HomeMy Public PortalAbout13-8721 RFP for Proposed Capital Improvements Revenue Note series 2013 Sponsored by: City Manager
RESOLUTION NO. 13-8721
A RESOLUTION OF THE CITY OF OPA-LOCKA,FLORIDA APPROVING
THE DISSEMINATION BY THE CITY MANAGER OF A REQUEST FOR
PROPOSALS SOLICITING PROPOSALS FROM QUALIFIED FINANCIAL
INSTITUTIONS TO MAKE A LOAN WITH RESPECT TO THE CITY'S
PROPOSED CAPITAL IMPROVEMENT REVENUE NOTE, SERIES 2013,
SUBJECT TO CERTAIN CONDITIONS SET FORTH HEREIN; AND
PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City of Opa-Locka, Florida (the "City") is considering the issuance of its tax-
exempt Capital Improvement Revenue Note, Series 2013 (the"Series 2013 Note")to finance the acquisition
of a site in the City and the acquisition,construction,installation and equipping of an administration building
and related facilities on such site; and
WHEREAS, ordinances to be considered by the City with respect to the Series 2013 Note
(collectively,the"Ordinances")contemplate that the Series 2013 Note will evidence a loan to be made by a
qualified financial institution selected by the City Manager pursuant to a proposal process, subject to the
parameters specified in the Ordinances; and
WHEREAS,the City now desires to approve the form of the request for proposals(the"RFP")to be
used in such process and to authorize the City Manager to cause the RFP to be disseminated prior to the
second reading of the Ordinances; provided,however, a qualified financial institution will not be selected
until and unless the Ordinances become effective.
NOW,THEREFORE,BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF
OPA-LOCKA, FLORIDA that:
SECTION 1. The RFP, substantially in the form attached hereto, is hereby approved,
subject to the parameters specified in the form of the Ordinances approved at first reading thereof.
The City Manager is hereby authorized to disseminate the RFP prior to the second reading of the
Ordinances;provided,however,a qualified financial institution shall not be selected until and unless
the Ordinances become effective.
SECTION 2. This resolution shall be effective immediately upon adoption.
PASSED AND ADOPTED this 26th day of November, 2013.
L. LLEY
VI E MAY• '
9662390.1
Resolution No. 13-8721
Attest to:
cam. .. ).--,
1(),
Joanna Flores
City Clerk
Approved as to form and legal sufficiency:
,dam_)I :A - A I '
f Joseph S. Geller
GR ENSPOON MARDER P.A.
City Attorney
Moved by: COMMISSIONER HOLMES
Seconded by: COMMISSIONER JOHNSON
Commission Vote: 3-0
Commissioner Holmes: YES
Commissioner Johnson: YES
Commissioner Santiago: NOT PRESENT
Vice-Mayor Kelley: YES
Mayor Taylor: NOT PRESENT
2
Resolution No. 13-8721
EXHIBIT A
RFP
3
J ;re •
City of Opa-locka
Agenda Cover Memo
Commission Meeting Nov.26, 2013 Item Type:
Date: EnterX in box
Ordinance Reading:
(EnterX in box)
Fiscal Impact: l'57757:!,
Public Hearing:
X (EnterX in box)
11:11
Funding Source: (N/A) Advertising Requirement:
N/A (Enter X in box) X
Contract/P.O. Required: RFP/RFQ/Bid#: N/A
(Enter X in box) 1111111111111111111
Strategic Plan Priority Area: Strategic Plan ObjiStrategy:
Enhance Organizational El N/A
Strategic Plan Related Bus.&Economic Dev El
(EnterX in box) X Public Safety El
Quality of Education El
Qual.of Life&City Image 1111
Communication El
Sponsor Name City Manager Department: Finance
An Resolution of the City Commission of the City of Opa-locka, Florida authorizing the City Manager to solicit a
Request for Proposal (RFP) from bank qualified financial institutions for financing a new City Hall.
The City of Opa-locka desires to issue an RFP to bank qualified financial institutions for financing a new City
Hall.
Staff recommends approval.
Attathmen
Draft Request for Proposal.
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Memorandum
TO: Myra L. Taylor, Mayor
Joseph L. Kelley, Vice Mayor
Timothy Holmes, Commissioner
Dorothy Johnson, Commissioner
Luis B. Santiago, Commissioner
FROM: Kelvin L. Baker, Sr., City Manager .tom
DATE: November 26, 2013 6� � ea ,
RE: A Resolution of the City Commission of the City of Opa-locka, Florida
authorizing the City Manager to solicit a Request for Proposal (RFP)from
Bank Qualified Financial Institutions for financing a new City Hall
Request:
A Resolution of the City Commission of the City of Opa-locka, Florida authorizing the City
Manager to solicit a Request For Proposal (RFP) from Bank Qualified Financial Institutions for
financing a new City Hall.
Description:
The City of Opa-locka desires to build a new City Hall. There is a need to solicit bank qualified
financial institutions to finance the purchase, construction, and furnishings of the new City Hall.
Financial Impact:
This amount comes from account no. 44-541821.
Implementation Time Line:
Immediately.
Legislative History:
None.
Staff Recommendation:
Staff recommends approval.
Attachment(s):
Draft Request for Proposal.
Prepared by: Susan Gooding-Liburd, Finance Director
Elbert L. Waters, J.D.
EXHIBIT A
9662390.1
DRAFT
11/22/13
City of Opa-Locka, Florida
REQUEST FOR PROPOSAL FOR BANK LOANS:
BANK QUALIFIED TAX-EXEMPT LOAN
NOT-TO EXCEED $8,500,000
RFP Issue Date: November 27, 2013
Proposal Due Date: at 2:00PM Eastern
TABLE OF CONTENTS
A. OVERVIEW 1
B. STRUCTURE OF FINANCING 2
C. SECURITY FOR THE LOAN 3
D. ADDITIONAL BONDS TEST 3
E. TAX-EXEMPT OBLIGATION 4
F. DOCUMENTATION 4
G. PROPOSAL FORMAT—SELECTION CRITERIA 5
H. MISCELLANEOUS 6
I. TENTATIVE SCHEDULE (SUBJECT TO CHANGE) 7
J. RFP INSTRUCTIONS 7
APPENDICES
Appendix A:Series 2013 Note Preliminary Amortization Schedule
Appendix B: Historical Pledged Revenue
Appendix B: Note Ordinance
LINKS
Comprehensive Financial Audited Reports—FYE 2011—2009
http://www.opalockafl.gov/DocumentCenter/Home/View/445—FY 2011
http://www.opalockafl.gov/DocumentCenter/Home/View/293—FY 2010
http://www.opalockafl.gov/DocumentCenter/Home/View/180—FY 2009
Annual Budget
http://www.opalockafl.gov/DocumentCenter/Home/View/491- FY 2013
A. OVERVIEW
The City of Opa Locka, Florida (the "City") is requesting proposals from qualified financial
institutions to provide a tax-exempt fixed rate loan in an aggregate principal amount not to
exceed $8,500,000, at the lowest overall borrowing cost that meets the financing
requirements of the City. The City is requesting various options with respect to the tax-
exempt fixed interest rate as described in Section B. The purpose of the loan will be to
finance the acquisition of a site within the City and the construction of a new City
administrative building and related facilities on the site, and to pay the cost of issuance
associated with the issuance of the Series 2013 Note (the "Note" or the "Loan").
The City shall accept and review proposals from qualified banking institutions. Proposals
for the Note should be submitted based upon the proposed financing structure below. The
City will select the financing that provides the lowest overall borrowing cost to the City and
meets the financing requirements of the City. First Southwest Company
("FirstSouthwest"), as the City's Financial Advisor, will be assisting the City with respect to
the Loan.
The Loan shall be authorized by an ordinance to be adopted by the City prior to the
issuance of the Note (the "Ordinance"). The first reading of the Ordinance occurred on
November 26, 2013. The second reading of the Ordinance is scheduled for December 11,
2013. All capitalized terms not otherwise defined herein shall have the meaning ascribed
thereto in the Ordinance. A copy of the Ordinance accompanies this Request for Proposals.
The Loan will be secured by a pledge of the Pledged Funds, as described below, on a parity
with Additional Obligations and Refunding Obligations issued and outstanding from time to
time under the Ordinance. The Ordinance also permits the issuance of Subordinated
Indebtedness.
The issuance of the Loan will be contingent upon the related real estate closing associated
with the acquisition of property for the City's planned administrative building. The closing
of the Loan and real estate transaction are expected to occur simultaneously.
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B. STRUCTURE OF FINANCING
Amount: Not-to-Exceed$8,500,000
Settlement Date: On or prior to December 31, 2013; Subject to the
closing of the real estate transaction referenced
above occurring contemporaneously.
Interest Rate & Final Maturity: Option 1A: Bank qualified ("BQ"), tax-exempt fixed
rate with October 1, 2028 final maturity
Option 18: Bank Qualified ("BQ"), tax-exempt fixed
rate with October 1, 2033 final maturity
Option 2A: Non-Bank qualified ("NBQ"), tax-
exempt fixed rate with October 1, 2028 final
maturity
Option 28: Non-Bank qualified ("NBQ"), tax-
exempt fixed rate with October 1, 2033 final
maturity
Prepayment: The City requests the ability to prepay the loan at
any time without penalty. Other prepayment
terms will be considered.
Interest Payments Dates: Semiannually on April 1st and October 1St,
commencing April 1, 2014.
Interest Compounding: None
Interest Day Count Method: 30/360
Principal Payment Date: Annually, commencing October 1, 2014.
Debt Service Structure: See Appendix A for preliminary principal
amortization schedule for the Loan.
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C. SECURITY FOR THE LOAN
The Loan will be payable solely from and secured by a lien upon and pledge of the City's
Public Service Tax Revenues and the Communications Services Tax Revenues, and until
applied in accordance with the provisions of the Ordinance, all moneys, including
investments thereof, on deposit in or credited to the funds and accounts established under
the Bond Ordinance at any given time, other than the Rebate Fund, on a parity with
Additional Bonds and Refunding Bonds outstanding under the Ordinance. The City has not
previously issued bonds or other obligations payable from or secured by a pledge of its
Public Service Tax Revenues or Communications Services Tax Revenues. The Loan is not
expected to be secured by a debt service reserve fund or any funds on deposit therein.
The Public Service Tax Revenues and the Communications Services Tax Revenues are each
distributed to the City pursuant to State statutes that do not guarantee the authorization
for the collection of such revenues will remain in existence. Legislation to amend
definitions in the State statute related to the communications services tax and to limit the
application of certain provisions of the law were passed during the 2012 session of the
Florida Legislature and legislation to modify and/or repeal certain provisions of such law
was introduced during the 2013 session of the Florida Legislature without such legislation
being approved. No assurance can be given that, pursuant to action by the Florida
Legislature in the future, additional changes will not be made to the State statutes relating
to the communications services tax and/or public service tax; that such changes, if any, will
not have a material adverse impact on the collection of Communications Services Tax
Revenues or Public Service Tax Revenues; or a repeal of the State statutes relating to the
communications services tax and/or public service tax will not be attempted and, if
attempted, will not be successful.
If the proposer will require any modifications to the provisions of the Ordinance relating to
the Pledged Funds or the flow of funds, its proposal must expressly so state and specify the
proposed modifications.
D. ADDITIONAL BONDS TEST
The City will not accept proposals that require the Bank's approval before additional parity
obligations may be issued. See Sections 209 and 210 of the Ordinance. If a proposer will
require modifications to these provisions, its proposal must expressly so state and specify
the proposed modifications.
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E. TAX-EXEMPT OBLIGATION
The City is authorizing the loan as a tax-exempt obligation within the meaning of the
Internal Revenue Code of 1986, as amended. Options 1A and 1B, if selected, will further be
designated as "bank qualified."
F. DOCUMENTATION
The City will be responsible for preparing all documentation relating to the authorization
and issuance of the Loan, including the Covenant Agreement, if any, referenced in the
Bond Ordinance. The successful proposer will be furnished, without charge to the
proposer, a customary approving opinion of Greenspoon Marder, P.A., Bond Counsel with
respect to the Loan. Greenspoon Marder, P.A. is also serving as City Attorney to the City.
FirstSouthwest will also assist the City in meeting its financial objective with respect to the
Loan. Each proposer will be responsible for engaging its own legal counsel in connection
with the Loan.
At the closing of the Loan, the financial institution that is the successful proposer will be
required to deliver to the City a disclosure and truth in bonding statement pursuant to
applicable Florida law and to make certain certifications, including, but not limited to,
signing a closing certificate that:
a. It is making the Loan for its own account, does not currently intend to syndicate
the Loan,will take no action to cause the Loan to be characterized as a security,
and will not treat the Loan as a municipal security for purposes of the securities
law;
b. it is not acting as a broker or other intermediary, and is funding the Loan from
its own capital for its own account and not with a present view to a resale or
other distribution to the public,
c. the Loan will not be used in the future on a securitized transaction and is not a
municipal security;
d. it understands that the Loan is evidenced by a note and the note is issued in a
single denomination equal to the aggregate principal amount of the Loan and
may not be transferred except in whole and will not be transferred to any kind
of trust under any circumstances, and confirming that it understands the Loan
may not be transferred in denominations less than $100,000 even in whole;
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e. the Loan will only be sold to a Permitted Lender in whole, in a denomination of
not less than $100,000, with the City's consent. The "Permitted Lender" means
any bank, trust company, savings institution or insurance company that is
engaged as a regular part of its business in making loans authorized to do
business in the State of Florida;
f. the Lender is a bank, trust company, savings institution, insurance company,
dealer, investment company, pension or profit-sharing trust, or qualified
institutional buyer as contemplated by Section 517.061(7), Florida Statutes;
g. it is not funding the Loan for the direct or indirect promotion of any scheme or
enterprise with the intent of violating or evading any provision of Chapter 517,
Florida Statutes;
h. understands that the Loan is not a municipal security and that no filing will be
made with respect to the Loans with EMMA, the Municipal Securities
Rulemaking Board's continuing disclosure site;
i. there will be no CUSIPs obtained on the Loan;and
j. there will be no credit rating obtained on the Loan
G. PROPOSAL FORMAT—SELECTION CRITERIA
Proposals will be evaluated on the basis of cost and the structure that best meets the
financing requirements of the City. Further, the City desires the ability to prepay the Loan
at any time without penalty, however other prepayment options will be considered and if
other prepayment options are required by the proposer, its proposal shall expressly so
state and specify the prepayment options.
In order to assist the City in reviewing the responses, each proposal should include the
following information.
(1) The legal name of the Bank and the primary Bank contact person(s) (include address,
telephone number, facsimile number, and e-mail address).
(2) A Tax-Exempt Fixed Interest Rate for the full term of the Loan under Options 1A, 1B,
2A, and/or 2B referenced in Section B. The bidder shall give a stated time in which
the proposed rate will be held as well as the index in which the rate shall be
calculated should the stated time elapse.
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(3) Describe in detail all fees and expenses which the City will be responsible to pay to
the Bank including its legal counsel. The amounts stated in the proposal shall
represent the maximum amounts payable to the Bank by the City. All fees and
expenses, with the exception of the professionals retained by the City, in excess of
those stated in the proposal shall be the sole responsibility of the Bank and will not
be paid or reimbursed by the City.
(4) A listing of all conditions, covenants, terms or restrictions, other than those specified
in this RFP or the Ordinance, which would be included in the proposer's
commitment to provide the Loan.
H. MISCELLANEOUS
(1) The City will not accept proposals with reserve requirements or other restrictions to
revenues or requirements to maintain minimum balances in any bank account as a
condition for the Loan.
(2) The City reserves the right, in its sole discretion, to accept or reject any and all
proposals, to waive any irregularities or informalities in any proposal or in the
bidding, and to accept or reject any items or combination of items. If a financing
proposal is selected, the award will be to the financial institution whose response
best complies with the requirements set forth in this RFP and whose proposal, in the
opinion of the City and Financial Advisor is best, taking into consideration all aspects
of the offeror's response.
(3) Changes to this RFP may be made by and at the sole discretion of the City.
(4) The City will not be liable for any expenses incurred in connection with the
preparation of a response to this RFP.
(5) The proposer is required to conduct its own investigation and evaluation of the
creditworthiness of the City and the Loan. This Request for Proposals has provided a
link to the City's Website (http://www.opalockafl.gov/) which has information
regarding the City and its financial statements. Additional financial information may be
provided upon request by a proposer and is NOT in any way intended to relieve the
proposer of its responsibility to investigate all relevant or material facts in reaching a
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credit decision with respect to the Loan. All requests for clarification or additional
information should be directed to:
Susan Gooding-Liburd, Finance Director
sgliburd @opalocka.gov 1 305-953-2821
(6) Federal, State, City and local laws, ordinances, rules and regulations that in any
manner affect the items covered herein apply. Lack of knowledge by the proposer
will in no way be a cause for relief from responsibility.
(7) No successful offeror may assign any portion of the contractual agreement between
the parties without prior written authorization by the City.
(8) Warranties — The offeror, in submission of its proposal, warrants to the City that it
will comply with all applicable federal, state and local laws, regulations and orders in
providing the services under the proposed documents.
I. TENTATIVE SCHEDULE(SUBJECT TO CHANGE)
The City will attempt to adhere to the following schedule:
November 26, 2013 First Reading of Authorizing Ordinance
November 27, 2013 Issue Request for Proposals
December 11, 2013 Second Reading of Authorizing Ordinance
December , 2013 Proposals Due
December , 2013 Closing of the Loan*
*Subject to the closing of the real estate transaction referenced above occurring contemporaneously
J. RFP INSTRUCTIONS
All bids must be submitted via e-mail (in PDF or Word format) or delivered in hard copy to
the City to the e-mail or mailing addresses below for receipt no later than 2:00 PM Eastern
Time on December , 2013:
City of Opa-Locka
Attn:Susan Gooding-Liburd
3400 NW 135th Street I Opa-Locka, FL 32907
sgliburd @opalockafl.gov
APPENDIX A
Preliminary Series 2013 Note Principal Amortization for Alternative Options*
Principal Amortization*
Options Options
Maturity 1A&2A 1B&2B
10/1/2014 $330,000 $205,000
10/1/2015 445,000 280,000
10/1/2016 465,000 290,000
10/1/2017 485,000 305,000
10/1/2018 500,000 320,000
10/1/2019 520,000 335,000
10/1/2020 545,000 350,000
10/1/2021 565,000 370,000
10/1/2022 590,000 385,000
10/1/2023 610,000 405,000
10/1/2024 635,000 425,000
10/1/2025 660,000 440,000
10/1/2026 690,000 465,000
10/1/2027 715,000 485,000
10/1/2028 745,000 510,000
10/1/2029 535,000
10/1/2030 560,000
10/1/2031 585,000
10/1/2032 610,000
10/1/2033 640,000
Total $8,500,000 $8,500,000
*Principal amortization is preliminary and subject to change.
APPENDIX B
HISTORICAL PLEDGED REVENUE RECEIPTS
Public Service Communications Total
Fiscal Year Tax Services Tax Revenues
2007a $892,002 $652,530 $1,544,532
2008a 894,359 637,712 1,532,071
2009a 741,164 717,858 1,459,022
2010a 870,185 654,141 1,524,326
2011a 1,100,645 611,700 1,712,345
2012b'` 863,608 559,299 1,422,907
2013b'd 828,730 445,558 1,274,288
a Source:City of Opa-Locka FY 2011 Comprehensive Annual Financial Report(Statistical Section)
b Source:City of Opa-Locka Finance Department.
c Estimates as of November 21,2013 based upon unaudited receipts
d Estimates as of November 21,2013 based upon unaudited partial-year receipts
APPENDIX C
ORDINANCE