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Home My Public Portal About17-Closing Memo.pdf 1 TO: Working Group FROM: Hilltop Securities Inc. DATE: January 13, 2021 RE: Closing Instructions Village of Key Biscayne, Florida (the “Village”) Capital Improvement Revenue Refunding Bond, Series 2021 (the “Series 2021 Bond”) This memorandum outlines information for the closing of the above-referenced financing and summarizes the money transfers necessary for closing. Unless otherwise noted, all funds will be delivered in Federal Funds. The wiring of monies to complete the closing will occur on the morning of Friday, January 15, 2021. Pre-Closing and Closing: Weiss Serota Helfman Cole & Bierman, P.L. (“Bond Counsel”) will coordinate the signing of all documents related to the Series 2021 Bond prior to and in preparation of the anticipated closing on Friday, January 15, 2021. There will be no in-person pre-closing or closing for this transaction. Description of Series 2021 Bond: The Series 2021 Bond will be registered in the name of Key Government Finance (the “Lender”) and will be issued in the amount of $11,238,000. The Series 2021 Bond shall bear interest at 1.235% per annum, subject to adjustment(s) as provided in the Bond Resolution, and will mature on October 1, 2032. Sources and Uses of Funds: Bond Proceeds Due at Closing: By 9:00 a.m. ET on Friday, January 15, 2021, provided that all financing documents have been executed, the Lender shall authorize the release of six (6) wires totaling $11,238,000, which equals the proceeds of the Series 2021 Bond due at closing. These proceeds will be used for the purposes set forth in the table below: Sources of Funds: Principal Amount $11,238,000.00 Total Sources of Funds $11,238,000.00 Uses of Funds: Prepay Existing Loans 11,198,034.60 Costs of Issuance 39,965.40 Total Uses of Funds $11,238,000.00 Sources & Uses of Funds Use of Proceeds Lender Amount Prepay Cap Imp & Land Acq Rev Ref Bonds Ser 2011 SunTrust Bank $372,257.82 Prepay Cap Imp Rev Ref Bonds Ser 2011B SunTrust Bank 1,430,324.95 Prepay School Imp Rev Bonds Ser 2012 TotalBank (City National Bank)3,913,286.34 Prepay School Imp Rev Bonds Ser 2014 TD Bank 2,988,619.08 Prepay Sewer Imp Rev Bonds Ser 2016 Florida Community Bank (Synovus Bank)2,493,546.41 Costs of Issuance -39,965.40 Total Use of Proceeds -$11,238,000.00 Use of Proceeds 2 Wire #1: From Lender to SunTrust Bank: By 9:00 a.m. ET on Friday, January 15, 2021, the Lender will send a wire totaling $372,257.82 to SunTrust Bank in order to prepay the Village’s existing Capital Improvement and Land Acquisition Revenue Refunding Bonds, Series 2011, pursuant to the wiring instructions provided below: Wire Amount: $372,257.82 Bank Name: SunTrust Bank Bank ABA Routing No.: 061000104 Bank Account No.: 9088000112 Beneficiary Name: Village of Key Biscayne, FL Beneficiary Address: 88 W. McIntyre Street, Key Biscayne, FL 33149 Beneficiary Account No.: 0040334913 (Obligation 141) Bank Contact: Mercedes Villaverde / (305) 579-7197 / mercedes.villaverde@suntrust.com Wire #2: From Lender to SunTrust Bank: By 9:00 a.m. ET on Friday, January 15, 2021, the Lender will send a wire totaling $1,430,324.95 to SunTrust Bank in order to prepay the Village’s existing Capital Improvement Revenue Refunding Bonds, Series 2011B, pursuant to the wiring instructions provided below: Wire Amount: $1,430,324.95 Bank Name: SunTrust Bank Bank ABA Routing No.: 061000104 Bank Account No.: 9088000112 Beneficiary Name: Village of Key Biscayne, FL Beneficiary Address: 88 W. McIntyre Street, Key Biscayne, FL 33149 Beneficiary Account No.: 0040334913 (Obligation 133) Bank Contact: Mercedes Villaverde / (305) 579-7197 / mercedes.villaverde@suntrust.com Wire #3: From Lender to City National Bank: By 9:00 a.m. ET on Friday, January 15, 2021, the Lender will send a wire totaling $3,913,286.34 to City National Bank in order to prepay the Village’s existing School Improvement Revenue Bonds, Series 2012, pursuant to the wiring instructions provided below: Wire Amount: $3,913,286.34 Bank Name: City National Bank of Florida Bank ABA Routing No.: 066004367 Beneficiary Name: Village of Key Biscayne, FL Beneficiary Address: 88 W. McIntyre Street, Key Biscayne, FL 33149 Beneficiary Account No.: 1501807160 Attention: Collateral Operations Bank Contact: Alba Lopez / (305) 577-7258 / alba.lopez@citynational.com Wire #4: From Lender to TD Bank: By 9:00 a.m. ET on Friday, January 15, 2021, the Lender will send a wire totaling $2,988,619.08 to TD Bank in order to prepay the Village’s existing School Improvement Revenue Bonds, Series 2014, pursuant to the wiring instructions provided on the following page: 3 Wire Amount: $2,988,619.08 Bank Name: TD Bank Bank ABA Routing No.: 031101266 Beneficiary Name: Village of Key Biscayne, FL Beneficiary Address: 88 W. McIntyre Street, Key Biscayne, FL 33149 Loan GL No.: 9870-123403 Further Credit No.: 1172568-9001 Bank Contact: Robert Catoe / (813) 250-3069 / robert.catoe@td.com Wire #5: From Lender to Synovus Bank: By 9:00 a.m. ET on Friday, January 15, 2021, the Lender will send a wire totaling $2,493,546.41 to Synovus Bank in order to prepay the Village’s existing Sewer Improvement Revenue Bonds, Series 2016, pursuant to the wiring instructions provided below: Wire Amount: $2,493,546.41 Bank Name: Synovus Bank Bank ABA Routing No.: 061100606 Beneficiary Name: Loan Control Beneficiary Address: 1148 Broadway, Columbus, GA 31901 Beneficiary Account No.: 558031-8888 Further Credit To: Village of Key Biscayne, FL (Loan #804200-1) Attention: Wholesale Loan Servicing Bank Contact: Rafael Borrero / (305) 669-6334 / rafaelborrero@synovus.com Wire #6: From Lender to SunTrust Bank (on behalf of the Village): By 9:00 a.m. ET on Friday, January 15, 2021, the Lender will send a wire totaling $39,965.40 to SunTrust Bank, which will be used by the Village to pay costs of issuance associated with the Series 2021 Bond, pursuant to the wiring instructions provided below: Wire Amount: $39,965.40 Bank Name: SunTrust Bank Bank ABA Routing No.: 061000104 Beneficiary Name: Village of Key Biscayne, FL Beneficiary Address: 88 W. McIntyre Street, Key Biscayne, FL 33149 Beneficiary Account No.: 0597014301906 Bank Contact: Mercedes Villaverde / (305) 579-7197 / mercedes.villaverde@suntrust.com Delivery of the Series 2021 Bond: Upon confirmation of the receipt of the wire transfers on January 15, 2021 and prior execution and delivery of all closing documents and legal opinions associated with the Series 2021 Bond, Bond Counsel shall inform the Village and the Lender that all conditions of closing have been met and release the Series 2021 Bond to the Lender, at which time the financing will be closed. Costs of Issuance: Upon successful closing of the Series 2021 Bond, the Village shall pay all costs associated with the issuance and delivery of the Series 2021 Bond. Costs of issuance should be billed directly to the Village to the attention of Benjamin Nussbaum, Finance Director, at bnussbaum@keybiscayne.fl.gov. A breakdown of these costs of issuance is provided on the following page: JVIP HilltopSecurities_ Fee Description Bond Counsel Fee Bond Counsel Expenses Financial Advisor Fee Financial Advisor Expenses Miscellaneous Costs of Issuance Provider Fee Weiss Serota Helfman Cole & Bierman, P.L. Weiss Serota Helfman Cole & Bierman, P.L. Hilltop Securities Inc. Hilltop Securities Inc. $20,000.00 500.00 16,500.00 500.00 2,465.40 Total Costs of lssua nee Village Acknowledgement: 1 3%955.44 The Village certifies and acknowledges that the above wiring instructions are accurate, and that the Lender may rely on this information in making the requested wire transfers. The Village will hold the Lender harmless if it acts in accordance with the instructions above, and the Lender shall only be liable as provided by applicable law for any error or delay. In no event will the Lender be liable for any special consequential, punitive, indirect or exemplary damages. Acknowledged by: VILLAGE OF KEY BISCAYNE, FLORIDA Benjamin Nussbaum Chief Financial Officer 01 15/ ZOO Date 4