11-15-05 Item 6South Miami
To: Honorable Mayor, Vice Mayor &
City Commission �a
From: Maria V. Davis MCP
Ci ty Manager
RESOLUTION:
Date: November 15, 2005
Agenda Item # (0—
Re: Authorizing the City Manager to obtain
financing for the purchase of the YMCA
property
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
SOUTH MIAMI, FLORIDA, RELATING TO ORDINANCE 16-05 -1838 AUTHORIZING
THE CITY MANAGER TO OBTAIN FINANCINIG TO PURCHASE THE YMCA
PROPERTY LOCATED AT 4300 SW 5e AVENUE IDENTIFYING THE LENDER AND
PROVIDING FURTHER CLARIFICATION OF SEC. 1 OF ORDINANCE 16-05 -1838
RELATING TO THE SPECIFIC TERMS AND CONDITIONS OF THE LOAN AND
PROVIDING FOR AN EFFECTIVE DATE.
BACKGROUND AND ANALYSIS:
On June 14, 2005, the City Commission approved, on second reading, ordinance # 16-
05 -1838 authorizing the purchase of the YMCA property located at 4300 SW 58
Avenue. Section 1 of the ordinance authorized the City Manager to secure a loan in the
amount of $2,750,000 to be utilized for the purchase of the property (see attached).
The Administration has completed negotiations of loan terms with SunTrust Bank as
outlined in the attached commitment letter from SunTrust. SunTrust has locked in these
rates through December 7, 2005 (see attached commitment letter and amortization
schedules).
The $2,750,000 loan is a combination of three different types of loans with the same
lending institution — two separate lines of credit ($1,425,000 and $850,000) and one 5-
year term loan ($500,000). The total payment for all of the loans for the first year (made
in three quarterly payments) will be $173,454.00. Funding in the amount of
$139,090.00 ($78,325 carried forward from FY 2004 -05 and $60,765 budgeted in FY
2005-06) has been provided in the Non - Departmental Debt Service -YMCA Building
account number 001.2100.519.9927. However, Miami -Dade County has assured us
that the Buildings Better Communifies Bond Program funding in the amount of
$1,343,000 will be paid to the City within thirty days of the City closing on the property
(see Section 2. f. of the attached page 2 of 7 of the Agreement between the City and
Miami -Dade County)_ At that time, the largest of the three loan amounts will be paid
down and those interest payments ($43,498.00 for the year) will no longer be payable.
In the unlikely event that the Countys funding is not received prior to the first payment
becoming due in February 2006, we will advise the Commission as such and will be
prepared with a solution to fund the difference between the loan costs and the availabliz.
balance in the Debt Service account.
The attached resolution is intended to provide specific approval of the terms of the loan
authorized by ordinance # 16-05-1838.
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RESOLUTION NO.
WHEREAS, the Mayor and City Commission of the City of South Miami adopted
Ordinance no. 16-05-1838, which authorized the City Manager to negotiate and secure a loan for
the purpose of purchasing, of the YMCA property located at 4300 SW $e Avenue in the City of
South Miami; and
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The City of South Miami authorizes the City Manager to borrow the sum of
�2,750,000.00 to be specifically utilized for the purchase of the Property.
Section 1. The Mayor and City Commission, have considered and find the specific
terms ,and conditions contained in Sun Trust Bank's commitment letter dated November 7, 2005
which is attached to this resolution to be acceptable.
Section 2. This resolution shall take effect immediately upon approval.
46
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RESOLUTION is
WHEREAS, the Mayor and City Commission of the City of South Miami adopted
Ordinance no. 16-05-1838, which authorized the City Manager to negotiate and secure a loan for
the purpose • purchasing • theYMCA property located at 4300 SW 58P Avenue in the City •
South Miami; and
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IMMOM
The City of South Miami authorizes the City Manager to borrow the sum of
$2,750,000. 00 to be specifically utilized for the purchase of the Property.
A
&ec_tion 1. The Mayor and City Commission, have considered and find the specil
terms and conditions contained in Sun Trust Bank's commitment letter dated November 7, 20
which is attached to this resolution to • acceptable.
PASSED AND ADOPTED this dav of
I -
� �9�
CITY CLERK MAYOR
M
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ORDINANCE NO. 16-05-1838
AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF SOUTH MIAMI, FLORIDA, RELATING TO REAL PROPERTY;
AUTHORIZING THE PURCHASE OF THE PROPERTY LOCATED AT
4300 SW 58TH AVENUE CONSISTING OF A RECREATION CENTER AND
ADMINISTRATIVE OFFICE BUILDING, BASKETBALL COURTS, A
RACQUETBALL COURT, SWIMMING POOL, AND APPROXIMATELY 7
ACRES OF OPEN FIELD SPACE, WITH DEBT SERVICE CHARGED TO
THE NON - DEPARTMENTAL DEBT SERVICE -YMCA ACCOUNT CODE
001.2100.519.9927, AUTHORIZING THE CITY TO ACCEPT THE DEED TO
THE PROPERTY UPON CLOSING AND REQUESTING TAX EXEMPTION
OF THE PROPERTY; PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City of South Miami has negotiated an agreement to purchase of the
property owned by the YMCA located at 4300 SW 58t Avenue consisting of a recreation center
and administrative office building, basketball courts, racquetball court, swimming pool, and
approximately 7 acres of open -field space (the "Property "), the legal description of which is more
fully described as follows:
24 54 40 10 AC S% OF SW/ 40F NEV OF NE1/ LESS E25FT
FOR R/W & S1/ OF SE'/ OF NW/4 OF NE'/ LOT SIZE
IRREGULAR
WHEREAS, the City Commission of the City of South Miami desires to purchase the
property, accept the deed upon purchase and to dedicate the property to public use.
NOW THEREFORE BE IT ORDAINED BY THE MAYOR AND CITY COMMISSION
OF THE CITY OF SOUTH MIAMI, FLORIDA;
Section 1. The City of South Miami authorizes the City Manager to borrow the sum of
$2,750,000.00 to be specifically utilized for the purchase of the Property.
Section 2. That funding for debt service on the loan be provided from account code
001.2100.519.9927 that has an available balance of $84,000 in FY 2004 -05.
Section 3. The City of South Miami authorizes payment to the seller, the YMCA of
Greater Miami, as to the purchase price for the Property.
Section 4. Upon transfer of the property, the City of South Miami shall accept delivery
and shall immediately record the deed for the Property. The property shall be dedicated to public
use. The City shall immediately apply for tax exemption for the property.
Section 5. This ordinance shall take effect immediately upon enactment.
Signature Page to Follow
Pg. 2 of Ord. No. 16 -05 -1838
PASSED AND ADOPTED this day of June, 2005.
ATTEST: APPROVED:
QPCLERK?)
MAYOR
READ AND-APPROV AS TO E.Q M:
CIT ATTORNEY
CAMy Documents \Word Documents \OrdinanceYMCAPurchase.doc
I" Reading -5/17 /0 5
2nd Reading -6 / 14 / 0 5
COMMISSION VOTE:
4 -0
Mayor Russell:
Yea
Vice Mayor Palmer:
absent
Commissioner Eirts- Cooper: Yea
Commissioner Sherar:
Yea
Commissioner Wiscombe:
Yea
City of South Miami
Commitment Letter
November 7, 2005
SunTrust Bank (hereinafter referred to as the "Bank ") is pleased to inform. you that it has approved
and hereby extends to the City of South Miami its commitment to provide three credit facilities
totaling $2,750,000 (hereinafter referred to as the "Loan") under the following terms and conditions,
and such additional terms and conditions as may be reasonably required heretofore.
The Bank will extend the Loan under the following terms and conditions:
1. BORROWER:
City of South Miami (hereinafter referred to as the "Borrower ")
2. EACH i MS:
$1,925,000 in Tax-Exempt Bank-Qualified loans -- (Loan 1 & Loan 2).
Loan 1: Line of Credit in the amount of $1,425,000 for a period of 2 years.
Loan 2: Term Loan in the amount of $500,000 for a period of 5 years.
$850,000 in a Bank taxable loan – (Loan. 3)
Loan 3: Line of Credit in the amount of $850,000 for a period of 2 years.
3. PURPOSE:
To purchase the YMCA property located 'within the City's boundaries. The City plans to
lease the building back to seller and use the fields mainly for City programs and leasing to
different sports leagues for their tournaments. The Loan will be repaid with funds from park
grants and other revenue sources.
4. COLLATERAL:
The Loan shall be secured by a pledge ofthe lease revenues on the property being purchased.
Should the collected lease payments not be sufficient to cover the debt service on the Loan,
the City pledges to Budget and Appropriate (Back-up CBA) from non-ad valorem revenues
sufficient funds to cover the required debt service.
5. EYffREST RATE (Good thru December 7, 2005 only):
Loan 1– A Bank Qualified fixed rate of 4.07',/o during the entire term of the Loan.
Loan 2— A Bank Qualified fixed rate of 4.26% during the entire term of the Loan.
Loan 3— A Taxable fixed rate of 6.24% during the entire term of the Loan.
1 of 3
COMMITMENT LETTER FOR CITY OF SOUTH MIAMI
November 7, 2005
Page 2
6. REPAYMENT:
Loan 1 & Loan 3 — These two lines of credit will be "interest- only" payable every quarter
with optional principal payment on the part of Borrower at anytime with no prepayment
penalty. All unpaid principal will be due at maturity.
Loan 2 — Quarterly principal payment of 25,000 plus interest. There shall be no pmumenj
pqn--alty associated with facility during the 5-year term.
7. MATURITY:
Loan I and Loan 3 will mature 2 years from closing.
Loan 2 will mature 5 years from closing.
8. FEE(S) AND EXPENSES:
The Borrower shall be required to pay all reasonable and necessary expenses associated with
the contemplated transaction, including but not limited to those listed below:
1. Loan Counsel Fee for reviewing and preparing all legal documents for this transaction,
which shall be capped at a maximum of $12,000.
9. DOCUMENTATION:
At or prior to closing, the Bank shall have received all documents that are typical for
transactions of this nature
10. FINANCIAL REPORTING REQUIREMENTS:
The Borrower shall submit audited financial statements to the Bank not less than annually.
The Borrower shall also submit an operating budget for all funds, as ratified by the Mayor and
City Commission, to the Bank not less than annually.
11. COVENANTS & CONDITIONSO*
The Bank will require that the two years average non-ad valorem revenues for Borrower, with
the exception of enterprise fund revenues, must equal or exceed two times combined
maximum annual debt service on all outstanding and proposed debt secured by specific or
general non-ad valorem revenues.
Funding of the Loan is contingent upon a satisfactorily legal opinion as to the Borrower's tax-
exempt status and authority under its Charter to borrow money, as well to the fact that Loan I
and Loan 2 constitute bank-qualified status. The authority to borrow money must be
acceptable in form, manner, tenure and purpose,
The Bank reserves the right, upon reasonable notice to the Borrower, to change the pricing of
the Loan if an adverse change in the tax laws governing the Loan occurs,
2 of 3
COMMITMENT LETTER FOR CITY OF SOUTH MIAMI
November 7, 2005
Page 3
We sincerely appreciate the opportunity to serve the City of South Miami and look forward to hearing
from you. Please sign below upon acceptance and return the original to my attention. If you have any
questions please call me at (305) 579-7014.
Sincerely,
Belle Joseph
Vice President
Institutional & Governmental Banking
SunTrust Bank, South Florida
Tel: 305.579.7014
A!CCEPIADLCE:
The terms and conditions of this Commitment Letter are hereby accepted.
Ntated: .2005
City of South Miami, FL
an
As its:
3 of 3
Amortization Table
SunTrust Amortization Schedule
Loan amount: $1,425
Annual interest rate: 4.07%
Interest Only Payments 2
Payments per year: 4
First payment due: 2115/2006
Table starts at date:
or at payment number: 1 1
�14 M
CAL—C—ULATI-0-N-S
Beginning balance at payment 1: 1,425,000.00
Cumulative interest prior to payment
Tabie
Page 1
Amortization Table
----,.SunTrust Amortization Schedule
Beginning balance at payment 1: 850,000.00
Cumulative interest prior to payment 1:
Table
Amortization Table
City of South Miami -- $500,000 YMCA 6 Years Term Loar
2/18/2005
500,000 - 00
6,326.00
25,000.00
475,000.00
5,325.00
5/18/2005
475,000.00
i :
5,058.75
. 26,000.00
450,000.00
10,383.
Al
450,000.00
4,792.50
25,000.00
425,000.00
15,176.
11/18/2005
425,000.00
4,526.25
1 25,000.00
19,7
0
2/18/2006
400,000.00
4,260.00
25,000 .00
oil of
23,962.50
5/18/200•
375,000.00----
3,9• 3.75
25,000.00
off #1
27,956.25 J
8/18/2006
350
50
3,727.5 1
1 of 11
off it
11/18/2006
325,000.00
3,461. 25
1
411 NEEDEMIll
i 35,145.00
2/18/2007
300,000.00
3,195.00
SIM 1 1
38,340.00
5/18/2007
275,000.00
2,928.75
25,0 0.00
260,006.00 1
41,268.75
8/18/200 7
25,000.00
0
662 50
2,.,
2500( ).00
225,000.00
43,931.25
11/18/2007
225,000M_
2,3•• .25
25,000.00
200,000.00,
46,327.50
2/18/2008
200,000.00
2,130.00
25,660.60
175,000.00
48,457.50
5/18/2008
175,000.00
1,863.75
25,000.00
150,000.00
50321.25
8/18/2008
150,000,00
1,59 .56
25, 00.00
125,000.00
51,918.75
110-1-8/2008
125,000.00
1,331.25
25'cloo.w
100000.00
53,250.00
2/18/2009
100,000.00
1,065.00
25,000.00
75,000.00
54,315.00
5/18/2009
75,000-00
798.75
25,0 0.00
50,000.00
55,113.75
•
-8/18/2009
50,000.00
532-50
25,000.00
11/18/2009
25,000.00
266.25
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, 0.00
INNEWMA611=
consideratiowof the mutual promises and covenants contained herein and the mutual benefits to be
derived from this Agreement, the parties hereto agree as follows:
herein and the mutual benefits to be derived from this - Agreement, the parties hereto agree as
follows;
Section 1. Purpose: The purpose of this Agreement is to clarify the parties' roles and
obligations regarding the funding being provided with respect to the Project.
Section 2. Funding Responsibilities:
a. Project Funding plan: The Project funding plan identifies the costs covered
by the County and the costs to be funded by the Municipality through 'a local
funding plan or written project funding commitments from third parties.
b Local Sponsor: The Municipality has agreed to act as the local sponsor for
this Project and as such shall delineate local funding responsibilities in
accordance with a local funding plan.
C. Local Funding Pion: The local funding plan delineates the following: Miami-
Dade County to contribute $1,343,000 and the Municipality of South Miami
to contribute all project costs in excess of the County contribution. These
costs include, but are not limited to, costs associated with land rights- of-way,
relocations, easements, and similar project requirements.
d._ :. -_ ..., - .:__._._ ResponsibiUdes of- -the TAuuicipalityo The Municipal�tx as sponsor -for the- _
Project, agrees to provide, and warrants and represents that it has, inn `
combination with the County contributions, the amount of funding necessary
for the completion of the Project.
e. Responsibilities of the County. The County agrees to provide $1,343,000 of
the funds necessary to complete the project. This sum shall be provided in
accordance with the reimbursement procedures contained; herein and upon full
disbursement of all other funds dedicated to the project. In the event that
Project "Milestones are not met on schedule, the dollars to be funded for said
milestones will be delayed for one calendar year.
f Reimbursement Procedures: Project costs shall be reported to the County
and summarized on the reimbursement request along with supporting
documentation. The Municipality shall identify , and demonstrate the
disbursement of funds through receipts, canceled checks or other documentary
evidence. Upon receipt of a reimbursement request from the Municipality, the
County shall review the reimbursement request and note any errors, omissions
or inconsistencies within twenty (20) days of receipt and report these to the
Municipality, in writing. The County agrees to reimburse the Municipality, up
to the limits of the County contribution, for the funds disbursed within thirty
(30) days of the receipt of the reimbursement request, less any disputed
charges.
g• Noia- Compllance: The County shall have the right to reimbursement, either
in whole or in part as it may determine,' of funds provided by the County
hereunder for noncompliance by the Municipality with any of the te-Lums of this
Agreement between South Miami & Miami -Dade County
Page 2 of 7
Draft 7/11 /2005'