HomeMy Public PortalAbout14-8791 City National Bank to Provide Professional Banking Services Sponsored by: City Manager
RESOLUTION NO. 14-8791
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-
LOCKA, AUTHORIZING THE CITY MANAGER TO NEGOTIATE,
ENTER INTO, AND EXECUTE AN AGREEMENT WITH CITY
NATIONAL BANK OF FLORIDA TO PROVIDE PROFESSIONAL
BANKING SERVICES TO THE CITY OF OPA-LOCKA, AND
RESCINDING RESOLUTION NO 11-8276; PROVIDING FOR
INCORPORATION OF RECITALS; PROVIDING FOR AN
EFFECTIVE DATE
WHEREAS, pursuant to resolution 11-8276, adopted in August 2011, Wells Fargo was
contracted to provide the City's banking services; and
WHEREAS, the proposed loan agreement with City National Bank of Florida provides that
the City of Opa-locka will designate that its primary depository and treasury services be maintained
with City National Bank of Florida; and
WHEREAS, City National Bank of Florida will give the City of Opa-locka four(4)months
from closing of the loan to transition its primary depository and treasury services to City National
Bank of Florida; and
WHEREAS, the City Commission of the City of Opa-locka desires to authorize the City
Manager to negotiate, enter into, and execute an agreement with City National Bank of Florida for
professional banking services, rescinding Resolution No 11-8276.
NOW,THEREFORE,BE IT DULY RESOLVED BY THE CITY COMMISSION OF
THE CITY OF OPA-LOCKA, FLORIDA:
Section 1. The recitals to the preamble herein are incorporated by reference.
Resolution No. 14-8791
Section 2. The City Commission of the City of Opa-locka,Florida,hereby authorizes the
City Manager to negotiate,enter into,and execute an agreement with City National Bank to provide
professional banking services to the City of Opa-locka,and hereby rescinds Resolution No 11-8276.
Section 3. This Resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this 11th day of April, 2014.
//1 OA
Y' • T• LOR
AYOR
Attest to: Approved as to form and legal sufficiency:
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Jo.1 na Flores J crseph . Geller
City Clerk %REE t SPOON MARDER, PA
ity Attorney
Moved by: COMMISSIONER JOHNSON
Seconded by: COMMISSIONER SANTIAGO
Commission Vote: 5-0
Commissioner Holmes: YES
Commissioner Johnson: YES
Commissioner Santiago: YES
Vice-Mayor Kelley: YES
Mayor Taylor: YES
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Memorandum
TO: Mayor Myra L.Taylor
Vice Mayor Joseph L. Kelley
Commissioner Timothy Holmes
Commissioner Dorot y Johns.
Commissioner Luis B Sant •
FROM: Kelvin L. Baker, Sr.,City Mana!,
DATE: April 10, 2014
RE: Banking Services
Request: STAFF IS REQUESTING APPROVAL FROM THE CITY
COMMISSION TO ACCEPT THE PROPOSAL OF CITY
NATIONAL BANK TO PROVIDE PROFESSIONAL BANKING
SERVICES TO THE CITY OF OPA-LOCKA.
Background: The City Commission approved banking services with Wells Fargo pursuant to
an RFP in August 2011. The City Commission approved the acceptance of Wells
Fargo to provide professional banking services to the City of Opa-locka per
Resolution #11-8276. Current banking services are provided by Wells Fargo for
approximately three years.
Description: Per the Terms and Conditions of "Term Offer" from City National Bank, the
city's primary depository and treasury services to be maintained with City
National Bank during the term of credit facility. The loan agreement is
contingent upon City National being the City of Opa-locka's primary
depository and treasury services institution.
The City of Opa-locka will be given 120 days (4 months) from closing of the
loan to transition its primary depository and treasury services to City National
Bank.
The City Commission authorized the execution and delivery of an
agreement with the Lender to set forth additional covenants of the City
and matters relating to the Series 2013 Note as may be required by the
Lender, authorizing the City Manager to do all things deemed necessary in
connection with the issuance, sale, and delivery of the Series 2013 Note.
The Term Offer has been reviewed and discussed with the City's Bond
Counsel and Financial Advisors.
1
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Account Number: NONE
Financial Impact: None. Banking services fees are covered by the City's credits from
current deposit level.
Implementation Time Line:
Legislative History: N/A
Analysis: N/A
Recommendation(s): Staff recommends approval.
Attachments: Resolution#13-8721 ,Resolution#11-8276, and City National Bank Term Offer
letter.
Prepared by: Susan Gooding-Liburd, Finance Director.
End of Memorandum
2
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City of Opa-Locka
Agenda Cover Memo
Commission Meeting 4/11/14 Item Type: Resokeion Ordrosaace Ott'
Date: X
(EnterXin box)
Fiscal Impact: Ordinance Reading: ist amass 2a+
(EnterXin box) Yes k NO (EnterXin box)
X Public Hearing: Yes No Yes ' No
(EnterXin box) X X
Funding Source: (Enter Fund&Dept) Advertising Requirement: Yes No
(EnterX in box) X
ITEM BUDGETED:
YES
NO X
Contract/P.O.Required: Yes No RFP/RFQ/Bid#:
(EnterXin box) X N/A
Strategic Plan Related Yes No Strategic Plan Priority Area: Strategic Plan Obj./Strategy: (list the
(Enter X in box) X specific objective/strategy this item will address)
Enhance Organizational El
Bus.&Economic Dev p
Public Safety 0
Quality of Education I]
Qual.of Life&City Image Il
Communcation El
Sponsor Name Department:
Kelvin L. Baker City Manager
A resolution of the City of Opa-locka, Florida authorizing the City Manager to enter into and execute an
agreement with City National Bank,to provide professional banking services to the City of Opa-locka.
Authorizing the execution and delivery of an agreement with the lender to set forth additional covenants of the
City and matters relating to the Series 2013 Note as may be required by the lender, authorizing the City Manager
to do all things deemed necessary in connection with the issuance, sale and delivery of the Series 2013 Note.
y_,
Staff recommends approval.
The Term Offer has been reviewed and discussed with the City's Bond Counsel and Financial Advisors.
Agenda Cover—Commission Meeting 4/11/2014
Page 2
• Resolution#13-8721
• Resolution# 11-8276
• Term Offer letter
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 26`}'day of November,2013.
t L. . LLEY
VI E MAY• •
9662390.1
Resolution No. 13-8721
Attest to:
•
Joanna Flores
City Clerk
Approved as to form and legal sufficiency:
id 41 - A I
Josep1i 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
City of Opa•Iocka
Agenda Cover Memo
Commission Meeting Nov.26,2013 Item Type: ? . .. _ '
Date: (EnterX in box) X
Ordinance Reading:
Fiscal Impact: , " � .x :z: , (EnterX in box)
Public Hearing: ;:, _--
X (EnterX in box) X
Funding Source: Advertising Requirement:
N/A (N/A) (EnterX in box) X
Contract/P.O.Required: ;"CitigNif RFPIRFQ/Bid#: N/A
(EnterX in box) X
Strategic Plan Priority Area: Strategic Plan ObjJStrategy:
Enhance Organizational O N/A
Strategic Plan Related Bus.&Economic Dev D
(EnterX in box) X Public Safety El
Quality of Education 0
Qual.of Life&City Image
Communication 0
Sponsor Name City Manager Department: Finance
'• 3R'�^.R..� rte! �'k�` 4"v7.7.;„,
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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.
aat ,.._._. • ��:c+z„�a d�� + •.n. '-rd fic�
.
The City of Opa-locka desires to issue an RFP to bank qualified financial institutions for financing a new City
Hall.
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Staff recommends approval.
AMffiChinefibr
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 ,1^ �/ i� ).t
DATE: November 26, 2013 6o / ,Q.► 1 ►, 4 .
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/iew/445—FY 2011
http://www.opalockafl.gov/DocumentCenter/HomeNiew/293—FY 2010
http://www.opalockafl.gov/DocumentCenter/Home/iew/180—FY 2009
Annual Budget
http://www.opalockattgov/DocumentCenter/HomeNiew/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.
1
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 IB: 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 2B: 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 1s`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.
2
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.
5
(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.eov/) 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
6
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 ) 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 @opa lockafl.gov
7
APPENDIX A
Preliminary Series 2013 Note Principal Amortization for Alternative Options*
Print paiAmortization*
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
201211` 863,608 559,299 1,422,907
20130,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
Sponsored by:City Manager
Resolution No. 11-8276
A RESOLUTION OF THE CITY COMMISSION OF THE
CITY OF OPA-LOCKA, FLORIDA, TO AUTHORIZE THE
CITY MANAGER TO ACCEPT THE PROPOSAL FROM
WELLS FARGO TO PROVIDE PROFESSIONAL BANKING
SERVICES TO THE CITY OF OPA-LOCKA; PROVIDING
FOR INCORPORATION OF RECITALS; PROVIDING FOR
AN EFFECTIVE DATE
WHEREAS,pursuant to Resolution 11-8260,the City of Opa-locka issued an RFP to solicit
proposals for banking services from qualified banking institutions; and
WHEREAS, a mandatory pre-proposal conference was held on July 20,2011,attended by
representatives from TD Bank,BB&T,and Wells Fargo; and
WHEREAS,a banking service committee was formed to evaluate the proposals,as a result
of which,Wells Fargo was selected to be the most responsive bidder; and
WHEREAS, the City Commission of the City of Opa-locka desires the City Manager to
accept the proposal of Wells Fargo to provide professional banking services to the City of Opa-locka.
NOW,THEREFORE,BE IT DULY RESOLVED BY THE CITY COMMISSION OF
THE CITY OF OPA-LOCKA,FLORIDA:
Section 1. The recitals to the preamble herein are incorporated by reference.
Sect ion 2. The City Commission of the City of Opa-locka hereby authorizes and directs
the City Manager to accept the proposal of Wells Fargo to provide professional banking services to
the City of Opa-locka.
Section 3. This resolution shall take effect immediately upon adoption.
Resolution No. 11-8276
PASSED AND ADOPTED this 14`h day of September, 2011.
i
.4
Y' TAYLOR
MAYOR
Atte' ..
Deborah S.
City Clerk
Approved as to form and legal sufficiency:
Jo ;,,. .S Geller
C. Att., ey
Moved by: JOHNSON
Seconded by: HOLMES ; l
iJ
Commission Vote: 4-0
Commissioner Holmes: YES
Commissioner Miller: YES
Commissioner Tydus: NOT PRESENT
Vice-Mayor Johnson: YES
Mayor Taylor: YES
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Memorandum
TO: Mayor Myra L. Taylor
Vice-Mayor Dorothy Johnson
Commissioner Tim' ly Holmes
Commissioner ;:.se Tydus
Commissioner ail Miller
FROM: Bryan K.Finnie,I • City Manager
DATE: August 4,201 �
RE: Bankin' :e yes`/
Request: ST:. F IS REQUESTING APPROVAL FROM THE CITY COMMISSION
TO ACCEPT THE PROPOSAL OF WELLS FARGO TO PROVIDE
PROFESSIONAL BANKING SERVICES TO THE CITY OF OPA-LOCKA.
Background Information: The City Commission passed legislation authorizing the City Manager
to issue a Request for Proposal for banking services.
The RFP was advertised and posted to the City's website on July 14, 2011. The RFP was also sent
directly to two banks.
A mandatory pre-proposal conference was held on July 20, 2011 which was attended by
representatives from TD Bank,BB&T and Wells Fargo.
The RFP closed on July 27,2011 with proposal received from TD Bank,BB&T and Wells Fargo.
A Banking Services RFP Committee was formed to evaluate the proposals received. The committee
met on August 3,2011. As a result of the committee's evaluation, Wells Fargo was selected to be
the most responsive bidder.
Financial Impact: None. Banking services fees are covered by the City's credits from current deposit level.
Implementation Timeline: Immediately
Legislative History: Resolution No. 11-8260
Recommendation(s): Staff recommends approval.
Attachments: Resolution No. 11-8260
PREPARED BY: Finance Department
CityNational Bank
�
April 7,2014
The City of Opa-locka, Florida
3400 NW 135th St Bldg B
Opa-locka,FL 33054
Dear Susan Gooding-Liburd and the City of Opa-locka,Florida:
City National Bank of Florida("Bank" or"CNBF") is pleased to outline the basic terms and
conditions under which we will consider providing a Direct placement bank-qualified tax
exempt loan in an amount up to $8,500,000 to The City of Opa-locka ("Borrower"). This
credit facility is intended to finance the acquisition, construction, installation and equipping
of an administration building and related facilities on such site.
If you or the City have any questions or need clarification of any aspect of this proposal,
please do not hesitate to call me at any time — I can be reached in the office at (305) 577-
7395, or via email (Greg.mangram @citynational.com). Additionally, I would be happy to
meet with the Board in person at any time to go over the proposal in greater detail.
Thank you again for your time and the opportunity to work with you and The City of Opa-
locka!
Sincerely,
Greg Mangram
Vice President
Business Banking
Bernardo Adrover
Senior Vice President
Business Banking Director
For Discussion Purposes Only
BORROWER: The City of Opa-locka, Florida
CREDIT FACILITY: Direct placement bank-qualified tax exempt loan.
AMOUNT: $8,500,000.
FEES: $12,500
• $8,750 due upon acceptance of this Term Sheet. These funds will be held in
escrow until closing where it will be applied to the full amount listed above.
If the loan should not close due to the failure of the borrower to achieve
approval to borrow the funds,or the bank fails to provide a commitment based
on the terms outlined herein, these monies shall be refunded back to the
borrower within fourteen(14)days.
EXPENSES: Borrower shall pay all the Bank's out of pocket expenses, including, but not limited to
fees for Bank Counsel,documentary stamps,and recording fees(if applicable).
PURPOSE: Advances/Draws from the line will be used to the finance the acquisition,
construction, installation and equipping of an administration building and related
facilities on such site.
TERM/MATURITY: Draw Period: I 8-months("Draw Period"). Borrower may request an extension to the
Draw Period of up to 180 days, approval of which shall be provided at Bank's sole
discretion. Such request must be delivered to the Bank in writing no less than 45 days
prior to the conclusion of the Draw Period. Payments during the draw period shall be
interest only based on the monthly principal balance.
Amortization Period: Commencing approximately one month after the expiration of
the Draw Period, equal monthly payments of principal and interest shall be due and
payable in an amount which will amortize the principal balance over two hundred
forty (240) months. In no event shall the final Maturity date exceed 120 months from
closing, inclusive of the Draw Period. Payments during the amortization period shall
be principal and interest based on the monthly principal balance.
INTEREST RATE: Option I:
Fixed 3.36%,which is equal to the prevailing 5 Year US SWAP+ 1.55%. Should the
above index and spread fall below 3.36% on the 5`'' day prior to closing, borrower
shall receive a rate equal to the calculation above for the first five years. On the fifth
anniversary,the loan shall adjust to the prevailing 5-Year US SWAP+ 1.85%
Option 2:
Fixed 4.00%,which is equal to the prevailing 7 Year US SWAP+ 1.65%. Should the
above index and spread fall below 4.00% on the 5`1' day prior to closing, borrower
shall receive a rate equal to the calculation above for the first five years. On the fifth
anniversary,the loan shall adjust to the prevailing 3-Year US SWAP+ 1.95%
COLLATERAL: (a) First lien on the Florida Communication tax revenues and the Utility tax
revenues of the City.
(b) Depository Reserve Account to be established at closing of the subject credit
facility at City National Bank. This Reserve Account will maintain a depository
balance equal to twelve (12) months of principal and interest payments and the
account shall be fully funded to such minimum amount no later than the end of
the Draw Period as defined above.
PREPAYMENT: Option 1:
1% of outstanding balance amount if refinanced with another lender for the first five
years.
Option 2:
1% of outstanding balance amount if refinanced with another lender for the first
seven years.
I. ADDITIONAL TERMS AND CONDITIONS:
I. INSURANCE
Borrower to provide evidence of satisfactory property and casualty insurance(excluding windstorm
insurance) equal to the replacement value of the improvements, flood insurance (if applicable) and
general liability insurance. Required insurance shall be amounts and written on carriers acceptable to
the Bank in its sole discretion.
2. STANDARD TERMS AND CONDITIONS
Bank's obligations hereunder are wholly contingent upon receipt and satisfactory review of the
following:
(a) Receipt and review of Phase 1 environmental report on the property to be purchased with
the proceeds of the credit facility.
(b) Plan and cost review order by bank at Borrower's expense.
(c) Primary depository and treasury services to be maintained with City National Bank
during the term of the credit facility. Borrower will be given 120 days from closing of
the loan to transition its depository and treasury services to City National Bank.
(d) City shall set up a lockbox account for collection of City communication tax and City
utility tax receipts.
(e) The Bank shall be provided evidence in regard to City's legal inability to grant a
mortgage on the property to be purchased and improved with the funds from the subject
credit facility,at present or in the future.
(0 Opinion of Counsel attesting to City's full authority to enter into the subject credit
facility.
(g) Opinion of Counsel as to Bank Qualified Tax-Exempt loan status for the subject credit
facility.
(h) Loan and closing documents will be drafted by borrower's bond counsel. Bank's attorney
will work in conjunction with borrower's bond counsel.
3. REPORTING REQUIREMENTS
(a) Borrower's Certified Public Accountant ("CPA") unqualified fiscal year-end financial
statements, prepared by a CPA acceptable to the Bank, within one hundred eighty (180)
days or six(6)months, from fiscal year-end,commencing with fiscal year-end statements
dated as of September 30,2014.
(b) Annual Commission Approved Budget of Borrower,submitted within 30 days from date
of approval by City Commission, but in no event later than October 3151, of each fiscal
year.
(c) Semi-Annual Financial Statement, in form and substance acceptable to Bank,
commencing on September 30th,2014.
(d) Annual covenant compliance certificate provide with audited financial statements.
II. BORROWER COVENANTS
The Bank reserves the right to cancel this Proposal and obligations hereunder if any of the
following conditions are not met during the term of the credit facility:
1. Failure of the Borrower to comply in a timely manner with any of the terms and conditions of
the Bank specified herein,or non-fulfillment of any condition precedent to the closing;
2. Failure of the Borrower to execute or deliver any documentation required herein;
3. Communication and Utility Tax revenues cannot be pledged to any additional indebtedness.
4. Tax Receipt Coverage of no less than 1.25x,which shall be tested annually:
• Defined as total specific annual tax receipts pledged for the subject credit facility
divided by total annual debt service for the subject credit facility (current portion long
term debt plus interest expense).
• Should Borrower not meet the above covenant at any fiscal year-end, Borrower will be
required to utilize an amount from the Reserve Account sufficient to meet the minimum
Tax Receipt Coverage covenant test. Thereafter, during the subsequent fiscal year,
Borrower shall replenish the Reserve Account to a level sufficient to meet the 12 months
of principal and interest minimum prior to the subsequent fiscal year end.
* For purposes of the above covenant, at any fiscal year-end Borrower will be permitted to treat
amounts on deposit in the Reserve Account as specific annual tax receipts. Should such specific
annual tax receipts be insufficient to pay the debt service on the facility when due, Borrower shall
pay such shortfall from amounts on deposit in the Reserve Account. In such event, Borrower shall
replenish the Reserve Account to a level sufficient to meet the 12 months of principal and interest
minimum prior to the end of the subsequent fiscal year.
5. Borrower fails to maintain primary operating deposit account with Bank throughout the life of
the loan.
This TERM SHEET is furnished as a means of affording the Borrower a guide to, and an
outline of, the material terms and conditions of the Loans and is not a commitment to lend on
the part of the Bank and should not be construed as such a commitment. A Formal Loan
commitment may only be issued after formal underwriting of the loan request and after
approval by the appropriate approving authority.
The Credit Facility offered by this term sheet will expire on April 12th, 2014, unless this original
letter is signed where indicated and returned to the attention of the undersigned.
Sincerely,
City National Bank of Florida
By:
Name: Greg Mailgram
Title: Vice President
ACCEPTED this day of ,2014.
AS TO BORROWER:
City of Opa-locka, Florida
By:
Name:
Title:
This term sheet is confidential and proprietary in nature between the Bank and the Borrower.
This term sheet, and the contents thereof,shall not be shared,distributed or disseminated in
any form to any third party (including to any other potential lenders) without the express
written consent of the Bank.