Ordinance No. 35-95-10 v i
ORDINANCE NO. 35-95-10
AN ORDINANCE OF THE CITY OF ATLANTIC BEACH, FLORIDA,
PROVIDING FOR THE REFINANCING OF A BALLOON PAYMENT ON
THE OUTSTANDING CITY HALL LOAN TO THE FIRST MUNICIPAL
LOAN COUNCIL AND FINANCING CERTAIN CAPITAL PROJECTS
WITHIN THE CITY; AUTHORIZING THE BORROWING OF NOT
EXCEEDING $1,175,000 FOR THAT PURPOSE; AUTHORIZING THE
DELIVERY OF A PROMISSORY NOTE IN THE AGGREGATE PRINCIPAL
AMOUNT OF NOT EXCEEDING $1,175,000 TO EVIDENCE THE
OBLIGATION OF THE CITY TO REPAY SAME; FIXING THE FORM,
DATE, MATURITY, AND INTEREST RATE WITH RESPECT TO SUCH
NOTE; AUTHORIZING FURTHER OFFICIAL ACTION IN CONNECTION
WITH THE DELIVERY OF SUCH NOTE; AND PROVIDING AN
EFFECTIVE DATE.
BE IT ORDAINED BY THE CITY COMMISSION AND ON BEHALF OF THE
PEOPLE OF THE CITY OF ATLANTIC BEACH, FLORIDA:
SECTION 1. AUTHORITY FOR THIS ORDINANCE. This ordinance is adopted
pursuant to the provisions of Chapter 166, Part II, Florida Statutes, and other applicable
provisions of law (the "Act").
SECTION 2. DEFINITIONS. The following terms shall have the following meanings
when used in this ordinance unless the context clearly requires otherwise. Words importing
singular numbers shall include the plural number in each case and vice versa, and words
importing persons shall include firms and corporations.
"Authorized Investments" means any obligations, deposit certificates, or other evidences
of indebtedness legal for investment pursuant to law, to the extent not inconsistent with the terms
of the investment policy of the City and applicable law.
"City" means the City of Atlantic Beach, Florida.
"Code" means the Internal Revenue Code of 1986, as amended from time to time, and
includes the applicable regulations thereunder.
"Commission" means the City Commission, as the governing body of the City.
"Federal Securities" means direct obligations of the United States of America.
"Lender" means the bank or other institutional investor described in Exhibit B, attached
hereto, making the loan to the City pursuant to the terms of this ordinance, and upon the terms
and conditions set forth in Exhibit B hereto.
"Non-Ad Valorem Revenues" means all of the revenues of the City derived from sources
other than ad valorem taxation and legally available to pay principal of and interest on the Note
subject to any prior liens or encumbrances on all or any specified portion thereof, whether now
existing or hereafter created.
"Note" means the promissory note of the City to the Lender in substantially the form
attached hereto as Exhibit A with such modifications thereto as may be approved by the Mayor,
upon the advice of the City Attorney and Bond Counsel, such approval to be presumed by the
Mayor's execution thereof.
"Participation Agreement" means the Participation Agreement between the City and the
First Municipal Loan Council dated as of August 25, 1986, as amended and particularly as
amended by the Second Amendatory Participation Agreement dated as of May 31, 1989.
"Pledged Funds" means the Non-Ad Valorem Revenues budgeted and appropriated by
the City for the payment of the Note.
"Project" means, collectively, the (i) construction and renovation to the Public Safety
Building, (ii) construction of certain park improvements, and (ii) construction and renovations
to the City's Lifeguard Building, all located within the boundaries of the City, and such other
capital projects of the City as may be provided by resolution supplemental hereto.
"Project Costs" means all or a portion of the cost of acquisition and construction of the
Project; engineering, legal, accounting, and financial expenses; expenses for estimates of costs
and of revenues; expenses for plans, specifications and surveys; fees of fiscal agents, financial
advisors or consultants; administrative expenses relating solely to the acquisition and construction
of the Project; reimbursement to the City for any sums heretofore expended for the foregoing
purposes; and such other costs and expenses as may be necessary or incidental to the financing
of the Project.
"Refunded Obligation" means the City's outstanding obligations under the Participation
Agreement in the original principal amount of$1,871,000, originally dated August 25, 1986 and
currently outstanding in the amount of $652,135.
"Refunding" means the providing of funds for the refinancing of the balloon payment
coming due on the City's Refunded Obligation.
"Refunding Costs" means the cost of the Refunding, together with the legal, financial,
accounting and other expenses incurred by the City in connection with the Refunding and with
any other expenses necessary or incidental thereto.
"Registrar" means the Director of Finance of the City or such other registrar as the City
shall designate to maintain the registration books of the City with respect to the Notes.
"Sinking Fund" means the fund created and established pursuant to Section 10(F) hereof.
IF
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"Stated Rate" shall mean the interest rate shown on Exhibit B hereto.
SECTION 3. FINDINGS. It is hereby found, declared, and determined by the
Commission:
(A) It is necessary, desirable and in the best interests of the City and its inhabitants
that the City undertake the Project and the Refunding, which Project and Refunding serves
essential public purposes of the City.
(B) The City is without adequate currently available funds to pay Project Costs and
Refunding Costs, and it is necessary that funds be made immediately available to the City in
order to undertake the Project and the Refunding.
(C) The City requested proposals from various lending institutions to provide the City
with the necessary financing for the Project and the Refunding.
(D) The proposal of the Lender was determined to be the lowest and best of the
proposals submitted.
(E) Pursuant to the Lender's Official Bid Proposal, the Lender has agreed to lend the
City the principal amount of not to exceed One Million One Hundred Seventy-Five Thousand
Dollars ($1,175,000) in return for the Note.
(F) It is in the best interest of the health, safety, and welfare of the City and the
inhabitants thereof that the City covenant to budget and appropriate from the Non-Ad Valorem
Revenues amounts sufficient to repay the principal of and interest on the Note when due.
(G) The City currently receives the Non-Ad Valorem Revenues, and is legally entitled
to covenant to budget and appropriate from such Non-Ad Valorem Revenues sufficient amounts
in each Fiscal Year to pay the principal of and interest on the Note, when due, subject to any
prior liens or encumbrances on such Non-Ad Valorem Revenues, whether now existing or
hereafter created.
(H) The Non-Ad Valorem Revenues are estimated to be sufficient to pay the principal
of and interest on the Note as the same becomes due and to make all other payments required
to be made from such Non-Ad Valorem Revenues by the terms of this ordinance or other
instruments to which the City is a party or pursuant to which all or any portion of the Non-Ad
Valorem Revenues may be obligated.
(I) The Note shall not constitute a general obligation or indebtedness of the City as
a "bond" within the meaning of any provision of the Constitution of the State, but shall be and
are hereby declared to be special, limited obligations of the City, the principal of and interest
on which are payable solely from the Pledged Funds in the manner provided herein. The
principal of and interest on the Note to be issued pursuant to the provisions of this ordinance and
all other payments provided for herein, will be paid solely from the Pledged Funds, and it will
never be necessary or authorized to levy taxes on any real property of or in the City to pay the
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principal of or interest on the Note or other payments provided for herein. Furthermore, neither
the Note nor the interest thereon, shall be or constitute a lien upon the Project or upon any other
property of or in the City other than the Pledged Funds in the manner provided in this
ordinance.
(J) The City does not expect to issue more than ten million dollars in tax-exempt
obligations during the calendar year ending December 31, 1995.
SECTION 4. ORDINANCE TO CONSTITUTE CONTRACT. In consideration of the
acceptance of the Note by the Lender, this ordinance shall be deemed to be and shall constitute
a contract between the City and the Lender. The covenants and agreements set forth herein to
be performed by the City shall be solely for the benefit, protection and security of the Lender.
SECTION 5. AUTHORIZATION OF NOTE, PROJECT AND REFUNDING. The
Project and Refunding are hereby authorized and, subject and pursuant to the provisions of this
ordinance, the Note is hereby authorized to be delivered to the Lender as evidence of the
obligation of the City to pay to the Lender the sum of not exceeding the aggregate principal
amount of One Million Two Hundred Thousand Dollars ($1,200,000) to be applied to pay
Project Costs and Refunding Costs. Until expended to pay Project Costs and Refunding Costs,
the proceeds of the Note shall be invested only in Authorized Investments.
SECTION 6. DESCRIPTION OF NOTE. The Note shall be payable to the Lender;
shall be dated the date of delivery; shall be in the denominations; shall mature on such dates,
shall bear interest at the Stated Rate payable at the time; all as shown on Exhibit B hereto. The
Note may be issued all at one time or in installments from time to time.
The Note shall be executed in the name of the City by the Mayor or Vice Mayor, and
attested and countersigned by the City Clerk, and the seal of the City or a facsimile thereof shall
be affixed thereto or reproduced thereon. The Note may be signed and sealed on behalf of the
City by any person who at the actual time of the execution of such Note shall hold such offices
in the City, although at the date of such Note such person may not have been so authorized.
The Note may be executed by the facsimile signatures of the Mayor or Vice Mayor or City
Clerk, so long as the Note bears one manual signature.
The Note may be prepaid in whole or in part prior to their stated date of maturity, at the
option of the City, as provided in Exhibit B. The principal of and interest on the Note shall be
payable in lawful money of the United States of America to the Lender at the address shown on
the attached Exhibit B or such other place as shall be agreed.upon between the City and the
Lender.
SECTION 7. NEGOTIABILITY AND REGISTRATION; DESIGNATION UNDER
CODE. The Note shall be in fully registered form. No transfer of the Note shall be valid
unless approved by, and noted on the registration books maintained by, the City.
The City hereby designates the Note as a "qualified tax-exempt obligation" pursuant to
Section 265(b)(3)(B) of the Code.
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SECTION 8. FORM OF NOTE. The Note shall be in substantially the form attached
hereto as Exhibit A, with such changes as shall be necessary to reflect the terms set forth in
Exhibit B and such other changes as may be approved by the Mayor or Vice Mayor of the City,
such approval to be presumed by such officer's execution of the Note.
SECTION 9. SECURITY FOR NOTE; NOTE NOT DEBT OF THE CITY. The
payment of the principal of and interest on the Note shall be secured forthwith, by a lien upon
and a pledge of the Pledged Funds. Until the Note is paid or deemed paid pursuant to the
provisions of this ordinance, the City hereby covenants (i) to appropriate in each Fiscal Year
from Non-Ad Valorem Revenues sufficient moneys to pay the principal of and interest on the
Note coming due in said Fiscal Year, and (ii) from such appropriated funds to pay said principal
and interest in such Fiscal Year. The Note shall not constitute a general obligation or
indebtedness of the City and the Lender shall never have the right to require or compel the levy
of taxes upon any property of or in the City for the payment of the principal of and interest on
the Note. The City does hereby irrevocably pledge the Pledged Funds to the payment of the
principal of and interest on the Note.
SECTION 10. COVENANTS OF THE CITY. So long as any of the principal of or
interest on the Note shall be outstanding and unpaid or until provision for payment of the Note
shall have been made pursuant to Section 13 hereof, the City covenants with the Lender as
follows:
(A) Tax Compliance. The City will take all actions necessary (i) to maintain the
exclusion from gross income of interest on the Note to the same extent as such existed on the
date of issuance of the Note and (ii) to maintain the deductibility of interest expense incurred
by the Lender to carry the Note pursuant to Section 265(b)(3)(B) of the Code.
(B) Budget and Appropriate. The City covenants that it will, in each year while the
Note is outstanding, budget and appropriate sufficient Non-Ad Valorem Revenues to make
payments of principal and interest on such Note as they become due.
Such covenant and agreement on the part of the City to budget and appropriate such
amounts of Non-Ad Valorem Revenues shall be cumulative to the extent not paid, and shall
continue until such Non-Ad Valorem Revenues or other legally available funds in amounts
sufficient to make all such 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
Non-Ad Valorem Revenues.
Such covenant to budget and appropriate does not create any lien upon or pledge of such
Non-Ad Valorem Revenues, nor, except as provided in (C) below, does it preclude the City
from pledging in the future its Non-Ad Valorem Revenues, nor does it require the City to levy
and collect any particular Non-Ad Valorem Revenues, nor does it give the Lender a prior claim
on the Non-Ad Valorem Revenues as opposed to claims of general creditors of the City. Such
covenant to appropriate Non-Ad Valorem Revenues is subject in all respects to the payment of
obligations secured by a pledge of such Non-Ad Valorem Revenues heretofore or hereinafter
3248/ATL I6.003/0-BANK-ORD 4 5 11-27-1995/15 19pm
entered into (including the payment of debt service on bonds and other debt instruments).
However, the covenant to budget and appropriate in its general annual budget for the purposes
and in the manner stated herein shall have the effect of making available for the payment of the
principal of and interest on the Note, in the manner described herein, Non-Ad Valorem
Revenues and placing on the City a positive duty to appropriate and budget, by amendment if
necessary, amounts sufficient to meet its obligations hereunder; subject, however, in all respects
to the restrictions of Section 166.241, Florida Statutes, which provides that the governing body
of each municipality make appropriations for each fiscal year which, in any one 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 purposes affecting the
health, welfare and safety of the inhabitants of the City or which are legally mandated by
applicable law. The City represents that the Project and the project financed by the Refunded
Obligations serve essential public purposes.
(C) Limit on Other Encumbrances. While the Note is outstanding, the City shall not
incur any additional indebtedness (including lease indebtedness) secured by a covenant to budget
and appropriate legally available non-ad valorem revenues unless the annual debt service on all
such debt, including the Note, will not exceed the combined unrestricted, unreserved fund equity
in the City's General Fund and Special Revenue Fund.
(D) Financial Statements. Not later than 210 days following the end of each fiscal
year, the City shall provide the Lender the annual audited financial statement of the City audited
by the City's certified public accountant's together with the report of such accountant's
containing only such qualifications as are reasonably acceptable to the Lender.
(E) Annual Budget and Other Information. The City shall prepare its annual budget
in accordance with Florida law and in particular Section 166.241 and Section 200.065, Florida
Statutes, and shall provide the Lender a copy of its final annual budget for each fiscal year
within 30 days of adoption thereof by the Commission and such other public information the
Lender may reasonably request.
(F) Sinking Fund. The City hereby creates and establishes a special separate fund to
be called the "City of Atlantic Beach Revenue Note Series 1995 Sinking Fund" (hereinafter
called the "Sinking Fund").
On or before the last business day of each March, June, September and December,
commencing March 29, 1996 the City shall deposit from Non-Ad Valorem Revenues to the
Sinking Fund the amounts sufficient to pay the interest and principal becoming due on the Note
on the next payment date therefor.
The amounts remaining on deposit in the Sinking Fund on the day following the
respective interest or principal payment may be withdrawn by the City and applied for other
municipal purposes. In no event shall any moneys remain on deposit in the Sinking Fund for
a period greater than thirteen (13) months.
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03/O-BANK-ORD.46 11-27-1995/15 m
:19p
Amounts on deposit in the Sinking Fund may be invested and reinvested by the City in
Authorized Investments maturing or redeemable at the option of the City not later than the date
such amounts are needed for the payments required hereunder.
Except to the extent otherwise required by any provision hereof or of any tax compliance
certificate delivered in connection with the delivery of the Note, all income from the investment
of moneys in the fund and accounts established by this ordinance shall, upon receipt thereof, be
deposited to the credit of the Sinking Fund and used for the purposes thereof.
The designation of a special fund by this ordinance shall not be construed to require the
establishment of any completely independent, self-balancing funds, as such term is commonly
used and defined in governmental accounting, but is intended solely to constitute an earmarking
of certain moneys and investments for certain purposes and to establish certain priorities for
application of such moneys and investments as herein provided. The moneys and investments
required to be accounted for in the foregoing fund established herein may be deposited in a
single fund or account, provided that adequate accounting records are maintained to reflect the
allocation of the moneys and investments on deposit therein into the fund established hereunder
and to control the restricted uses of such moneys and investments for the various purposes as
herein provided.
The City shall not be required to make any further payments into the Sinking Fund when
the aggregate amount of money and Authorized Investments in said funds and accounts is at least
equal to the total principal of and interest on the Note then outstanding.
SECTION 11. EVENTS OF DEFAULT AND REMEDIES. If one or more of the
following events, herein called "Events of Default," shall happen, that is to say, in case:
(1) default shall be made in the payment of any installment of the principal of the
Note when the same shall become due and payable; or
(2) default shall be made in the payment of any installment of interest on the Note
when and as such installment of interest shall become due and payable; or
(3) 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 benefit of
its creditors, (d) consent to the appointment of a receiver of itself or of the whole or any
substantial part of its property, or (e) be adjudicated a bankrupt; or
(4) a court of competent jurisdiction shall enter an order, judgment or decree
appointing a receiver of the Pledged Funds, or of the whole or any substantial part of the City's
property, or approving a petition seeking reorganization of the City under the federal bankruptcy
laws or any other applicable law or statute of the United States of America or the State of
Florida, and such order, judgment or decree shall not be vacated or set aside or stayed within
60 days from the date of the entry thereof; or
3248/ATL 16.003/0-BANK-ORD 4 7 11-27-1995/15 I9pm
(5) under the provisions of any other law for the relief or aid of debtors, any court
of competent jurisdiction shall assume custody or control of the Pledged Funds or of the City
or of the whole or any substantial part of the City's property, and such custody or control shall
not be terminated or stayed within 60 days from the date of assumption of such custody or
control; or
(6) the City shall default in the due and punctual performance of any of the covenants,
conditions, agreements and provisions contained in the Note or in this ordinance on the part of
the City to be performed, including without limitation the covenant contained in paragraph (B)
of Section 10 hereof, and such default shall continue for 30 days after written notice specifying
such default and requiring the same to be remedied shall have been given the City by the
Lender;
then in each and every such case the Lender, or an agent or trustee therefor, may proceed to
protect and enforce its rights and the rights of the Lender by a suit, action or special proceeding
in equity or at law, by mandamus or otherwise, either for the specific performance of any
covenant or agreement contained herein or in aid or execution of any power herein granted or
for any enforcement of any proper legal or equitable remedy (including the appointment of a
receiver) as the Lender shall deem most effectual to protect and enforce the rights aforesaid.
In the event of a default described in (3), (4) or (5), above of this Section 11, all amounts due
under the Note shall automatically and immediately become due and payable without notice or
demand, which notice and demand are hereby expressly waived by the City.
No remedy herein conferred upon or reserved to the Lender 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 or by statute.
No delay or omission of the Lender to exercise any right or power accruing upon any
default shall impair any such right or power or shall be construed to be a waiver of any such
default, or an acquiescence therein; and every power and remedy given by this section to the
Lender may be exercised from time to time, and as often as may be deemed expedient.
If an Event of Default shall happen and shall not have been remedied, the City or a
receiver appointed for the purpose shall apply all Pledged Funds as follows and in the following
order:
(1) to the expenses incurred by the Lender or any trustee or receiver in enforcing the
City's obligations, including their reasonable attorneys' fees and costs, whether or not suit be
brought including, without limitation, the institution of voluntary or involuntary proceeding
under the U.S. Bankruptcy Code, including such fees and costs at trial or on appeal;
(2) to the payment of the reasonable and proper charges, expenses and liabilities of
the receiver;
(3) to the payment of interest and principal due on the Note.
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8
SECTION 12. APPLICATION OF NOTE PROCEEDS. All money received from
the sale of the Note shall be applied by the City to pay Project Costs and Refunding Costs.
SECTION 13. DEFEASANCE. If, at any time, the City shall have paid, or shall have
made provision for payment of, the principal and interest with respect to the Note and all costs
and expenses of the Lender payable under this Ordinance, then, and in that event, the pledge of
and lien on the Pledged Funds in favor of the Lender shall be no longer in effect and the City
shall have no further obligation to comply with the covenants contained in Sections 10(B), (C),
(D) and (E) hereof. For purposes of the preceding sentence, deposit of Federal Securities in
irrevocable trust with a banking institution or trust company, for the sole benefit of the Note,
with respect to which Federal Securities the principal of and interest will be sufficient to make
timely payment of the principal and interest on the Note, shall be considered "provision for
payment."
SECTION 14. DELIVERY OF NOTE. The delivery of the Note to the Lender is
hereby authorized. The Mayor or Vice Mayor, the City Clerk and City Attorney are each
designated agents of the City in connection with the execution and delivery of the Note and are
authorized and empowered, collectively or individually, to take all action and steps to execute
and deliver any and all instruments, documents or contracts on behalf of the City which are
necessary or desirable in connection with the execution and delivery of the Note to the Lender,
including but not limited to the modifications to Exhibit A hereto to conform to the Lender's bid
set forth in Exhibit B hereto.
SECTION 15. SEVERABILITY. If any one or more of the covenants, agreements, or
provisions of this ordinance should be held contrary to any express provision of law 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, agreements, or provisions shall
be null and void and shall be deemed separate from the remaining covenants, agreements or
provisions, and in no way affect the validity of all other provisions of this ordinance or of the
Note delivered hereunder.
SECTION 16. MODIFICATION AND AMENDMENT. No material modification or
amendment of this ordinance, or of any resolution amendatory hereof or supplemental hereto
may be made without the consent in writing of the Lender.
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9
SECTION 17. EFFECTIVE DATE. This ordinance shall take effect immediately upon
its enactment.
PASSED on First Reading November 13, 1995.
PASSED on Second Reading November 27, 1995.
Approved as to form, sufficiency and
correctness:
//,
I .. Atli 411A fit_
#ty Attorney' ayor/Presiding Officer
ATTEST:
Cit- Clerk
3248/ATL 16.003/0-BANK-ORD.4 I I-27-1995/15:I9pm
10
EXHIBIT "A"
No. $
UNITED STATES OF AMERICA
STATE OF FLORIDA
CITY OF ATLANTIC BEACH
REVENUE NOTE, SERIES 1995
KNOW ALL MEN BY THESE PRESENTS, that the City of Atlantic Beach, Florida
(hereinafter called the "City"), for value received, hereby promises to pay to
(the "Lender") as herein provided, in accordance
with the repayment schedule attached hereto as Schedule 1, solely from the pledged funds
hereinafter mentioned, the principal sum of
and to pay solely from such pledged funds interest on the principal balance outstanding from
time to time at the rate of percent ( %) per annum, such interest being
payable on 1, 199_, and quarterly thereafter on each January 1, April 1, July 1 and
October 1. [The interest rate on this Note shall be subject to adjustment in certain events as
more particularly set forth on Schedule 2 attached hereto and by this reference incorporated
herein.]
Interest and principal payments other than the final principal payment shall be payable
by check or draft of the City mailed to the Lender at its address as it appears on the note
registration book maintained by the City. The final principal payment on this Note shall be
payable when due in immediately available funds upon presentation and surrender thereof to the
City.
Interest on this Note shall be calculated on the basis of a 360-day year, consisting of
twelve 30-day months.
In no event, however, shall interest be charged or paid in an amount in excess of the
maximum interest rate permitted to be paid under applicable law.
This Note is issued pursuant to the Constitution and Laws of the State of Florida,
particularly Chapter 166, Part II, Florida Statutes, and other applicable provisions of law, and
an ordinance duly enacted by the City Commission the City of Atlantic Beach, Florida on
, 1995 (herein referred to as the "Ordinance") for the purpose of providing funds
for the (i) refunding of the City's outstanding obligations under the Participation Agreement
between the City and First Municipal Loan Council, as amended (the "Refunding") and (ii)
acquisition and construction of certain capital improvements within the City (the "Project").
3248/ATL 16.003/O-BAN K-ORD 4 11-27-1995/15 19pm
A-1
The City has covenanted in the Ordinance to budget and appropriate in each Fiscal Year
while this Note is outstanding sufficient amounts, from legally available Non-Ad Valorem
Revenues, to pay the principal of and interest on this Note during such Fiscal Year, as more
particularly provided in the Ordinance (the "Pledged Funds").
This Note shall not constitute a general obligation or indebtedness of the City, and the
Lender shall never have the right to require or compel the levy of taxes on any property of or
in the City for the payment of the principal of and interest on this Note. This Note shall not
constitute a lien upon the Project, or upon any property of or in the City, but shall be payable
solely from the Pledged Funds in the manner provided in the Ordinance. Reference is made to
the Ordinance for the provisions relating to the security for payment of this Note and the duties
and obligations of the City hereunder.
This Note may be prepaid in whole or in part prior to its stated date of maturity, at the
option of the City, at any time, without premium, and such prepayments shall be applied to
reduce the principal balance of the Note remaining outstanding and unpaid in the manner
described in the Ordinance.
This Note may not be transferred or assigned by the Lender without the prior consent of
the City.
It is hereby certified, recited and declared that all conditions, things, and acts required
to exist, to happen, and to be performed precedent to and in connection with the issuance of this
Note, exist, have happened, and have been performed in regular and due form and time as
required by the Laws and Constitution of the State of Florida applicable thereto, and that the
issuance of this Note does not violate any constitutional or statutory limitations or provisions.
IN WITNESS WHEREOF, the City of Atlantic Beach, Florida has issued this Note and
has caused the same to be signed by its Mayor or Vice Mayor and its seal to be affixed hereto
and attested by the signature of its City Clerk, all as of the day of , 1995.
(SEAL) CITY OF ATLANTIC BEACH, FLORIDA
By:
Mayor/Presiding Officer
ATTEST:
City Clerk
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A-2
SCHEDULE 1
REPAYMENT SCHEDULE
Date Principal Interest Total
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A-3
SCHEDULE 2
ADJUSTMENTS TO INTEREST RATE IN CERTAIN EVENTS
Adjustment to Interest Rate
(a) Change in Maximum Corporate Tax Rate. If the maximum federal corporate
income tax rate for the Lender during any period in which interest is accruing, shall be other
than 35%, then the interest on the Note during such period shall be modified by multiplying the
interest on the Note (as adjusted) by a fraction equal to (1 - A)/.65 where A equals the
maximum marginal corporate income tax rate then in effect.
(b) Loss of Federal Income Tax Deduction for State Income Taxes. If the federal
income tax deduction for state income taxes paid on the interest on the Note during any period
is reduced because of any change in the tax laws or regulations then the interest on the Note
shall be increased during such period by an amount equal to A x B x C x D where:
(1) A equals the fraction (expressed as a decimal) of the total state income tax
disallowed as a result of such tax law change;
(2) B equals the rate of the applicable state income tax (expressed as a
decimal);
(3) C equals the maximum federal corporate tax rate then in effect for the
Lender (expressed as a decimal); and
(4) D equals the interest on the Note (expressed as a percentage).
(c) Partial Taxability. If the interest on the Note during any period becomes partially
taxable because of any change in the tax laws or regulations, then the interest on the Note shall
be increased during such period by an amount equal to (A - B) x C where:
(1) A equals the Taxable Rate (expressed as a percentage);
(2) B equals the interest on the Note (expressed as a percentage); and
(3) C equals the fraction of the interest on the Note which has become taxable
as the result of such tax change (expressed as a decimal).
3248/ATL 16.003/O-BAN K-ORD.4 11-27-1995/15 I9pm
A-4
(d) Loss of Deduction Under Section 265(b)(3)(B) of Internal Revenue Code. In the
event the Note is determined not to be a "qualified tax exempt obligation" within the meaning
of Section 265(b)(3)(B) of the Internal Revenue Code, then the original interest rate on the Note
shall be adjusted to % per annum and any intervening adjustments made shall be
recalculated using the adjusted rate.
(e) Other Change in Tax Laws. If the tax laws or regulations are amended to cause
the interest on the Note to be taxable, to be subject to a minimum tax or an alternative minimum
tax or to otherwise change the after tax yield on the Note to the Lender (directly or indirectly,
other than a change described in (a) through (d) above or because of a Determination of
Taxability) then the interest on the Note shall be adjusted to cause the yield on the Note, after
payment of any increase in tax, to equal what the yield on the Note would have been in the
absence of such change or amendment in the tax laws or regulations.
The above adjustments shall be cumulative, but in no event shall the interest on the Note
exceed the lesser of the maximum permitted by law or the Taxable Rate set forth below. The
above adjustments to the interest rate on the Note shall be effective on the effective date of the
applicable change in the tax laws or regulations. All tax rates and interest rates are expressed
as annual rates. However, proper partial adjustment shall be made if the tax law change is
effective after the first day of the Lender's tax year or if the interest on the Note does not accrue
for the entire tax year of the Lender. Adjustments which create a circular calculation because
the interest on the Note is affected by the calculation shall be carried out sequentially, adjusting
the interest on the Note accordingly in each successive calculation using as the new value the
adjusted interest rate on the Note, until the change on the interest rate on the Note caused by the
next successive calculation of the adjustment is de minimis. If more than one of paragraphs (a)
through (e) apply, then the interest on the Note shall be adjusted in the order in which listed
above.
Taxable Rate
Notwithstanding the foregoing, in the event of a "Determination of Taxability" (as
hereinafter defined), this Note shall bear interest at the rate of
percent ( %) per annum (the "Taxable Rate"), from and after and retroactively to the date
as of which such Determination of Taxability is made and the Noteholder shall be entitled to
such additional interest on this Note. For purposes hereof, "Determination of Taxability" means
the circumstance of the interest on the Note becoming includable for federal income tax purposes
in the gross income of the Lender as a consequence of any act, omission or event whatsoever
and regardless of whether the same was within or beyond the control of the City. A
Determination of Taxability will be deemed to have occurred upon (i) the receipt by the City or
the Lender of an original or a copy of an Internal Revenue Service Technical Advice
Memorandum or Statutory Notice of Deficiency which holds that the interest on the Note is
includable in the gross income of the Lender; (ii) the issuance of any public or private ruling
of the Internal Revenue Service that the interest on the Note is includable in the gross income
of the Lender; or (iii) receipt by the City or Lender of an opinion of a Bond Counsel that the
interest on the Note has become includable in the gross income of the Lender for federal income
tax purposes. For all purposes of this definition, a Determination of Taxability will be deemed
3248/ATL 16.003/0-BANK-ORD.4 11-27-1995/15 19pm
A-5
to occur on the date as of which the interest on the Note is deemed includable in the gross
income of the Lender.
In no event, however, shall interest be charged or paid in an amount in excess of the
maximum interest rate permitted to be paid under applicable law.
3248/ATL 16.003/O-BANK-ORD.4 11-27-1995/15:19pm
A-6
EXHIBIT "B"
COMMITMENT LETTER
3248/ATLI6.003/O-BANK-ORD.4 I I-27-1995/15:I9pm
B-1
EXHIBIT B _
ORDINANCE NO. 35-95-10
PROPOSAL, TO SERVE AS
TERM CREDIT PROVIDER
for
CITY OF ATLANTIC BEACH, FLORIDA
IN RESPONSE TO THE CITY'S REQUEST FOR FINANCING PROPOSALS FOR UP TO $ 1 ,450,000 FOR
GENERAL CAPITAL EXPENDITURES
p
NOVEMBER 9, 1995
SUNTRUST BANK, NORTH FLORIDA, NATIONAL ASSOCIATION
200 WEST FORSYTH STREET
JACKSONVILLE, FLORIDA 32202
MR. JOHN W. DIETZEN, JR.
CORPORATE BANKING OFFICER
(904) 632-2602
SUNTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION
200 SOUTH ORANGE AVENUE, M/C 0-I 106,TOWER I 0
ORLANDO, FLORIDA 32801
MR. EDWARD D. STULL, JR.
VICE PRESIDENT
(407) 237-6764
SunTrust Bank,North Florida,N.A.
Post Office Box 2340
Jacksonville,FL 32203-2340
Tel(904)632-2900
SuiiThus
T
November 9, 1995
Ms. Ann B. Meuse, CPA
Finance Director
City of Atlantic Beach
800 Seminole Road
Atlantic Beach, Florida 32233-5445
Re: Response to Request for Bid Proposals
Dear Ms. Meuse:
SunTrust Bank, North Florida,National Association and SunTrust Bank, Central Florida, National
Association are pleased to present the enclosed bid in response to the City of Atlantic Beach's
Request for Bids - Capital Expenditures dated November 2, 1995. We have submitted a response
to the$1,150,000 term loan and an alternative proposal to the$300,000 lease/purchase. SunTrust's
Leasing department will be submitting a separate bid on the lease/purchase portion of the RFB
under separate cover.
Our review of the RFB indicates that in the current market the optimal financing strategy for the
City may be to consider a term loan versus a lease. The difference between the term loan and a
lease, from the City's perspective would be:
1. The term loan appears on the balance sheet as long term debt, versus the off
balance sheet item of an operating lease.
2. The City will covenant to budget and appropriate from legally available non
ad valorem revenues as compared to an annual appropriations clause which
allows for the reversion of the asset ownership to the lessor if the
appropriation is not made. In other words, the City will not have a non
appropriations clause in the term loan, but will be in default if it fails to
appropriate sufficient debt service annually to meet the loan payment.
fE
•
Thank you for the opportunity to allow us to present this proposal to the City of Atlantic Beach.
Our financing proposals are described in detail in the enclosed materials. Although there would be
certain efficiency in selecting both proposals,neither proposal is conditioned on the selection of the
other. We look forward to hearing from you soon.
Best regards,
6)104 IVA*/
Edward D. Stull, Jr. J W. Dietzen, Jr.
Vice President corporate Banking Officer
SunTrust Bank, Central Florida N. A. SunTrust Bank,North Florida,N.A.
•
• cc: Mr. Gene Cahalan
Mr. Mark Galvin
P
REQUEST FOR BID - ADDENDUMS
City of Atlantic Beach,Florida SunTrust Bank,Central Florida,N.A.and SunTrust Bank,North Florida,N.A..
11/06/95 10:34 Cr407 849 5505 FUCYC PUB FIN lm 002
•
CITY OF
/*td tcc &Id - 96rrldie.
r 800 Sri 1 OLE ROAD
4 _ _ _ ATLANTIC REACH.FLORIDA 14213.5445
TELEPHONE(904)2474800
MitPAX(904)247.U0
�` 1 SUNCOM 852-5800
November 6, 1995
ADDENDUM#001
"REQUEST FOR BID
"BANK QUALIFIED" TAX-EXEMPT FINANCING
CITY OF ATLANTIC BEACII,FLORIDA"
This addendum shall modify and become a part of the original Request for Bid Proposals. All
proposers shall acknowledge this addendum by attaching it to the fmnt of your proposal.
Current Language:
ire nes- n
B. The City requires a fixed rate loan.
4. Prepayment-Payment in full will be allowed at any time and in part on any interest
payment date with no prepayment penalty or premium.
Changes areas follows:
B. The City requires a fixed rate loan.
4. Prepayment-The Loan will be subject to prepayment prior to maturity, at the option
of the City; please include your prepayment policy.
Current Language:
Bid Requircm nts - .F.ar /Purchase
B. The City requires a fixed rate lease/purchase.
4. Prepayment-Payment in full will be allowed at any time and in part on any interest
payment date with no prepayment penalty or premium.
11/U0/LO iU:09 411164k v+o VVVV rarwv aaw aad, ---
ChangCLIMASIOIKME.
B. The City requires a fixed rate lease/purchase.
4. Prepayment-state your prepayment policy.
Ann Meuse
Finance Director
11/08/95 10:20 12407 649 5505 FUCXC PUB FIN It 002
_ ,1
CITY OF
fileteutrie Eead 96u-ea
800 SEMTNOLE ROAD
.',a � —••— _ — ATLANTIC BEACH,FLORIDA 32233-5446
TELEPHONE(904)247-5800
;,o., FAX(904)247-5805
5'UNCOM 8525400
November 8, 1995
ADDENDUM#002
"R'EQUEST FOR BID
"BANK QUALIFIED" TAX-EXEMPT FINANCING
CITY OF ATLANTIC BEACH,FLORIDA"
This addendum shall modify and become a part of the original Request for Bid Proposals. All
proposers shall acknowledge this addendum by attaching it to the front of your proposal.
Current Language:
Bid Requirements- Lon
B. The City requires a fixed rate loan.
1. Project Requirement: $1,150,000 amortized over either 10 or 15 years
Changssre as follows.
B. The City requires a fixed rate loan.
1. Project Requirement: $1,150,000 amortized over 10 years only.
4'7141./
Ann Meuse
Finance Director
11/02/95 18:08 e'407 848 5305 FUCYC PUB FIN
CITY OF
' _ w .4/aistee ro&acc - 7lcrseee t
800 SRMINOLF.ROAD
ATLANTIC BEACH,t LOK1DA S2235-5445
TELEPHONE(904)247-5800
FAX(904)247.5805
S UNCOM M2-5500
November 2, 1995
Mr. Michael Miller
SunBank, N.A
P.O. Box 3833
Orlando, TSL 32801
Re. Request for Bids - Capital Expenditures
Dear Mr. Miller:
Attached is the City of Atlantic Beach's Request for Bid (the "RFB") for a bank loan and
lease/purchase. The City is requesting written bids from qualified commercial banks for the purpose
of selecting a bank to finance$1,450,000 in General Capital Expenditures ($1,150,000 bank loan
and$300,000 lease/purchase). All detailed information requirements are outlined in the enclosed
Request for Bid.
All proposals must be received no later than 4:00 P.M. on November 10, 1995.
Please refrain from contacting any member of the City Commission during this selection process.
If you have any questions or need any additional information, please contact me at (904) 247-5807.
Sincerely,
4,7vrtd
Ann B. Meuse, CPA
Finance Director
Enclosure
11/UZ/85 15:ue 174u7 D4tl oouo ru6ak. run ri+1 �---
•
111
REQUEST FOR BID
"BANK QUALIFIED" TAX-EXEMPT FINANCING
CITY OF ATLANTIC BL&CH,FLORIDA
Introduction
The City of Atlantic Beach,Florida(the "City") is seeking to finance certain Capital Expenditures,
incliu1inc (1) the refinancing of a balloon payment on a City Hall Note and several additional
projects detailed below and (2)the lease/purchase of vehicles and equipment The purpose of this
Request for Bid(the"RFB")is to identify the financial institution which can provide the City with
the lowest overall cost of capitaL The City is interested in fixed rate proposals only. Assuming a
closing before December 31, 1995, interest on the financing will be tax-exempt to the holder as a
"qualified tax-exempt obligation"within the meaning of Section 265(b)(3)of the Internal Revenue
Code of 1986. Legal opinion will be provided by the City's Bond Counsel, Squire, Sanders &
Dempsey.
Pr cis
ice:
Refinance City Hall Note $ 652135
Renovations to Public Safety Building 237,865
Park Improvement 220,000
Renovations to Lifeguard Building 40 000
amp
Project Requirement $1,150,000
Lease/Purchase:
800 MHTZ Radio System $150,000
Purchase of Vehicles and Computer Hardware 150 000
Lease/Purchase Requirement $300,000
Submission of Bids
•
Five (5) sealed copies of the response to this RFB are due on or before 4:00 p.m. November 10,
1995. Proposals must be marked "Request for Bid- Capital Expenditures" and addressed to:
Ms. Anne Meuse
Finance Director
City of Atlantic Beach
800 Seminole Road
Atlantic Beach, FL 32233-5445
11/02/95 16:07 17407 649 b505 ruw. ruts rIA "
Three copies of the bid must also be received by:
Mr. Gene Cahalan
Managing Director
First Union Capital Markets Corp.
301 S. College Street, 8th Floor
• Charlotte,NC 28288
• (1 copy)
Mr. Mark Galvin
First Union Capital Markets Corp.
20 North Orange Avenue
1st Floor-MC/FL2106
Orlando, FL 32801
(2 copies)
Texma_and Conditions
Please provide a separate bid for the loan and the lease/purchase.
All Bids must be firm. Please state expiration date of each Bid.
'The City requires the loan to be closed by November 30, 1995.
The City requires the lease/purcbase to be closed by December 31, 1995
The City anticipates using its Bond Counsel in the preparation of any and all required documents,
including ordinances and resolutions required by the bidder to be part of the Closing Documents.
The City reserves the right to reject any and all proposals, to waive any irregularities and
informalities, to readvcrtise for proposals or to take any other actions that may be deemed to
be in the best interest of the City.
Questions and Additional Tn ormation
Proposers, their agents and/or associates shall refrain from contacting or soliciting any City
Commissioner regarding this RFB during the selection process. Failure to comply with this
provision may result in the disqualification of the proposer. All requests for clarification or
additional information should be directed to either:
Ms. Anne Meuse
Finance Director
(904)247-5807
(904)247-5819(fax)
. or
11/02/85 15.07 174U/ 0410 oaua ruu . ruD
Mr. Gene Cahalan
Managing Director
(704) 374-2671
(704)383-9545 (fax)
or
Mr. Mark Galvin or Mr. David Kasdin
Vice President and Assistant Vice President
(407) 649-5504 or(407) 649-5164
(407)649-5505 (fax)
Evaluation/Seledion Process
The Bids will be evaluated on the basis of cost, lowest all-in interest rage and acceptance of
financing covenants or conditions. The City reserves the right to waive technicalities or
irregularities in proposals at its discretion or to reject any or all proposals. Interested firms will
agree that contracts shall be governed by the laws of the State of Florida_
Aid Requirements -Loan
A. Identify the individuals that would have primary responsibility for this transaction. Please
include copies of current resumes for such individuals.
B. The City requires a fixed rate loan. Your response should be based on the following terms
and assumptions:
1. Project Requirement; $1,150,000 amortized over either 10 or 15 years (two options: (a)
funded at closing or (b) drawdown note; assume $652,135 is funded at dosing with
$497,865 drawn down in six (6) equal monthly draws). Please provide amortization
schedule(s)for both options and each maturity structure(10 and 15 years).
2. Include all the Bank's closing costs and the City's closing costs in total loan amount. For
analysis purposes, assume the City will incur $25,000 in closing costs.
3. Amortization - Level Annual Debt Service (Principal and Interest), payable quarterly on
January 1, April 1, July 1 and October 1, beginning April 1, 1996.
4. Prepayment - Payment in full will be allowed at any time and in part on any interest
payment date with no prepayment penalty or premium.
5. Security-Covenant to budget and appropriate legally available non-ad valorem revenues.
6. No Capitalized Interest
C. Please provide all covenants or conditions associated with the Bid.
11/02/95 18:07 0407 849 5505 PUDIC PUB FIN ®008
D. The insnnrtian must set forth(estimate if necessary)closing costs and any ongoing
fees inherent
in this transection. Please identify your proposed legal counsel and include a not-to-exceed fee
for legal services. The City will assume no responsibility for fees or expenses not disclosed in
detail in your response.
Bid BeClUirclarAl
A. Identify the individuals that would have primary responsibility for this transaction. Please
include copies of current resumes for such individuals.
B. The City requires a fixed rate lease/purchase. Your response should be based on the
following terms and assumptions.
1. Lease/Purchase Requirement $300,000 amortized over three(3)years (funded at closing).
Please provide amortization schedule(s).
2. Include all the Bank's closing costs and the City's closing costs in the total lease/purchase
amount For analysis purposes, assume the City will incur $25,000 in closing costs.
3. Amortization - Level Annual Debt Service (Principal and Interest), payable monthly
beginning February 1, 1996.
4. Prepayment - Payment in full will be allowed at any time and in part on any interest
payment date with no prepayment penalty or premium.
5. Security -Covenant to budget and appropriate legally available non-ed valorem revenues.
C. Please provide all covenants or conditions associated with the Bid.
D. The institution must set forth(mate if necessary) closing costs and any ongoing fees inherent
in this transaction. Please identify your proposed legal counsel and include a not-to-exceed fee
for legal services. The City will assume no responsibility for fees or expenses not disclosed in
detail in your response.
The City reserves the right to.choose different vendors for the loan and lease/purchase.
Individual Bids for the loan and lease/purchase may be submitted in one package or
separately-
11/02/95 16:08 4407 649 5505 FUCK PUH rix miuut
Public Entity Crimes
A person or affiliate who has been placed on the convicted vendor list following a conviction for
a public entity crime may not submit a bid on a contract to provide any goods or services to a public
entity,may not submit a bid on a contract with a public entity for the construction or repair of public
building or public work, may not submit bids on leases of real property to a public entity, may not
be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract
with any public entity, and may not transact business with any public entity in excess of the
threshold amount provided in Section 257.017,for CATEGORY TWO for a period of 36 months
from the date of being placed on the convicted vendor list
Tentative Timef rime
A. Prod Timptable
November 2, 1995 RFB issued.
November 10, 1995 Written proposals due on or prior to 4:00 p.m.
Selection of the financial institution will be determined affix review of the bids.
I
RESPONSE TO REQUEST FOR SID
City of Atlantic Beach, Florida SunTrust Bank,Central Florida,N.A.and SunTrust Bank, North Florida,N.A..
—Term Sheet:November 9, 1995--
SunTrust Bank
Response to Request for Bid
City of Atlantic Beach, Florida
Summary of Terms and Conditions
Borrower: City of Atlantic Beach, Florida
Banks: SunTrust, North Florida, National Association and SunTrust,
Central Florida, National Association
Amount: A) $1,150,000
B) $ 300,000
Closing Date: A) On or before November 30, 1995
B) On or before December 31, 1995
Terms: A) A term loan to expire on January 1, 2006. Principal and interest
on the loan shall be payable quarterly on January 1, April 1, July
1, and October 1, beginning April 1, 1996.
B) A term loan to expire on January 1, 1999. Principal and interest
on the loan shall be payable monthly beginning February 1, 1996.
Maturity: A) January 1, 2006
B) January 1, 1999
Purpose: A) To refinance the balloon payment on a City Hall note and several
additional projects
B) To purchase vehicles and equipment
Security: A&B) Covenant to budget and appropriate legally available non-ad
valorem revenues.
City of Atlantic Beach,Florida SunTrust Bank, Central Florida,N.A.and SunTrust Bank,North Florida,N.A..
1
I
Interest Rate: A) The Bank shall establish a stepped coupon term loan with an initial
rate of 4.40% and a weighted average fixed rate of 4.94%. Please
see the Attachment I for a breakdown of the coupon rates for each
year.
B) Fixed interest rate of 4.43%.
Conditions: 1) Legal documentation will be prepared Borrower's counsel and be
reviewed by Iry Weinstein of Rogers, Towers, Bailey et al in
Jacksonville. Total legal fees for the review of the documents shall
be $0.
2) All matters relating to this loan, including all instruments and
documents required, are subject to Lender's policies and procedures
in effect, applicable governmental regulations and/or statutes, and
approval by Lender and Lender's Counsel.
3) Borrower shall submit annual audited statements within 210 days
of fiscal year end, together with an annual budget within 30 days of
adoption, together with any other information the Bank may
reasonably request.
4) A written opinion from Borrower's Counsel, in form and substance
acceptable to Lender and Lender's Counsel, that all documents are
valid, binding and enforceable in accordance with their terms, that
execution and delivery of said documents has been duly authorized,
and addressing such other matters as Lender and Lender's Counsel
deem appropriate.
5) The tax-exempt interest rates quoted herein take into consideration
a corporate tax rate of 35%. In the event of a change in the
maximum corporate tax rate, the Bank shall have the right to adjust
the interest rate in order to maintain the same after tax yield.
6) The Bank shall have the right to adjust the tax-exempt interest rate
in order to maintain the same after tax yield if any amendments to
existing law are enacted which would adversely affect the Bank's
after tax yield including any "determination of taxability"as will be
defined in the loan documentation.
City of Atlantic Beach, Florida SunTrust Bank, Central Florida, N.A. and SunTrust Bank, North Florida, N.A..
11
I
The interest rates quoted herein assumes the obligations is a
"qualified tax-exempt obligation"as defined in Section 265(b)(3) of
the Internal Revenue Service Code. If the borrowings hereunder
are not qualified tax exempt obligations, then the rate shall be
adjusted to provide the Bank with the same after tax yield.
8) The Borrower shall comply with and agree to such other covenants,
terms, and conditions, that may be reasonably required by the Bank
and its counsel and are customary in tax-exempt financings of this
nature. These covenants would include, but are not to be limited
to, covenants regarding compliance with laws and regulation,
remedies in the event of default and bond counsel's opinion
regarding the tax exempt and "bank qualified"nature of the facility.
9) Future borrowings secured by a covenant to budget and appropriate
legally available non-ad valorem revenues will be limited to ensure
that the City's annual debt service with the aforementioned security
will not exceed the combined unrestricted, unreserved fund equity
in the City's General and Special Revenue funds.
City of Atlantic Beach, Florida SunTrust Bank, Central Florida,N.A. and SunTrust Bank, North Florida, N.A.. •
111
I
RESPONSE TO REQUEST FOR BID - LOAN
City of Atlantic Beach,Florida SunTrust Bank,Central Florida,N.A.and SunTrust Bank,North Florida,N.A..
I
A. Identify the individuals that would have primaryresponsibilityfor this transaction and discuss their
availability. Include a description of their direct involvement and relevant experience with similar
financings.
The following individuals are members of SunTrust Bank, North Florida, National
Association's relationship team:
Phillip E. Wright
Chairman/President and Chief Executive Officer
SunTrust Bank, North Florida, National Association
Mr. Wright has been with SunTrust Banks, Inc. since 1973, primarily in Atlanta, with the last four
years in our SunTrust affiliate office in New York. He joined SunTrust Bank, North Florida, N.A.
in January 1990. Mr. Wright holds a B.A.from the University of Georgia and an M.B.A.from
the University of Utah. His community involvement includes the Cornerstone Committee,
Jacksonville Chamber of Commerce; Chairman-elect, Jacksonville Symphony Association;
President, Dreams Come True; Board of Directors, First Coast YMCA; Arts Assembly of
Jacksonville.
Raymond H. Norton
Senior Vice President
SunTrust Bank, North Florida, National Association
Mr. Norton has the distinction of being the first employee recruited by SunTrust, North Florida,
N.A. when it was founded in 1955. His responsibilities primarily focus on institutional banking.
He is a graduate of the School of Consumer Banking at the University of Virginia. Community
involvement includes the Rotary Club of Arlington and the Jacksonville Port Authority.
John W. Dietzen, Jr.
Corporate Banking Officer
SunTrust Bank, North Florida, National Association
Mr. Dietzen will be the primary local banking contact. Mr. Dietzen has been with SunTrust Bank,
North Florida, N.A. for three years. He holds a B.S. degree in Finance from Auburn University
and an M.B.A. from the University of North Florida. Prior to this tenure with the Bank, Mr.
Dietzen served eight years as a Naval Flight Officer flying the P-3 Orion naval aircraft at the
Naval Air Station in Jacksonville. His community involvement includes: Family Counseling
Services (Treasurer), the First Coast Manufacturers Association, and the U.S. Naval Reserve
(flight officer for Patrol Squadron 62 at NAS Jacksonville).
City of Atlantic Beach, Florida SunTrust Bank, Central Florida, N.A. and SunTrust Bank,North Florida, N.A..
iV
1
Michael J. Miller
First Vice President
Institutional & Governmental Banking
SunTrust Bank, Central Florida, National Association
Mr. Miller joined SunTrust, Central Florida, N.A. as manager of the Institutional and
Governmental Banking Group in October 1994. Mr. Miller received his B.A. in Economics from
the Maxwell School of Public Administration at Syracuse University and his M.B.A. in Finance
from Rochester Institute of Technology. He joined SunTrust in 1986 after eleven years with Chase
Manhattan Bank as a relationship manager in the municipal lending group. In nine years of
combined corporate lending and municipal lending for SunTrust, he has been involved in
numerous financings for hospitals, municipalities, and nonprofit organizations.
Edward D. Stull, Jr.
Vice President
Institutional & Governmental Banking
SunTrust Bank, Central Florida, National Association
Mr. Stull will serve as the governmental banking specialist for the City of Atlantic Beach's
account. Mr. Stull received his B.A. in Finance from the University of Florida and joined
SunTrust Bank, Central Florida, N.A. in 1988. With ten years of banking experience, Mr. Stull
has knowledge in the Corporate Cash Management and Corporate Lending areas. Current
responsibilities include the relationship management of Institutional and Governmental clients
located throughout the State of Florida.
City of Atlantic Beach, Florida SunTrust Bank, Central Florida,N.A. and SunTrust Bank. North Florida, N.A..
V
I
Bid Requirements - Loan
B. The City requires a fixed rate issue with a maturity of 10 years.
1. Project requirement:$1,150,000 amortized over 10 years(two options:(a) Funded at closing
or(b)drawdown note)
The terms of the proposals and the amortization of the loan in options a and b are shown
in Appendix I.
2. Include all of the Bank's closing costs and the City's closing costs in total loan amount.
The City of Atlantic Beach will incur no Bank closing costs in this transaction.
3. Amortization - Level Annual Debt Service (Principal and Interest) -payable quarterly on
January 1,April 1,July 1, and October 1, beginning April 1, 1996. Include all of the Bank's
closing costs and the City's closing costs in total loan amount.
The terms of the proposals and the amortization of options a and option b are shown in
Appendix I.
4. Prepayment Penalties-State your prepayment penalty - L
There will be no penalty for the early repayment of this loan.
5. Security-Covenant to budget and appropriate legally non-ad valorem revenues.
The security on this loan will be the covenant to budget and appropriate legally non-ad
valorem revenues.
6. No Capitalized Interest
There will be no capitalized interest on this loan.
City of Atlantic Beach, Florida SunTrust Bank, Central Florida,N.A. and SunTrust Bank, North Florida,N.A..
Vi
I
Bid Requirements - Loan (contd.)
IC. Please provide all covenants, or conditions associated with the Bid..
1. The City will agree to a covenant to budget and appropriate legally
available non-ad valorem revenues as security on this loan.
2. The City will provide copies of its financial statements and budgets on an
annual basis.
3. Future borrowings secured by a covenant to budget and appropriate legally
available non-ad valorem revenues will be limited to ensure that the City's
annual debt service with the aforementioned security will not exceed the
combined unrestricted, unreserved fund equity in the City's General and
Special Revenue funds.
D. The institution must set forth(estimate if necessary)closing costs and any ongoing fees inherent in this
transaction. Please identify your proposed legal counsel and include a not-to-exceed fee for legal
services. The City will assume no responsibility for fees or expenses not disclosed in detail in your
response.
The City of Atlantic Beach will incur no Bank closing costs in this transaction. Legal
documentation will be prepared Borrower's counsel and be reviewed by Iry Weinstein of
Rogers, Towers, Bailey et al in Jacksonville.
City of Atlantic Beach,Florida SunTrust Bank,Central Florida,N.A.and SunTrust Bank,North Florida,N.A..
VII
I
RESPONSE TO REQUEST FOR IUDs LEASE/IPURCHASE
am
City of Atlantic Beach, Florida SunTrust Bank, Central Florida,N.A.and SunTrust Bank,North Florida,N.A..
Bid Requirements - Lease/Purchase (Term Loan)
A. Please see Bid Requirements - Loan section for a list of individuals that would have
responsibility for this transaction.
B. The City requires a fixed rate issue with a maturity of 10 years.
1. Project requirement:$300,000 amortized over 3 years, funded at closing.
The term of the proposal and the amortization of the loan is shown in Appendix II.
2. Include all of the Bank's closing costs and the City's closing costs in total loan amount. `
The City of Atlantic Beach will incur no Bank closing costs in this transaction.
3. Amortization-Level Annual Debt Service(Principal and Interest)-payable monthly beginning
February 1, 1996.
,. The term of the proposal and the amortization of the loan is shown in Appendix II.
4. Prepayment Penalties-State your prepayment penalty `
There will be no penalty for the early repayment of this loan.
5. Security-Covenant to budget and appropriate legally nomad valorem revenues.
The security on this loan will be the covenant to budget and appropriate legally non-ad
valorem revenues.
City of Atlantic Beach, Florida SunTrust Bank, Central Florida,N.A. and SunTrust Bank, North Florida, N.A..
Vii'
a
Bid Requirements - Lease/Purchase (Term Loan) (contd.)
C. Please provide all covenants, or conditions associated with the Bid..
1. The City will agree to a covenant to budget and appropriate legally
available non-ad valorem revenues as security on this loan.
2. The City will provide copies of its financial statements and budgets on an
annual basis.
3. Future borrowings secured by a covenant to budget and appropriate legally
available non-ad valorem revenues will be limited to ensure that the City's
annual debt service with the aforementioned security will not exceed the
combined unrestricted, unreserved fund equity in the City's General and
le. Special Revenue funds.
D. The institution must set forth(estimate if necessary)closing costs and any ongoing fees inherent in this
transaction. Please identify your proposed legal counsel and include a not-to-exceed fee for legal
services. The City will assume no responsibility for fees or expenses not disclosed in detail in your
response.
The City of Atlantic Beach will incur no Bank closing costs in this transaction. Legal
documentation will be prepared Borrower's counsel and be reviewed by Iry Weinstein of
Rogers, Towers, Bailey et al in Jacksonville
City of Atlantic Beach,Florida SunTrust Bank,Central Florida,N.A.and SunTrust Bank,North Florida,N.A..
lx
I
Public Entity Crimes
A person or affiliate who has been placed on the convicted vendor list following a
conviction for a public entity crime may not submit a bid on a contract to provide
any goods or services to a public entity, may not submit a bid on a contract with a
public entity for the construction or repair of public building or public work may not
submit bids on leases of real property to a public entity, may not be awarded or
perform work as a contractor, supplier, subcontractor, or consultant under a contract
with any public entity, and may not transact business with any public entity in excess
of the threshold amount provided in Section 287.017, for CATEGORY TWO for a
period of 36 months from the date of being placed on the convicted vendor list.
SunTrust Bank, North Florida, N.A. and SunTrust Bank, Central Florida , N.A. have not
ever been placed on the convicted vendor list. (See the attached sworn statement)
a.
City of Atlantic Beach, Florida SunTrust Bank, Central Florida, N.A. and SunTrust Bank, North Florida, N.A..
X
SWORN STATEMENT UNDER SECTION 287.133(3)(A),
FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES
THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER
OFFICIAL AUTHORIZED TO ADMINISTER OATHS.
1. This sworn statement is submitted to City of Atlantic Beach
[print name of the public entity]
by John W. Dietzen.Jr.
[print individual's name and title]
for SunTrust Bank. North Florida. National Association
[print name of entity submitting sworn statement]
whose business address is
200 West Forsyth St.
Jacksonville. Florida 32202
and(if applicable) its Federal Employer Identification Number(FEIN) is 59-2232980
(If the entity has no FEIN, include the Social Security Number of the individual signing this
sworn statement : ,)
2. I understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes, means a
violation of any state or federal law by a person with respect to and directly related to the transaction of
business with any public entity or with an agency or political subdivision of any other state or of the United
States, including, but not limited to, any bid or contract for goods or services to be provided to any public
entity or an agency or political subdivision of any other state or of the United States and involving antitrust,
in fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation.
3. I understand that "convicted" or "conviction" as defined in Paragraph 287.133(1)(b), Florida Statutes, means
a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any
federal or state trial court of record relating to charges brought by indictment or information after July 1,
1989, as a result of a jury verdict, nonjury trial, or entry of a plea of guilty or nolo contendere.
4. I understand that an "affiliate" as defined in Paragraph 287.133(1)(a), Florida Statutes, means:
1. A predecessor or successor of a person convicted of a public entity crime: or
2. An entity under the control of any natural person who is active in the management of the entity and who
has been convicted of a public entity crime. The term "affiliate" includes those officers, directors,
executives, partners, shareholders, employees, members, and agents who are active in the management of
an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or
a pooling of equipment or income among persons when not for fair market value under an arm's length
agreement, shall be a prima facie case that one person controls another person. A person who knowingly
enters into a joint venture with a person who has been convicted of a public entity crime in Florida during
the preceding 36 months shall be considered an affiliate.
5. I understand that a "person" as defined in Paragraph 287.133(1)(e), Florida Statutes means any natural person
or entity organized under the laws of any state or of the United States with the legal power to enter into a
binding contract and which bids or applies to bid on contracts for the provision of goods or services let by
a public entity, or which otherwise transacts or applies to transact business with a public entity. The term
"person" includes those officers, directors, executives, partners, shareholders, employees, members, and
agents who are active in management of an entity.
6. Based on information and belief, the statement which I have marked below is true in relation to the entity
submitting this sworn statement. [indicate which statement applies.]
X Neither the entity submitting this sworn statement, nor any of its officers, directors, executives,
partners, shareholders, employees, members, or agents who are active in the management of the entity, nor
any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1,
1989.
The entity submitting this sworn statement, or one or more of its officers, directors, executives,
partners, shareholders, employees, members or agents who are active in the management of the entity, or
an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1,
1989.
The entity submitting this sworn statement, or one or more of its officers, directors, executives,
partners, shareholders, employees, members, or agents who are active in the management of the entity, or
an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1,
1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida,
Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it
was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list.
[attach a copy of the final order]
I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE
PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE)ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND,
THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED.
I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING
INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017,FLORIDA
STATUTES FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM.
Sun sB North Florida,National Association
[si tur
John,W. Dietzen,Jr.,Corporate Banking Officer
Sworn to and subscribed before me this 9th day of November , 19 95 .
Personally known XX \/1.
C-
OR Produced identification Notary Public - State of Florida
My 5ommission expires
(Type of identification) V lc-
(Printed typed or stamped
Commissioned name of notary public)
4,,tA44e,, VICTORIA T COX
o My Commission CC4e17215
W1 ik$..9 * Expires May.09,1999
Form PUR 7068(Rev.06/18/92) NJ,a t 1.• ! Bonded by qty
mi=\pubcnme.blk 11FoF F101'`' 800-85246878
SWORN STATEMENT UNDER SECTION 287.133(3)(A),
FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES
THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER
OFFICIAL AUTHORIZED TO ADMINISTER OATHS.
1. This sworn statement is submitted to City of Atlantic Beach
[print name of the public entity]
by Edward D. Stull. Jr.. Vice President
[print.individual's name and title]
for SunTrust Bank. Central Florida. National Association
[print name of entity submitting sworn statement]
whose business address is
200 South Orange Avenue
Orlando. Florida 32801
and (if applicable) its Federal Employer Identification Number(FEIN) is 59-1424500
(If the entity has no FEIN, include the Social Security Number of the individual signing this
sworn statement : .)
2. I understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes, means a
violation of any state or federal law by a person with respect to and directly related to the transaction of
business with any public entity or with an agency or political subdivision of any other state or of the United
States, including, but not limited to, any bid or contract for goods or services to be provided to any public
entity or an agency or political subdivision of any other state or of the United States and involving antitrust,
fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation.
3. I understand that "convicted" or "conviction" as defined in Paragraph 287.133(1)(b), Florida Statutes, means
a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any
federal or state trial court of record relating to charges brought by indictment or information after July 1,
1989, as a result of a jury verdict, nonjury trial, or entry of a plea of guilty or nolo contendere.
4. I understand that an "affiliate" as defined in Paragraph 287.133(1)(a), Florida Statutes, means:
1. A predecessor or successor of a person convicted of a public entity crime: or
2. An entity under the control of any natural person who is active in the management of the entity and who
has been convicted of a public entity crime. The term "affiliate" includes those officers, directors,
executives, partners, shareholders, employees, members, and agents who are active in the management of
an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or
a pooling of equipment or income among persons when not for fair market value under an arm's length
agreement, shall be a prima facie case that one person controls another person. A person who knowingly
enters into a joint venture with a person who has been convicted of a public entity crime in Florida during
the preceding 36 months shall be considered an affiliate.
5. I understand that a "person" as defined in Paragraph 287.133(1)(e), Florida Statutes means any natural person
or entity organized under the laws of any state or of the United States with the legal power to enter into a
binding contract and which bids or applies to bid on contracts for the provision of goods or services let by
a public entity, or which otherwise transacts or applies to transact business with a public entity. The term
"person" includes those officers, directors, executives, partners, shareholders, employees, members, and
agents who are active in management of an entity.
6. Based on information and belief, the statement which I have marked below is true in relation to the entity
submitting this sworn statement. [indicate which statement applies.]
X Neither the entity submitting this sworn statement, nor any of its officers, directors, executives,
partners, shareholders, employees, members, or agents who are active in the management of the entity, nor
any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1,
1989.
The entity submitting this sworn statement, or one or more of its officers, directors, executives,
partners, shareholders, employees, members or agents who are active in the management of the entity, or
an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1,
1989.
The entity submitting this sworn statement, or one or more of its officers, directors, executives,
partners, shareholders, employees, members, or agents who are active in the management of the entity, or
an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1,
1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida,
Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it
was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list.
[attach a copy of the final order]
I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE
PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE)ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND,
THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED.
I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING
INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017,FLORIDA
STATUTES FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM.
Ns
SunTrust Bank,Central Florida,National Association
liftlite,-
[signature]
Edward D. Stull,Jr., Vice President
Sworn to and subscribed before me this 9th day of November , 19 95 .
Personally known XX j . 1 . • ) LAA.
OR Produced identification otary Public -State of Florida
My commission expires id i. • • -
(Type of identification) S` r . a.' s e
(Printed typed or stamped
Commissioned name of notary public)
SHARI A. KENNEDY
Notary Public, State of Florida
My comm. M
ires ay
Form PUR 7068(Rev.06/18/92) .4 1996
num\pubcnme.blk Comm. No. CC 445984
I
ATTACHMENT I - OPTION A
p
•
City of Atlantic Beach,Florida SunTrust Bank, Central Florida,N.A.and SunTrust Bank,North Florida,N.A..
ATTACHMENT I
09-Nov-95 1:17 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANi'IC-1995B)
SOURCES AND USES OF FUNDS
City of Atlantic Beach, Florida
Capital Improvement Notes
Sources:
Bond Proceeds:
Par Amount 1,175,000.00
1,175,000.00
Uses:
•
Project Fund Deposits:
Project Fund 1,175,000.00
1,175,000.00
The stepped coupon rates shown will be applied against
the entire amount outstanding under the note for the
time period shown, not just against that portion of the
note due on the dates shown.
p
4110,
09-Nov-95 1:17 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANTIC-1995B)
BOND SUMMARY STATISTICS
City of Atlantic Beach, Florida
Capital Improvement Notes
Dated Date 12/01/1995
Delivery Date 12/01/1995
Last Maturity 1/01/2006
Arbitrage Yield 4.926298%
True Interest Cost (TIC) 4.926298%
Net Interest Cost (NIC) 4.938354%
All-In TIC 4.926298%
Average Coupon 4.938354%
Average Life (years) 5.582
Duration of Issue (years) 4.801
Par Amount 1,175,000.00
Bond Proceeds 1,175,000.00
Total Interest 323,894.64
Net Interest 323,894.64
Total Debt Service 1,498,894.64
Maximum Annual Debt Service 149,889.50
Average Annual Debt Service 148,650.71
Underwriter's Fees (per $1000)
Average Takedown
Other Fee
Total Underwriter's Discount
Bid Price 100.000000
Par Average Average
Bond Component Value Price Coupon Life
Stepped Coupon Term Bonds 1,175,000.00 100.000 4.938% 5.582
1,175,000.00 5.582
All-In Arbitrage
TIC TIC Yield
Par Value 1,175,000.00 1,175,000.00 1,175,000.00
+ Accrued Interest
+ Premium (Discount)
- Underwriter's Discount
- Cost of Issuance Expense
- Other Amounts
Target Value 1,175,000.00 1,175,000.00 1,175,000.00
Target Date 12/01/1995 12/01/1995 12/01/1995
• Yield 4.926298% 4.926298% 4.926298%
09-Nov-95 1:17 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANTIC-1995B)
11110 STATEMENT OF ASSUMPTIONS
City of Atlantic Beach, Florida
Capital Improvement Notes
Bond Variable Rate Table
Begin End Interest
Date Date Rate
12/01/1995 4/01/1997 4.400%
4/01/1997 4/01/1998 4.650%
4/01/1998 4/01/1999 4.800%
4/01/1999 4/01/2000 4.950%
4/01/2000 4/01/2001 5.050%
4/01/2001 4/01/2002 5.200%
4/01/2002 4/01/2003 5.300%
4/01/2003 4/01/2004 5.450%
4/01/2004 4/01/2005 5.650%
4/01/2005 1/01/2006 5.850%
p
09-Nov-95 1:17 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANTIC-1995B)
IIBOND SOLUTION
' City of Atlantic Beach, Florida
Capital Improvement Notes
Period Proposed Proposed Total Adj
Ending Principal Debt Service Debt Service
Jan 1, 1995
Jan 1, 1996
Jan 1, 1997 94,466 149,889 149,889
Jan 1, 1998 101,427 149,889 149,889
Jan 1, 1999 104,527 149,890 149,890
Jan 1, 2000 108,377 149,889 149,889
Jan 1, 2001 112,927 149,889 149,889
Jan 1, 2002 118,041 149,890 149,890
Jan 1, 2003 123,772 149,889 149,889
Jan 1, 2004 130,019 149,889 149,889
Jan 1, 2005 136,823 149,889 149,889
Jan 1, 2006 144,621 149,889 149,889
1,175,000 1,498,895 1,498,895
09-Nov-95 1:17 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANPIC-1995B)
1 BOND DEBT SERVICE
City of Atlantic Beach, Florida
Capital Improvement Notes
I
Period Annual
Ending Principal Coupon Interest Debt Service Debt Service
Dec 1, 1995
Apr 1, 1996 23,616.50 4.400% 17,520.56 41,137.06
Jul 1, 1996 23,616.50 4.400% 12,805.94 36,422.44
Oct 1, 1996 23,616.50 4.400% 12,681.11 36,297.61
Jan 1, 1997 23,616.80 4.400% 12,415.56 36,032.36 149,889.47
Apr 1, 1997 25,356.60 4.650% 11,885.87 37,242.47
Jul 1, 1997 25,356.60 4.650% 12,402.73 37,759.33
Oct 1, 1997 25,356.60 4.650% 12,237.70 37,594.30
Jan 1, 1998 25,357.00 4.650% 11,936.38 37,293.38 149,889.48
Apr 1, 1998 26,131.70 4.800% 11,382.12 37,513.82
Jul 1, 1998 26,131.60 4.800% 11,562.77 37,694.37
Oct 1, 1998 26,131.60 4.800% 11,369.28 37,500.88
Jan 1, 1999 26,131.70 4.800% 11,048.73 37,180.43 149,889.50
Apr 1, 1999 27,094.20 4.950% 10,494.96 37,589.16
Jul 1, 1999 27,094.20 4.950% 10,604.17 37,698.37
Oct 1, 1999 27,094.20 4.950% 10,377.96 37,472.16
Jan 1, 2000 27,094.50 4.950% 10,035.22 37,129.72 149,889.41
Apr 1, 2000 28,231.70 5.050% 9,587.12 37,818.82
Jul 1, 2000 28,231.70 5.050% 9,420.41 37,652.11
Oct 1, 2000 28,231.70 5.050% 9,159.59 37,391.29
Jan 1, 2001 28,232.00 5.050% 8,795.24 37,027.24 149,889.46
Apr 1, 2001 29,510.30 5.200% 8,247.61 37,757.91
Jul 1, 2001 29,510.20 5.200% 8,199.05 37,709.25
Oct 1, 2001 29,510.20 5.200% 7,897.00 37,407.20
Jan 1, 2002 29,510.30 5.200% 7,504.84 37,015.14 149,889.50
Apr 1, 2002 30,943.00 5.300% 6,958.06 37,901.06
Jul 1, 2002 30,942.90 5.300% 6,756.11 37,699.01
Oct 1, 2002 30,942.90 5.300% 6,411.25 37,354.15
Jan 1, 2003 30,943.10 5.300% 5,992.15 36,935.25 149,889.47
Apr 1, 2003 32,504.70 5.450% 5,451.89 37,956.59
Jul 1, 2003 32,504.70 5.450% 5,220.68 37,725.38
Oct 1, 2003 32,504.70 5.450% 4,825.33 37,330.03
Jan 1, 2004 32,504.80 5.450% 4,372.61 36,877.41 149,889.41
Apr 1, 2004 34,205.70 5.650% 3,877.29 38,082.99
Jul 1, 2004 34,205.70 5.650% 3,531.05 37,736.75
Oct 1, 2004 34,205.70 5.650% 3,075.96 37,281.66
Jan 1, 2005 34,206.00 5.650% 2,582.07 36,788.07 149,889.47
Apr 1, 2005 36,155.30 5.850% 2,042.77 38,198.07
Jul 1, 2005 36,155.20 5.850% 1,603.94 37,759.14
Oct 1, 2005 36,155.20 5.850% 1,081.04 37,236.24
Jan 1, 2006 36,155.50 5.850% 540.52 36,696.02 149,889.47
1,175,000.00 323,894.64 1,498,894.64 1,498,894.64
ATTACHMENT I - OPTION I.,
City of Atlantic Beach,Florida SunTrust Bank, Central Florida,N.A.and SunTrust Bank,North Florida,N.A..
ATTACHMENT I
09-Nov-95 1:17 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANIIC-1995B)
SOURCES AND USES OF FUNDS
City of Atlantic Beach, Florida
Capital Improvement Notes
Sources:
Bond Proceeds:
Par Amount 1,175,000.00
1,175,000.00
Uses:
Project Fund Deposits:
Project Fund 1,175,000.00
1,175,000.00
The stepped coupon rates shown will be applied against
the entire amount outstanding under the note for the
time period shown, not just against that portion of the
note due on the dates shown.
0
09-Nov-95 2:09 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANTIC-1995B) Page 6
STATEMENT OF ASSUMPTIONS
City of Atlantic Beach, Florida
Capital Improvement Notes
Project Description - Project Fund (PROJECT2)
Funding option Net funded (PV)
Investment interest rate Arbitrage yield
Use external funds No
Interest rate for incoming cash flow N/A
Project Draw Schedule
Draw
Date Requirement
12/01/1995 677,135.00
1/01/1996 82,977.50
2/01/1996 82,977.50
3/01/1996 82,977.50
4/01/1996 82,977.50
5/01/1996 82,977.50
6/01/1996 82,977.50
1,175,000.00
09-Nov-95 1:17 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANTIC-19958)
STATEMENT OF ASSUMPTIONS
City of Atlantic Beach, Florida
Capital Improvement Notes
Bond Variable Rate Table
Begin End Interest
Date Date Rate
12/01/1995 4/01/1997 4.400%
4/01/1997 4/01/1998 4.650%
4/01/1998 4/01/1999 4.800%
4/01/1999 4/01/2000 4.950%
4/01/2000 4/01/2001 5.050%
4/01/2001 4/01/2002 5.200%
4/01/2002 4/01/2003 5.300%
4/01/2003 4/01/2004 5.450%
4/01/2004 4/01/2005 5.650%
4/01/2005 1/01/2006 5.850%
p
1111
D9-Nov-95 1:17 pm Prepared by DEC Finance (Finance 2.300 PROPOSAL:ATLANTIC-1995B)
11111 BOND DEBT SERVICE
City of Atlantic Beach, Florida
Capital Improvement Notes
Period Annual
Ending Principal Coupon Interest Debt Service Debt Service
Dec 1, 1995
Apr 1, 1996 23,616.50 4.400t 12,429.65 36,046. 15
Jul 1, 1996 23,616.50 4.400t 10,774.62 34,391. 12
Oct 1, 1996 23,616.50 4.400% 12,681.11 36,297.61
Jan 1, 1997 23,616.80 4.400% 12,415.56 36,032.36
Apr 1, 1997 25,356.60 4.650% 11,885.87 37,242.47 142,767.24
Jul 1, 1997 25,356.60 4.650% 12,402.73 37,759.33
Oct 1, 1997 25,356.60 4.650% 12,237.70 37,594.30
Jan 1, 1998 25,357.00 4.650% 11,936.38 37,293.38 149,889.48
Apr 1, 1998 26,131.70 4.800% 11,382.12 37,513.82
Jul 1, 1998 26,131.60 4.800% 11,562.77 37,694.37
Oct 1, 1998 26,131.60 4.800% 11,369.28 37,500.88
Jan 1, 1999 26,131.70 4.800% 11,048.73 37,180.43 149,889.50
Apr 1, 1999 27,094.20 4.950% 10,494.96 37,589.16
Jul 1, 1999 27,094.20 4.950% 10,604.17 37,698.37
Oct 1, 1999 27,094.20 4.950% 10,377.96 37,472.16
Jan 1, 2000 27,094.50 4.950% 10,035.22 37,129.72 149,889.41
Apr 1, 2000 28,231.70 5.050% 9,587.12 37,818.82
IP° Jul 1, 2000 28,231.70 5.050% 9,420.41 37,652.11
Oct 1, 2000 28,231.70 5.050% 9,159.59 37,391.29
Jan 1, 2001 28,232.00 5.050% 8,795.24 37,027.24 149,889.46
Apr 1, 2001 29,510.30 5.200% 8,247.61 37,757.91
Jul 1, 2001 29,510.20 5.200% 8,199.05 37,709.25
Oct 1, 2001 29,510.20 5.200% 7,897.00 37,407.20
Jan 1, 2002 29,510.30 5.200% 7,504.84 37,015.14 149,889.50
Apr 1, 2002 30,943.00 5.300% 6,958.06 37,901.06
Jul 1, 2002 30,942.90 5.300% 6,756.11 37,699.01
Oct 1, 2002 30,942.90 5.300% 6,411.25 37,354.15
Jan 1, 2003 30,943.10 5.300% 5,992.15 36,935.25 149,889.47
Apr 1, 2003 32,504.70 5.450% 5,451.89 37,956.59
Jul 1, 2003 32,504.70 5.450% 5,220.68 37,725.38 --
Oct 1, 2003 32,504.70 5.450% 4,825.33 37,330.03
Jan 1, 2004 32,504.80 5.450% 4,372.61 36,877.41 149,889.41
Apr 1, 2004 34,205.70 5.650% 3,877.29 38,082.99
Jul 1, 2004 34,205.70 5.650% 3,531.05 37,736.75
Oct 1, 2004 34,205.70 5.650% 3,075.96 37,281.66
Jan 1, 2005 34,206.00 5.650% 2,582.07 36,788.07 149,889.47
Apr 1, 2005 36,155.30 5.850% 2,042.77 38,198.07
Jul 1, 2005 36,155.20 5.850% 1,603.94 37,759.14
Oct 1, 2005 36,155.20 5.850% 1,081.04 37,236.24
Jan 1, 2006 36,155.50 5.850% 540.52 36,696.02 149,889.47
1,175,000.00 316,772.41 1,491,772.4 1.491,772.41
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ATTACHMENT II
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City of Atlantic Beach,Florida SunTrust Bank,Central Florida,N.A.and SunTrust Bank,North Florida,N.A..
09-Nov-95 2:45 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANTIC-1995D) Page 1
SOURCES AND USES OF FUNDS
City of Atlantic Beach, Florida
Lease/Purchase - Term Note
Sources:
Bond Proceeds:
Par Amount 325,000.00
325,000.00
Uses:
Project Fund Deposits:
Lease/Purchase - Term Note 325,000.00
325,000.00
p
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'1 09-Nov-95 2:45 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANTIC-1995D) Page 2
111111 BOND SUMMARY STATISTICS
City of Atlantic Beach, Florida
Lease/Purchase - Term Note
Dated Date 12/01/1995
Delivery Date 12/01/1995
Last Maturity 1/01/1999
Arbitrage Yield 4.470212%
True Interest Cost (TIC) 4.470212%
Net Interest Cost (NIC) 4.429994%
All-In TIC 4.470212%
Average Coupon 4.429994%
Average Life (years) 1.664
Duration of Issue (years) 1.592
Par Amount 325,000.00
Bond Proceeds 325,000.00
Total Interest 23,951.84
Net Interest 23,951.84
Total Debt Service 348,951.84
Maximum Annual Debt Service 116,317.85
Average Annual Debt Service 113,173.57
Underwriter's Fees (per $1000)
Average Takedown
Other Fee
111111 Total Underwriter's Discount
Bid Price 100.000000
Par Average Average
Bond Component Value Price Coupon Life
Lease/Purchase - Term Note 325,000.00 100.000 4.430% 1.664
325,000.00 1.664
All-In Arbitrage
TIC TIC Yield
Par Value 325,000.00 325,000.00 325,000.00
+ Accrued Interest
+ Premium (Discount)
- Underwriter's Discount
- Cost of Issuance Expense
- Other Amounts
Target Value 325,000.00 325,000.00 325,000.00
Target Date 12/01/1995 12/01/1995 12/01/1995
411 Yield 4.470212% 4.470212% 4.470212%
09-Nov-95 2:45 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANTIC-1995D) Page '3
ill BOND DEBT SERVICE
City of Atlantic Beach, Florida
Lease/Purchase - Term Note
Period
Ending Principal Coupon Interest Debt Service
Jan 1, 1996
Jan 1, 1997 102,766.00 4.430% 13,551.85 116,317.85
Jan 1, 1998 108,661.00 4.430% 7,656.32 116,317.32
Jan 1, 1999 113,573.00 4.430% 2,743.67 116,316.67
325,000.00 23,951.84 348,951.84
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09-Nov-95 2:45 pm Prepared by DBC Finance (Finance 2.300 PROPOSAL:ATLANTIC-1995D) Page
!I BOND DEBT SERVICE
City of Atlantic Beach, Florida
Lease/Purchase - Term Note
Period Annual
Ending Principal Coupon Interest Debt Service Debt Service
Dec 1, 1995
Jan 1, 1996
Feb 1, 1996 7,293.00 4.430% 2,399.58 9,692.58
I/ Mar 1, 1996 8,520.00 4.430% 1,172.87 9,692.87
Apr 1, 1996 8,552.00
4.430% 1,141.42 9,693.42
11 May 1, 1996 8,583.00 4.430% 1,109.84 9,692.84
Jun 1, 1996 8,615.00 4.430% 1,078.16 9,693.16
Jul 1, 1996 8,647.00 4.430% 1,046.35 9,693.35
Aug 1, 1996 8,679.00 4.430% 1,014.43 9,693.43
Sep 1, 1996 8,711.00 4.430% 982.39 9,693.39
I
Oct 1, 1996 8,743.00 4.430% 950.24 9,693.24
Nov 1, 1996 8,775.00 4.430% 917.96 9,692.96
Dec 1, 1996 8,808.00 4.430% 885.56 9,693.56
Jan 1, 1997 8,840.00 4.430% 853.05 9,693.05 116,317.85
Feb 1, 1997 8,873.00 4.430% 820.41 9,693.41
Mar 1, 1997 8,905.00 4.430% 787.66 9,692.66
Apr 1, 1997 8,938.00 4.430% 754.78 9,692.78
May 1, 1997 8,971.00 4.430% 721.79 9,692.79
111111 Jun 1, 1997 9,004.00 4.430% 688.67 9,692.67
Jul 1, 1997 9,038.00
4.430% 655.43 9,693.43
Aug 1, 1997 9,071.00 4.430% 622.06 9,693.06
Sep 1, 1997 9,105.00 4.430% 588.58 9,693.58
Oct 1, 1997 9,138.00 4.430% 554.96 9,692.96
Nov 1, 1997 9,172.00 4.430$ 521.23 9,693.23
Dec 1, 1997 9,206.00 4.430% 487.37 9,693.37
Jan 1, 1998 9,240.00 4.430% 453.38 9,693.38 116,317.32
Feb 1, 1998 9,274.00 4.430% 419.27 9,693.27
Mar 1, 1998 9,308.00 4.430% 385.04 9,693.04
Apr 1, 1998 9,342.00 4.430% 350.68 9,692.68
May 1, 1998 9,377.00 4.430% 316.19 9,693.19
Jun 1, 1998 9,412.00 4.430% 281.57 9,693.57
Jul 1, 1998 9,446.00 4.430% 246.82 9,692.82
Aug 1, 1998 9,481.00 4.430% 211.95 9,692.95
Sep 1, 1998 9,516.00 4.430% 176.95 9,692.95
Oct 1, 1998 9,551.00 4.430% 141.82 9,692.82
Nov 1, 1998 9,587.00 4.430% 106.56 9,693.56
Dec 1, 1998 9,622.00 4.430% 71.17 9,693.17
Jan 1, 1999 9,657.00 4.430% 35.65 9,692.65 116,316.67
325,000.00 23,951.84 348,951.84 348,951.84