a donation. The South fur safe honres. The seminars To donate a bicycle, call 'CAPTURE GABLES' say at305-137-05lo. MiamI Police Ezplorers will aremterJded to reduc:e injury 30>603-8067 or drop the Di- PHOTO CONTEST ADVANCED STUDIES • SOI1TH MIAMI be BWan1ed thLs year. 'I'hc city risk and allow individuals to cycle off' at the Museum from . 'I'beCoralGablesMus~ COLLEGE FORUM commisslOD passed a~o1u· stay comfortable and sale in 9 a.m. to 11 p.m. Mond.ay IS now accepting pbow su~ ANNUAL TWILIGHT SK don to waive parldDg meter their-homes as they age. through Friday, n am. to 5 miss.ions for the fourth an-A college forum includlng RETURNS DOWNTOWN fees in theMtlll for the event. c: RAL GABLES p..m.. Saturday or noon to 5 nual "Capture Cor.U Gables'" me university of Pennsyl.... The event is supported by • 0 p.m. Sunday. contest .. The photography Dia, Massachusetts ~tute For the 27th ~eClltive Ba¢st South Miami Hospi-FAMILY DAY BIKE SALE • DEERI GESTATE contest IS open to all teeD:;; of Tednoloi:r. Pnnceton, year. South Miami's down-tal and Town Kitchen and AT THE MUSEUM N and adults. Dartmouth and Jcbns HOp-tovm area '\Vill host the Twi-Hal: 'SEAGRASSES AND The contest isfreetoentet kiDs wiD be held from 10 am. light 5K Walk/Run event, • CUTLER BAY 1beCora1GabJesMIl.~eum MANGROVES' SHOW Deadline to entfris May 4. to noon May 9 at the Miami. From6p.m. m8p.m..Sunciay, will host a Family Day Bike Photo categOries include: Dade conege wol&on cam~ May 31. WHAT'S AT NEXT Sale from. 2. to 5 pm. May 9 at Part of the ""Speaking Sus- PortEaitu.re, Street Photogra~ pus, 245 NW Fourth SL, The event slarts on SW 74 cmZENS MEETING? 28S Aragon Ave. Guests can tainablt' mm. and Jecture se- phy, Nature,lLandscape, Ab-Room 3210, 'lllDace. and SBthAvemle 8Ild buy all types or used bicycles ries, tbe Deering Eswe will stract,. Culinary Artli: and Dig-High school students are finishes Dear First Natiooal The Coneera.ed Citizens attbe event. Admission to the host. a Cree sc::recning of Sea- ital Photo Manipulation. Ju--mit«!. to attend the forum Bankon.51thCou.rt.Food,fim ofCUtlerEarw:W.feattIre~ museumis.free. ~r;:s andM~ at 7 rors include Maggie Steber. and learn about the c:ompJex and music will eJJUaln. those IeSeDtatlves from the slate or DuzitIg Family Day, guests pm. May Z7 atl570l '5W '72nd John B. GyneU and 1. Brian admissions process at tal'-" whQ attend and partake in the: FJorida'sDivisionofElder Af-em visit the "ARTcycle Cy-Ave. King. GIaJld prizes include tier universities. Rqm:senta-event, operated by Team fairs at its May meeting. clists Matter" and !"Under-The film explores the en- th.eJuror'sCboic:eAwmdand tives will be available to FootWorks Educational and The meeti!Ig is from 7to 9 line: Make it YOIll"S" e:xbibi.ts. dange:red. nature of seagms-- a chance to present a solo 9-answer questions about ad--.Fi1:ness Corporation, a non-p.m. May 5 at the Cutler ChlldreD am 1eam how to Dr es aDd mangroves., whic:h are bibit along with a Leica D-misSion, academics and. fl-fur-profit c.rprUz:ation. Ridge united Metbodist .&om DJ fiao oC Scratch VJ in decline globally. Screening Lux 6, rtandal aid. Each year, Team Foot-Church, 20740 Old Cutler Acadm:ny&om2 to4p.m.Al3 15 open to the public. For To submit a photo enUy~ Registprtionisrequired. 'Ib Wcrks Edl1C:ational and Pit-Road. 'lWo seminan will be p.m., the Miami Youth for more informatIon, 'fisit visit www.eaprure register, visit www.sas.dade ness Corporation award a presentedatthemeeting,one Chamber Music; will per-www.deerirJgcstate.otg. CITY OF SOUTH MIAMI COURrESY NOTICE NOTICE IS HEREBY given that the City Com:mis&iQII: of the City of Solllh Miami,. Plorida will COIIduct Public Hearing(s) at ilq regular City Commissico meeting scheduled for ~ M!y 19. 2q15 begiDtling at 7:00 p.m., in tb~ City CommisADn Chambets, 6t:JO SUBSet Drive. to consider dle fon'JWiDg item(s): An Ordinance authorizi:og the i5sua:0ce ofC'.apitallmprovetnent Reve1lUe Refundiog Note. Series 201.~. in th~ principal amount Dot 10 exceed $5.000,000, fur the purpc&e of refinam:;ing certain of the City'll OIlfatandiDgindebledDCss and payiIlg the COS'IS oIl8InIlII'C~ of the Notcand ofrefimuIcing such indcbtctlD.~ covenanting tl) amwalIy budgot .and appropriate fqods .from Legally Availabl~ Non-Ad Valorem Re\-enue1O to ftlp8Y web Note; providing the form,. tem!.s and. details of the-Nole; awarding the Note to Brancll BIWlring and Trust CornpaD)' by negotiated sale; makms eertain CCM!IIBIltI and ~nts in COlDlI..'Cbon 1htJewith; allfhoriziDg and direetiDg offioers DDd empklyees of the CUy ttt takt: aD necessary actions 8Ild IliWClIIe aU necessary documents. ALL interested parties are invited 10 attend and will be heard. Fer furtberiJIfonna.tion, plcarll;l (:(Intact the City Clerk'!! Office at 305-663-6340. Maria M, Mene.ode:t, CMC City Clerk PunIlSnl \0 Florid. S1aIutcs 286.DIOS, the C'~ hereby ad..-\se!llhe plihUe IUt ifa pt!rsoa decjdes to .pp:al my clecil1ionmaclc by tln$ Bomd, Agmey or Commimon wilb NlPe&:t 10 IIrIY n!adu canslderod arm meeting or henriDg, be M slit ftiD 1I~ ~ ~ "rtho: pro~ and thai fur 8QI:" PII'P~, ;lJm:le!l pe:r.iOflmll)' need to _1InI1hiI! a vmMim recml orlhr: ptO<leedillgll is m* which .-.::cord iacludtS tilt testimarl)' lAId evldtll<:e IIPOJI wbtehtbcappo:lllis tob=bued LEARN. PREPARE· PROTECT ~. DEFEND YlHAT YOU LOVE· . . ... TOP-GUN -- FIREARMS TRAINING CLASSES PROTECT YOURsELF NOW GET YOUR CCW PERMIT CCW = CONCEALED CAI'1I'lTWEAPON • DON'T BE!: A VICTIM -BE ",EPARED • OON'T EJ:E ANOTMER CAl ..... NUMBI!R • L-IF£ IS PRECIOUS -SAVE YOURS • DON'T BE HELPLESS _ STAND TALL 1ft ccw CLASS :sp~elAl-IS ONLY $49 '* INSTRUCTORS ARE NRA CERTIFIEO • IT TAICE!III LESS T!-IAN a !-lOURS * CONVENIENTLY LOC:i\.TED til YOU WILL. RECEIVE: • NRA DIPLOMA • AGA DIf"'LOMA LlMITe:p TIME: $4P OFFER DO NOT MISS IT CAlJ.... NOW: 3O&6OO-MSO I--8EI&S13-0312 TOPo(;UN FlAEARMSTItfo.1NII'tt'; ~U::I'IVtNG THE ""Due: SINC;I!; Ilf77 IHflTRyqrQII:I*1 . 'Nf1BF'ABya goN ._5 ........ 5. __ . ...... M~ n..a: .. "7 Ltc:. ~co. 1_,7U"'l!t SOAPBOX Public WorkS and .. ~-.... -.•.•.. ~ .. ~~ Waste Management Department CDmmunHy Meeting Drainage Improvement Project # 20130263 Main Highway from Royal Road to McFarlane Road Site of fire. station 'about politics' ~ic:e is hereby giVen lIlal the MiamloOS\!t County Public Wol1!is and waste Manlgemem. Depat'llnmt (PWWMJ will conduct a com~unity Meettng regarding !he subject project on Tue$dar, Mar 19, 2015, from &:30 pm to 8:DO pm at the City of Miami City HalJ. located at 35011 Pan American Odve, Cotonut Gron:.33133. This Cnmmllnity Meeting will be ccmll.de.r 10 prllvide area bUSinesses and residents .mil iflftlrmallon relatiM to the construc1ion phase of this pllJject. The scope of work for thiS project consists of I/'KI retrcfittlng of the existing drainagll sysll!!m, which lias exteecJeQ' i\'SllIe expeclaru:Jand has DBen comllromiS!Kf by tree root IntrusllJn. Fumlln~ lor this project wiI be PtaYided by the General Obligation Bond (GOB) program. The project is listed in the County'S 2Q14·2015 Capital Budget aotlk. TtIe constructioo plans, maps, drawing! and otner pertlnent information developed by PWWM will tie afaflabfe lor pub~c review at1he meetin;! sHe from 6:30 ~m untl! 1:30 pm on th~ day of the meeting. Tile lirst pan of the CQrnmunlty Meeting provides aJ1 opportunity for aHflI1dces to view the construction pllJns and to di~ss the project with PWWM staff. During tile secontl Pllrt, whim Is expec:ted to 1H!!lIn at 7:00 pm, there will be a brlel presenlalion of the project. followed by a question and ansWlIr perlotl fOr Ihe remalnClef of tire meelln!l. It is me policy of Miami'!)OO1l COlmly to comply wit~ all of !he requirelllBnts of the Americans wilh DisabJlilies .Acl [ADA) of 1990. The meeti1g facility isAnA accessible. For slgn langU81le interpreters, assisti'le li:t.ening GBVK:!IS or milrer!als in accessible forma~ please call 305·375-4862 at las\ five (5) business days in advance. CITY OF SOUTHMlAMI COURfESY NOTICE This letter follows the council meeting ofPalmett() Bay on May 4, 2015= As I presented at the meeting.. the escalatlng, tar· geted harassment of my neighbor. I too feel the fear and insecurity "factions by a few. specifically one resi- dent AND the actiotu and inactions of our mayor and council members. I will re- peat that lea'\l'ing unmarked boxes OIl a doorstep is not funny nor should be accept. ed by this mayor or council or anybody in the Vil1age. Unmadted bm:es at a school would cause a loekd.own or at ananport w()uld close the airport. Nor should "cele- NOTICE IS IlEREBY given that the City Commissi()o of the City of South Miami, florida will conduct Public Hearing(s) at its regular City Commissi()nmeeting scbeduled for]\lesday; M!\·19 Z01$Pcginning at 7:00 p.m., in 1he City Commission Chambers, 6130 SIIDSeI: Drive. to ooosidcr the following item(s): An Ordinance authorizing the issuance of Capital Improvement Revenue Refunding Note. Series 2015, in the principal amount not to exceed $5.000,000, for the purpose of refinancing ~ert8in of the CIty's outstanding indebtedness and paying the costs of issuance of the Note and of !'@financing such indebtedness; covenanting to annually budget ana appropriate funds from Legally Available Non-Ad Valorem Revenues to repay such Note; providing the form, tarms and details of the Note; awarding the Note to Branch Banking and Trust Company by negotiated sale; making certain covenants and agreements in connectiontherewith;authorizing and directing officers and ()mployees of the City to take all necessary actions and execute all necessary documents. ALL iDleres1cd parties are invited to attend and will be heard. Forfurthe'r iDfonnation. pleOJse (:ontact the City Clerks Office at; 305-663-6340_ Maria M. Menendez,. CMC City Clerk Pwsuanl to Florida 3CIItutw 286.0105, the City hereby advises 1JIc public: flnlt if a pe!5Ml decidll$ .. appellllQl.)' Il.c:.idou made b)o this Soard.Al!:\!'IIC)" ~ ('ommillSion .... iIlI. respect 10 aoy m:rttu c:clllsidetcd al its. mc:etiDg or Ill:3riol'l. he Dr ~e will need a Iword of !be .PKC=iaBs. and that for such purpt>5e. affected tJtt"DlI may ,need 10 Gll:lUr1: 1bat II verblUim RCDtd of 'the ~ i_ IJlllOO ..... 1P£h MMrd incl.,<h:!I tft-testim/HlY sad evi!11IDC1I upon whidi !he appce.l is. to be based. brations" be ac::eptab\e es- pecia11ywbeneouncU mem- bers know about it AND partiCipate <a celebration whf'.re jy.st one invitation was given.). This persoDi people are causing fear and justasimportantamisuseof public funds and :resources as the policehaveneed.ed to intervene. The children of tlUs village don't _like tlUs. Having said all ofthls,. it is apparent to many and now to all that the location of tlJe fire station wu NEVER ;:~;'''''~:'''''e about coverage or Ie5p(Jnse " . : •. *,1:; '.- times. It was about politics,. harassment, secret meet- ings and sticking it to a neighbor who disagreed witb your politics or sup- ported anotber candidate or issue. So when the first alarm bell rings one mom· ing around 8 a.m. and the tr\1ck can't access Oid Cut· ler Road and the. cars can't move because of the Dew extended street curb. and the truck can't go east or west (except by acce."IsiDg Farmer Road. to 136th) and the response time is not fas- ter than 18 minuteS. I do sin· cerely hope none of these people made the call .... And am thankful they am walk to my howe! -Usa Greenberg. Paimet,o Bay NEIGHBORS CALENDAR • (:Al!NDAR. FROJII Z7SE (hiklNet Carl! foJ Kid5 UmchP.Dn trene~ting thl! children in the cltJld welt.no system in Broward COUnty. Pfesented by Boies. SChlfler and FIexn{!J lLP. the luncheon win honor L.otralne YhCXII~ widow of tlave TlICmas fO\Jndl!r of wenOrs restllU, r.nts. Dave was adopted ;IS a baby and r:omrrined hiS philanthropic Ufe to ildyo~ and supporting adopt1on is&uQS. May 1511:JO a.m.·J p.m, $75 PiID Tllllounga 2301 S.E. 11th st, Fort Lauderdale. Anllllal SUl1Imer SDrae.e.miOn The Arc IIf Stlulh Florida's ZOth Annual 5umml!J SpJl!!! Auction, wim faille flavorful cuisine preparvd by the. M.notrs CheI, nors d't:IlJIJVl"II.'I' ~mplimcnt~ form EI G/iln Jnlla Restaurant, Tho Old litbon ~iIU rani, JoyblJll ,9aklng ProdllttS. Mimmo'~ ItIllill1 M~rIuIt. Atelier Monnier; Gables I)@llghtsana Mama's GUiIViI Bars. TeI.le WinDS comprl'Tltnt of 101 CariIjQ, ploy on the (MlnO tables, win exciting raftl!! prize:s. and p,'lrtlclpam in a ttvHlong li~ iluttlOf' fntunng Mlrldwicle!ripS with auctioneer M~ Mlthael t;UY"'r. among 11111'1dn;ds of silent auction items. . May15 5:015 pm.-l:i p.rn. $75 ad· wnce; S8S cia)' of Mnl www,sum- lI'II!~alJCtloncom Marriott Miami AllPort HDteII201 NW leJeul1e Rd¥ Miami. ArCisllln Action! "nb Christina PIIIttruon Hew Christina Pe:tersson speak aboUt hilt worl!. creative iJlSl;lirations. ilnd ~tl!'nt projects. ChrI5tina PetterssDII"!; work explOres Jeliurraditin i!I1d savage! demisoeon ~ grand" stille once reserved for histtllY painti~g.lier large gl'llphitD works on p;pw !1!ference CIi!S5k: mytholo- gy and literature. and includ!! tlt'mlf as tile recurring fem<l1Ol figure surroundl!d by IInn'MIs. most P.Ml:iC· ularly birds. ~adl Mists In Actiont pre5emer is also commis5ton(!(l by .TURN TO CAlENDAR. 33SE 10126/2015 The 2015 Florida Statutes Title XII MUNICIPALITIES Statutes & Constitution :View Statutes: Online Sunshine Select Year: 12015 ~ 1 ~ Chapter 166 MUNICIPALITIES View Entire Chapter 166.241 Fiscal years, budgets, and budget amendments.- (1) Each municipality shall establish a fiscal year beginning October 1 of each year and ending September 30 of the following year. (2) The governing body of each municipality shall adopt a budget each fiscal year. The budget must be adopted by ordinance or resolution unless otherwise specified in the respective municipality's charter. The amount available from taxation and other sources, including balances brought forward from prior fiscal years, must equal the total appropriations for expenditures and reserves. At a minimum, the adopted budget must show for each fund, as required by law and sound financial practices, budgeted revenues and expenditures by organizational unit which are at least at the level of detail required for the annual financial report under s. 218.32(1). The adopted budget must regulate expenditures of the municipality, and an officer of a municipal government may not expend or contract for expenditures in any fiscal year except pursuant to the adopted budget. (3) The tentative budget must be posted on the municipality's official website at least 2 days before the budget hearing, held pursuant to s. 200.065 or other law, to consider such budget. The final adopted budget must be posted on the municipality's official website within 30 days after adoption. If the municipality does not operate an official website, the municipality must, within a reasonable period of time as established by the county or counties in which the municipality is located, transmit the tentative budget and final budget to the manager or administrator of such county or counties who shall post the budgets on the county's website. (4) The governing body of each municipality at any time within a fiscal year or within 60 days following the end of the fiscal year may amend a budget for that year as follows: (a) Appropriations for expenditures within a fund may be decreased or increased by motion recorded in the minutes if the total appropriations of the fund is not changed. (b) The governing body may establish procedures by which the designated budget officer may authorize budget amendments if the total appropriations of the fund is not changed. (c) If a budget amendment is required for a purpose not specifically authorized in paragraph (a) or paragraph (b), the budget amendment must be adopted in the same manner as the original budget unless otherwise specified in the municipality's charter. (5) If the governing body of a municipality amends the budget pursuant to paragraph (4)(c), the adopted amendment must be posted on the official website of the municipality within 5 days after adoption. If the municipality does not operate an official website, the municipality must, within a reasonable period of time as established by the county or counties in which the municipality is located, transmit the adopted amendment to the manager or administrator of such county or counties who shall post the adopted amendment on the county's website. History.-s. 1, ch. 73·129; s. 4, ch. 83·106; s. 6, ch. 96-324; s. 14, ch. 2004-305; s. 11, ch. 2011-144. http://IN1MV.leg.state.f1.us/Statuteslindex.cfm?App_mode=Display_Statute&Search_String=&URL=0100-0199/0166/Sections/O 166.241.html 1/2 • • • 10/26/2015 Statutes & Constitution :View Statutes: Online Sunshine Copyright © 1995·2015 The Florida Legislature. Prjvacy Statement. Contact Us http://WWW.leg.state.fI.us/Statuteslindex.cfm?App_mode=Display_Statute&Search_String=&URL=010D-0199/0166/Sections/0166.241.html 2/2 THE CITY OF PLEASANT LIVING DEBT SERVICE FUND CITY OF SOUTH MIAMI FUND 20 I The Debt Service Fund has been established in an effort to make clearly the City's current Long Term Liability. The City has several loans outstanding with the Florida Municipal Loan Council (FMLC). The council, as a subsidiary of Florida League of Cities administers the Florida Municipal Loan Program. Small and medium sized cities in the state obtain loans from the FMLC, through bonds and backed by MBIA Insurance Corporation. In this current Fiscal Year, the City of South Miami has no intention of issuing any additional debt to help fund any recurring or nonrecurring capital improvement projects. Gibson-Bethel Community Center (previously known as South Miami Multi-Purpose Center) On April 10, 200 I The City of South Miami Commission adopted Ordinance I 1-01-1742 authorizing the CitY Manager to enter into agreement with the Florida Municipal Loan Council for the borrowing of $2.5 million and using South Miami Hospital's annual contribution of $150,000. This Commission administers a loan program with a variable rate revolving loan pool uniquely designed for Florida local governments. Funding for the program was through an AAA rated tax-exempt bond issue administered by the Florida League of Cities on behalf. of local governments in order to achieve better economies of scale. The program was created pursuant to Chapter 163, part I, of Florida State statutes, for the purpose of issuing the bonds. In 1998, the City was awarded a grant by the Safe Neighborhood Park Agency to construct a multi- purpose center at Murray Park. The SNP Grant required a dollar for dollar match, and contingent upon the City utilizing its own match before the Agency released its own. The purpose of the multipurpose community center is to provide social and recreational activities for all residents of South Miami. CITY OF SOUTH MIAMI BUDGET FY 2014-2015 223 THE CITY OF PLEASANT LIVING FLORIDA MUNICIPAL LOAN COUNCIL BOND 200la FY DATE PRINCIPAL INTEREST FEES PAYMENT BALANCE ..... 1111/2014 60,000 41,863 1,085 102,948 . 9/30/2015 .. 5/1/2015 . .-40,288 1,055 41,343 . 1,610,000 9/30/2016 11/1/2015 60,000 40,288 1.055 101,343 511/2016 -38,713 1,025 39,738 1,550,000 9/30/2017 11/112016 65,000 38,713 1,025 104,738 511/2017 -37,006 993 37,999 1.485,000 9/30/2018 111112017 70,000 37,006 993 107,999 5/1/2018 -35,169 958 36,126 1,415,000 9/30/2019 11/1/2018 75,000 35,169 958 111,126 5/1/2019 -33,200 920 34,120 1,340,000 9/30/2020 11/1/2019 75,000 33,200 920 109,120 511/2020 -31.419 883 32,301 1,265,000 9/30/2021 11/1/2020 80,000 31,419 883 112,301 5/1/2021 -29,519 843 30,361 1,185,000 9/30/2022 11/1/2021 85,000 29,519 843 115,361 5/1/2022 -27,500 800 28,300 1,100,000 9/30/2023 111112022 90,000 27,500 800 118,300 511/2023 -25,250 755 26,005 1,010,000 9/30/2024 111112023 90,000 25,250 755 116,005 5/1/2024 -23,000 710 23,710 920,000 9/3012025 11/1/2024 95,000 23,000 710 118,710 511/2025 -20,625 663 21,288 825,000 9130/2026 1111/2025 100,000 20,625 663 121,288 511/2026 -18,125 613 18,738 725,000 9/3012027 11/1/2026 105,000 18,125 613 123,738 511/2027 -15,500 560 16,060 620,000 9/30/2028 111112027 110,000 15,500 560 126,060 511/2028 -12,750 505 13,255 510,000 9/30/2029 111112028 120,000 12,750 505 133,255 5/1/2029 -9,750 445 10,195 390,000 9/30/2030 11/112029 125,000 9,750 445 135,195 5/1/2030 -6,625 383 7,008 265,000 9/30/2031 11/1/2030 130,000 6,625 383 137,008 5/1/2031 -3,375 318 3,693 135,000 9/30/2032 1111/2031 135,000 3,375 318 138,693 TOTAL 2,200,000 2,080,771 56,588 4,337,359 CITY OF SOUTH MIAMI BUDGET FY 2014-2015 224 THE CITY OF PLEASANT LIVING CITY OF SOUTH MIAMI MUNICIPAL PARKING GARAGE The City secured financing for the design and construction of the Municipal Parking Garage on SW 73'd Street. The City of South Miami entered into a lease agreement with Mark Richman Properties Inc. (MRP) to manage the municipal garage. The Parking Garage exists of ground floor retail space and restaurants with 4-f100rs of public parking. MRP compensates the city a minimum rent guaranteed payment in addition to the payment of all debt service on the Florida League of Cities Bonds Issued. Payment of the debt service shall commence as to the amount drawn on the Florida League of Cities Bond Issue and any other debt on the date the funds were drawn and are payable in accordance with the principal and interest payment schedule established by the Florida Municipal Loan Council (FMLC) for the City of South Miami pursuant to the issuance of FMLC Revenue Bonds, series 2002A and 2006. Interest is paid at the same rate as the city's rate of interest on the bonds together with a pro-rata share of all the total. amount of the borrowing so as to include amortized expenses of the bond, and all costs associated with the bonds. Furthermore, in March of 2008, the City Commission authorized the City Manager to execute an additional loan with SunTrust Bank for One Million Dollars. The purpose of the SunTrust loan was to repay $300,000 to the City's reserve account, which funds were utilized for improvements made to the street immediately adjacent to the parking garage. Seven hundred thousand dollars from the SunTrust Loan was earmarked for the completion of the construction of the parking garage. MRP is not subsidized by the City and pays its full share of borrowing expenses. The funds used by MRP for design and construction of the parking garage project represent 83.36% of the funds borrowed on the Bonds and 70% ofthe SunTrust Loan. Background on "Private Loan" and "Private Activity". $2,500,000 of the proceeds of the 2002 Loan were in turn loaned to the Developer ("Developer Loan") on june 12, 2002. The City also entered into a Lease Agreement with the Developer on March I I, 2005 ("Developer Agreement") whereby the Developer. would operate the Garage Project and retain certain income from the Garage Project for a term of 50 years from the opening date of the Garage Project. Thus the Developer Agreement expires in 2057 as the Garage Project was completed in 2007. These two actions constituted an impermissible private loan and impermissible private activity, respectively, under Section 141 of the Internal Revenue Code of 1986, as amended ("Code"), adversely affecting the governmental status of the Council Bonds. The private loan arose immediately upon making the Developer Loan. The private activity did not arise at the time of the Developer Agreement. It did not occur until parking rates were first charged at the Garage Project in january of 2008. IRS Procedures and Negotiations. On july 13, 20 I 0, the City, jointly with the Issuer (FMLC), approached the Internal Revenue Service ("IRS") to seek permission to apply for a settlement under the Voluntary Compliance Agreement Program ("VCAP") in order to preserve the tax exempt status CITY OF SOUTH MIAMI BUDGET FY 2014-2015 225 THE CITY Of PLEASANT LIVING of the Council Bonds and the 2009 SunTrust Loan under the Code. As the name implies, the VCAP program involves a self-reporting of potential problems with a tax exempt issue or series of tax exempt issues and that is what the City undertook. The procedure is therefore somewhat different than an IRS Examination because it is self-reported and typically more beneficial to an issuer of tax exempt bonds. The IRS granted permission for a VCAP and on August 13, 20 I 0, the City and the Issuer jointly submitted a Request for Closing Agreement Pursuant to Internal Revenue Manual Section. 7.2.3.3 which outlines the VCAP procedures. An IRS Agent was assigned to the City's VCAP request .. A series of exploratory calls commenced as the agent began to develop the case. Thereafter, negotiations ensued to attempt to resolve all issues with the IRS and protect the status of the Council Bonds and the 2009 Sun Trust Loan under the Code. Specifically, discussions focused on determining any settlement amount to be paid to the IRS to resolve the matter, the language of the settlement agreement, and the amount of Council Bonds and 2009 SunTrust Loan to be redeemed, or if not immediately eligible for redemption, defeased until the first redemption date. The IRS and City of South Miami came to an agreement and due to this issue, defeased a partial amount of the 2002A and 2006 FMLC Bonds and all of the Sun Trust 2009 loan. The City's new loan which was used to due accomplish the required negotiation is the new SunTrust 20 II loan for $7,575,000. CITY OF SOUTH MIAMI BUDGET FY 2014-2015 226 THE CITY Of PlEASANT LIVING FLORIDA MUNICIPAL LOAN COUNCIL BOND 2002A FY DATE PRINCIPAL INTEREST FEES TOTAL BALANCE 9/30/2015 .. 11/1/14 . 86,671.88 2,500.00 86,672 . ... 5/1/15 120,000.00 86,671.88 2,500.00 206,672 3,250,000 9/30/2016 11/1/15 83,371.88 2,500.00 83,372 5/1/16 125,000.00 83,371.88 2,500.00 208,372 3,125,000 9/30/2017 11/1/16 79,934.38 2,500.00 79,934 5/1/17 130,000.00 79,934.38 2,500.00 209,934 2,995,000 9/30/2018 11/1/17 76,359.38 2,500.00 76,359 5/1/18 135,000.00 76,359.38 2,500.00 211,359 2,860,000 9130/2019 11/1/18 72,646.88 2,500.00 72,647 511/19 145,000.00 72,646.88 2,500.00 217,647 2,715,000 9/30/2020 11/1/19 68,659.38 2,500.00 68,659 5/1/20 155,000.00 68,659.38 2,500.00 223,659 2,560,000 9/30/2021 I 1/1/20 64,784.38 2,500.00 64,784 511/21 160,000.00 64,784.38 2,500.00 224,784 2,400,000 9/30/2022 11/1/21 60,784.38 2,500.00 60,784 5/1/22 170,000.00 60,784.38 2,500.00 230,784 2,230,000 9/30/2023 11/1/22 56,534.38 2,500.00 56,534 5/1/23 175,000.00 56,534.38 2,500.00 231,534 2,055,000 9/30/2024 11/1/23 52,159.38 2,500.00 52,159 5/1/24 185,000.00 52,159.38 2,500.00 237,159 1,870,000 9130/2025 11/1/25 47,534.38 2,500.00 47,534 5/1/25 195,000.00 47,534.38 2,500.00 242,534 1,675,000 9/30/2026 11/ 1/25 42,659.38 2,500.00 42,659 5/1/26 205,000.00 42,659.38 2,500.00 247,659 1,470,000 11/1/26 37,534.38 2,500.00 37,534 9/30/2027 5/1/27 215,000.00 37,534.38 2,500.00 252,534 1,255,000 11/1/27 32,159.38 2,500.00 32,159 9/30/2028 5/1/28 230,000.00 32,159.38 2,500.00 262,159 1,025,000 9/30/2029 11/1128 26,265.63 2,500.00 26,266 511/29 240,000.00 26,265.63 2,500.00 266,266 785,000 9/30/2030 1111129 20,115.63 2,500.00 20,116 511/30 250,000.00 20,115.63 2,500.00 270,116 535,000 9/30/2031 1111130 13,709.38 2,500.00 13,709 511/31 260,000.00 13,709.38 2,500.00 273,709 275,000 1111131 7,046.88 2,500.00 7,047 9/30/2032 511!32 275,000.00 7,046.88 2,500.00 282,047 0 TOTAL 3,690,000 2,412,844 96,000 6,102,844 CITY OF SOUTH MIAMI BUDGET FY2014-2015 227 ~. South'Miami THE CITY Of PLEASANT UVING . FLORIDA MUNICIPAL LOAN COUNCIL BOND 2006 fY DATE PRINCIPAL INTEREST FEES TOTAL BALANCE 91~01l5 ..... 10/01114 . . .• . 35,000 30,709 2,000 65,709 . 1,345,000 04/0 III 5 . .... 29,834 2,000 29,834 9/30/16 10101/15 35,000 29,834 2,000 64,834 1,310,000 04/01/16 28,959 2,000 28,959 9/30117 10101116 40,000 28,959 2,000 68,959 1,270,000 04/01117 27,959 2,000 27,959 9/30118 10101/17 40,000 27,959 2,000 67,959 1,230,000 04/01/18 26,959 2,000 26,959 9/30/19 10101118 40,000 26,959 2,000 66,959 1,190,000 04/01119 25,959 2,000 25,959 9/30/20 10101119 45,000 25,959 2,000 70,959 1,145,000 04/01120 25,059 2,000 25,059 9/30121 10101/20 45,000 25,059 2,000 70,059 1,100,000 04/01/21 24,131 2,000 24,131 9130/22 10101/21 50,000 24,131 2,000 74,131 1,050,000 04/01/22 23,100 2,000 23,100 9130/23 10101/22 50,000 23,100 2,000 73,100 1,000,000 04/01/23 22,069 2,000 22,069 9130/24 10/01123 55,000 22,069 2,000 77,069 945,000 04/01/24 20,934 2,000 20,934 9130/25 10101/24 55,000 20,934 2,000 75,934 890,000 04/01125 19,800 2,000 19,800 9130/26 10101/25 60,000 19,800 2,000 79,800 830,000 04/01/26 18,563 2,000 18,563 9/30/27 10101/26 60,000 18,563 2,000 78,563 770,000 04/01127 17,325 2,000 17,325 9/30/28 10101/27 60,000 17,325 2,000 77,325 710,000 04/01/28 15,975 2,000 15,975 9130/29 10101/28 65,000 15,975 2,000 80,975 645,000 04/01/29 14,513 2,000 14,513 9130/30 10101/29 70,000 14,513 2,000 84,513 575,000 04/01/30 12,938 2,000 12,938 9/30/31 10101/30 70,000 12,938 2,000 82,938 505,000 04/01/31 11,363 2,000 11,363 9130/32 10101/31 75,000 11,363 2,000 86,363 430,000 04/01/32 9,675 2,000 9,675 9130/33 10101/32 80,000 9,675 2,000 89,675 350,000 04/01/33 7,875 2,000 7,875 9130/34 10101/33 80,000 7,875 2,000 87,875 270,000 04/01/34 6,075 2,000 6,075 9130/35 10101/34 85,000 6,075 2,000 91,075 185,000 04/01/35 4,163 2,000 4,163 9/30136 10101/35 90,000 4,163 2,000 94,163 95,000 04/01/36 2,138 2,000 2,138 10101/36 95,000 2,138 2,000 97,138 0 TOTAL: 1,475,000 1,011,597 94,000 2,486,597 CITY OF SOUTH MIAMI BUDGET FY 2014-2015 228 THE CITY OF PLEASANT LIVING SUNTRUST LOAN 20 II FY DATE PRINCIPAL INTEREST TOTAL BALANCE ....... 10/112014 400;000 157,857 557,857 6,425,000 201'5 ·4/1/2015 . .. 0 147,793 147,793 6,425,000 1011/2015 410,000 2016 148,605 558,605 6,015,000 411/2016 0 139,122 139,122 6,015,000 1011/2016 435,000 2017 139,122 574,122 5,580,000 4/112017 0 128,356 128,356 5,580,000 1011/2017 450,000 129,061 579,061 5,130,000 2018 411/2018 0 118,004 118,004 5,130,000 1011/2018 480,000 118,653 598,653 4,650,000 2019 411/2019 0 106,963 106,963 4,650,000 2020 1011/2019 495,000 107,551 602,551 4,155,000 411/2020 0 96,102 96,102 4,155,000 1011/2020 520,000 96,102 616,102 3,635,000 2021 411/2021 0 83,615 83,615 3,635,000 1011/2021 540,000 84,075 624,075 3,095,000 2022 411/2022 0 71,194 71,194 3,095,000 1011/2022 565,000 71,585 636,585 2,530,000 2023 41112023 0 58,197 58,197 2,530,000 101112023 590,000 58,517 648,517 1,940,000 2024 411/2024 0 44,871 44,871 1,940,000 1011/2024 620,000 2025 44,871 664,871 1,320,000 411/2025 0 30,364 30,364 1,320,000 1011/2025 645,000 30,531 675,531 675,000 2026 411/2026 0 15,527 15,527 675,000 2027 1011/2026 675,000 15,612 690,612 0 TOTAL 7,575,000 3,125,339 10,700,339 CITY OF SOUTH MIAMI BUDGET FY 2014-2015 229 tHE CITY OF PLEASANt LIVING PRINCIPAL INTEREST FEES PAYMENT FMLC Series 200 I A $1,670,000 $60,000 $82,150 $2,140 $144,290 $1,610,000 Bonds Multipurpose FM LC Series 2002A South Miami Parking $3,370,000 $120,000 $173,344 $5,000 $298,344 $3,250,000 Garage FMLC Series 2006 South Miami Parking $1,380,000 $35,000 $60,544 $4,000 $99,544 $1,345,000 Garage SunTrust Bank Loan Refinance SM Parking $6,825,000 $400,000 $305,649 $0 $705,649 $6,425,000 Garage TOTAL $1 $615,000 $621,687 $11,140 $1,247,827 $12,630,000 CITY OF SOUTH MIAMI BUDGET FY 2014-2015 230 ~V IVVVV oJ""IIVY "V-\,"'.." L..I\' "'" I ,\._, I .... , VV~loJoJY loJV,VVV U TOTAL REVENUE 1,575,833 1,026,487 872,683 871,767 874,444 EXPENDITURES 2011410 5197110 DEBT PRINCIPLE 198,436 555,000 585,000 565,000 615,000 2011410 5197210 DEBT INTEREST 564,072 677,628 65Q,437 650,897 621.687 2011410 5197310 DEBT OTHER COST 6,070 9,282 6,198 9,125 11.140 2011500 5147310 DEBT OTHER COST 0 0 0 0 0 TOTAL DEBT SERVICE 768,578 1,241,910 1,241,635 1,225,022 1,247,827 ENDING FUND BALANCE 1,086,247 870,824 501,872 517,569 144,187 CITY OF SOUTH MIAMI BUDGET FY 2014-2015 231 , ' THE CITY OF PLEASANT LIVING DEBT SERVICE FUND BUDGET CITY OF SOUTH MIAMI FUND 20 I BEGINNING FUND BALANCE REVENUES 2010000 3612000 INTEREST INCOME 2010000 3669000 S. HOSP FOUNDATION 20 I 0000 3669300 RICHMAN PROP LN PMT 278,992 311 142.918 750,054 1,086,247 4,693 145,240 726,554 870,824 2,400 142,366 727,917 870,824 1,556 142,366 727,845 517,569 2,400 144,290 727,754 Watsco reports record earnings in third quarter Fw!led by a hot air-oondi- tion~r rep/aQlmelll:nmi<et, Miami-based Watsoore- ported:eoord eamiIlgs result!! fur the third quarter and for the nine months ended Sept.30. On the SIreDgth of the resWl!l "'- leased Tuesday, the Ieeding diotributor ofhellllng and <:aoIing equipment also annotwced lis board ap- praved boosting its annual dlvidend to $3.40 per share beglnnlng in January. It will be its 40thamsecutive year of dividend payouts for WalsOO shareholders. rn the third quarter, sales grew 4percentlo arecord $1.18 billion. Its earnings per share ro", 5 per<entto a recDId $1.64, on netincmne of $53.4 miIfum. Operating !ncame was up 5 pen:ent to a ream! $111 miIlion. Third- quarter resuIt. feU short of analysts' expedations, however, and the stock dosOO. OIl the Now Ymk Stock Ex<:hange at $116.84, dnwn 10.5 pereent. For the nine-molllh re- sults, sales grew 5 percent In $321 bIllioIl and eamiIJgs per share grew 14 percent to $4.16. Operating in<ome was upllpen:entto$283 "'"'= "Watsco delivered anoth· er solid quarterofperfmm- lIIICe driv.., by sales growth, share gains, im- prwed selling margin. and expanded operating mar- gins. We also generated IIIOII! cash flow this quarter than in any other quarter in our his1cry. We experienced healthy sales growth fur residential RVAC sy.<lem. in the United States from otrong W1i1 growth and the wntinued trend toward bigher-efficiency sysIems," said Albert Nahmad, Wat· sco's president and CEO, in astatemem. The compauy aIso said it isactivelyin=a&illgits investment in anumher of scalable technotogies. Since 1012, WaIScO has grown its WclmoIol!I' team fmm ahO\ll 60 employees to aver 170 employees.Someofthe innovations that Walsco has created to enhance the IJ.tying experience for its 88,000 custmners and the .<erVice oapabilltles of pet- sonne! at its 567locatlollS are mobile apps and <ll:her """""rom"",,, toor.., data anaIytics In enable mare insIgbtful maJlagement decision-mllking; and sup- ply chain optimization tcols. Watsco's revised outlook for its 2015 dituted earnings per share is $4.SS to $4.90 per share. _NANCYDAIIUIl!IlO DIVIDENDS miami Brmlb I Business I 13A Luxe condo tower breaks ground near Sawgrass Mills mall 8 Number a/luxury condo tuwerr p/annedfo, Mtt"rOpka d"""/opillrnt in SunriN Kitchen, Mexican chain Salsa Fie,ta, gourmet food ,hop on and Vlnegu, and gaming arcade/restaur.mt Kings Bowl. The maI.l will be an- chored by luxury dine-in cinemaiPlc. The develope", ,aid they ult:i..ma.tely plan In build a total of eight lUXlUycondo towers with 1,800 resi- dential units. Kavana has owned the land since 1995, but hi. initial plans 10 de- velop were derailed by the financial aisis in 2007. BYI/ICIIOLAllNnLl.loU.S """""""~f ... fllmlld.",,,, Developers broke ground on a luxury condo tower in Sunrise on TUesday, her- alding the first stage of what they say will bea IDallsive 6S·acre, mixed-use development caned Metropica near the SawgIaSs Mills mall THE CONDO TOWER WILL BE THE FIRST STAGE OF WHAT DEVElOPERS SAY WILL BE A 6S-ACRE MIXED-USE DEVELOPMENT CALLED METROPICA_ A HOST OF NEW RESTAURANTS AND SHOPS FOR THE PROJECT'S RETAIL CENTER WERE ALSO ANNOUNCED. DONATE YOUR CAR Wheels For Wishes '0","'", They also announced a host of new restaurants and shopS for the project's retoil center, .480,000- square-foot mall, including New York-based burger chain Shake Shack, Peru- vian ga.trobar Pisco y Na:zca and clothing store AnthropJlDgie. The 2S-story ",sidentlal Inwerwillinclude263 condos with the luxury amenities !hat have be- come standard at projects downtown and on the beach: 24·hcUI gym, tenni. courts, cbildreo's play room, private dub room, business ceoter and movie =eening room. Unit, range from $300,000 10 mo", thoo $1 nillUoo, and are priced between $375 and $425 per square foot That'. expensive for West B!owatd but still cheaper thoo oew construction in Brickell ($641 per square foot) and Edgewater ($563 per square foot). KGH lntem.1innal De- Physicians group saves Medicare $9.9 million BYDANlELCIlANO o'<IIo_ .... ''' ... fof.'''''' A group of physicians in Palm Beach and Browatd counties is succeeding where ""'!!IS across the country Me falllng, keeping their clderpatienls healtby and out cftbe hospital wbile reducing tbe msts to care for tbem under Medi- care, the public healtb insurance programfor Americans 65 and older. Accountable Care Op- tions, the physician group, reported earning a bonus this year under a pay-for- perfomlllllce program that rew.uds doctors and bospl- taIs for meeling certain standards designed to Ie...,r 00"" in tbe long run by reducing medical com- plications and trips In the emergency room. By f<lCU$ilIg 00 intensive management of patients who are at rir;k for or al- ready suffering with duoo- ic diseases, Accountable Care Optiens saved more than$9.9mil1inn, ormore than $1,500 per patient with original Medicare in 2014, occording 10 the dealSaver.com TAVERNA OPA - BRICKELL VILLAGE $29 --Taverna Opa in Brickell: Food & Drink for 2, Reg. $45 $225 for a 2-night mid- week cruise for two OR $290 for a roundtrip cruise with two-night stay at the Bimini HIHon ............. , .... ",., dealsaver.comlmiami velepment IlIId the"I'rilllill Companies have formed a partnership 10 develop tbe Inwer, which is being de- signed by London-based YooStudlo. KGHcbakman and CEO Tcseph Kavana saidhismmpanywill break ground on the mall inearly2016. TrllliSIis a partner only on Metrop- ie.'s residential side. Also aOJIOUilCed for the maI.l are ",tailer Free Peo- ple, jeweler Kendra. Scott, organic eatery Tnte Food mmpany. Under the terms of the program, hooplials and doctors form a company known as an accountable care organization that must meet quallty and cost stan- dards set by Medicare. The groups are entitled to share inlWfoftbesavings they achieve, but only 92 of the 333 wch programs across the muntry reOOved a bonus for 2014. Sincel""""'&"oflheM- fordahieCareActio March 1010, ""'''' than 420 Medi- care ac.:ountahle care or- ganillaliom have been es- tahlisbed, providing <rue for more than 7.8 mlDionAmer- Ican.. with original Medicare as of January. ~ ~ CITY OF SOUTH MIAMI COURTESY NOTICE NOTICE IS HEREBY given lhal the City Commiosion of the City of South Miami, Florida will conducl i'IlbUc Hoaring('j at its I<guIar City Commission m .. ting &ehoduled forTh.oday, N"",mb<r 3, 2015 boginniogot 7:00 p.m., m the City Commi.cl"" Chamb .... , 6UO SWls<l DrlI'e, '" consider th.followiIlgitelIl(.j· ( . All OrdioIlDOO ,..Ialing to tho City. 1015 \ &cal year; ..,."ding the budget to lako !nta.c.''''nt",,~mth.D,btService FuodAppmpri.tedAmn1ll11. ALL mt""'ted partie> are invited In oltend ""d wmiJeboard For furth,r inIi>mIotiOll. pl ..... mllla,t the City Clerk. OIfioo >iI: JOS·61i3_1i340. Maria M Men."doz, CMC CityClerk _''''_''~''''''01''.'''.C.,._.",.., .. """"."",~. ...-""" ..... ."...l...,._ ...... .,."'~ ...... A""'y .. Qmm ...... ;~ _, ..... "' .... _''' .. '''''''''.~...., ....... ''''will'''' .. ...... . ,~,,.,. .......... ~.fw_,. ... ~ ... _ ...... _ ............ ~. .,""",,"'e"""o!~'p"" ............ _ .... ".d_"',"""''''7''' "~""_""''''''_'''''''''''''' American Heritage School r~---· C;-~., •......• ·.~--~cc~~--I I .... ACADEMlC SCHOLARSHIP EXAM I __ ~~_-_"_~"~,_, ___ ~ __ "_~ __ "~ __ _ Saturday, February 6, 2016 at 8:30 a.m. C.lfq.e p~pa"".ry ,,"no/for br1t"r. """"1:' t. gifod mllleml ill PIO _ Gmde 12 American Heritage will award full and partial academic scholarships to h.igh~achieving eighth graders entering ninth grade for the 2016-17 school year_ For an application and registration information, please call 954-472-0022 Ext. 3021 Some of our school's Highlights & Recognitions include: • Numb., one high ",h~~l i" ,h •• tote ,,,,I numb .. one 1";""" «110011» ,ho nollon 10, hisk" numb" el"N.tion"l Mo,;' Sclool"". • Rook<d 7th ou, of;u,oOD high ..,b<>o~ ;n tbo n";o" [0, Not;o".l M.r;, Schab .. -57 Not;en,1 M"" Schol" Sem;r.n.ll<e, (hi~h~~' numb" In ,h. " .. <) • 39 Notion,1 Merlr Comn,ended Schol"" . 25 Na,I"".l Hl<p.'* Soh"'.", • $"I2ml1llon In colkgo s<llol .... hlpso~i:"'d [0 dlO Cl"" "f2015 • 9D% ps.dng """ on nn A,l,.,,,,,,,d I'I""'n,.n«"m< (51% I'=ing rn<e in rhesr.,," 01" FlorId" 57% p""'ln~ ,,"" ",,;on,nr)' AP ""~"'jO;< ,~,' .,<"",' 4 • Nomb"""'"'pri"," ,eh""l;>l ,h~ U.S. h, ",,;un,1 "",th<"mp"';l;un. • Nwnbor one ""j,n"" = •• ",b ,"bool " lb. !'Io"d. S",,,, 5.1.0= Faic • Numb" DOC In Rob .. ,;", ;n doe Sundo"", Ro."!:i<>n ... d nwnh« 16 ;" cl,e "'udd Free Nonstop Express Bus Transportation Sunny hlos, MI.ml Sho,"", Do,..l, Avon .. "" Mlnml ~ HolI""dole, I!m<r.>lcl HlIlo, Hollywood (N. &5. L>k .. l, Mlr.unn<, p.",b",r.. Pin ... Wc.t .. n, N.E. &S.E. f~ Lmd.n!.l .. eo,..l Spring>. hi. & \ve.. l'.uIcl."d 12200 West Broward Boulevard. Plantation, FL 33325 954-472~0022 www.ahschool.com ;~---Plea~e)gll),U8 at gu~·oi!EN HOUSE gn _; _____ sg!UrdCIJ,~t!~b ... r 7t!!i at 12;45 p.m. ijWi#6 'lMm EMM 9&Iji'!'iI9!f¥W"fW· ®' H t F t * M!#ffiW{\@M1M