Loading...
Exh 3C~C 1 a-og-99 CITY OF ATLANTIC BEACH CITY COMMISSION MEETING STAFF REPORT AGENDA ITEM: Refinancing of Gulf Breeze Loan SUBMITTED BY: David E. Thom son, City Manager DATE: February 3, 1999 BACKGROUND: On January 11, 1999, the City Commission authorized the use of Dunlap and Associates, Inc. to seek refinancing for the Gulf Breeze Loan. Since that time, Dunlap prepared an RFP, accepted bank bids, and evaluated the bids. The results are contained in the attachments, and Sun Trust proposed the best rates with an interest rate of 4.2% and legal fees of $3,000. Although there is still considerable work to be done on this matter, the City Commission's action on the recommendations below would help to expedite the process. RECOMMENDATIONS: 1. To approve Dunlap and Associates, Inc.'s recommendation to negotiate a loan agreement with Sun Trust for the refinancing of the Gulf Breeze Loan. 2. To approve the City Attorney's recommendation, as discussed at the previous City Commission meeting, to authorize the City Manager to sign the conflict waiver when Sun Trust is approved as the Bank with which we will be negotiating the refinancing loan. 3. To approve the recommendation of the City Attorney to retain the outside counsel of Squire, Sanders & Dempsey to represent the City's interest in this transaction. ATTACHMENTS: 1. Letter from Dunlap and Associates, Inc. regarding the bids 2. City of Atlantic Beach Request for Loan Proposal Bank Distribution list and RFP 3. Letter from Rogers, Towers, Bailey, Jones, and Gay regarding the Conflict of Interest Waiver 4. Letter from the City Attorney requesting that we retain the services of Squire, Sanders & Dempsey 5. Memo from Finance Director Nelson Van Liere recommending these approvals REVIEWED BY CITY MANAGER: .~urnircial G'onsaltmrts- January 26, 1999 Mr. Nelson Van Liere Director of Finance CITY OF ATLANTIC BEACIi 800 Seminole Road Atlantic Beach, FL 32233-5445 Re: City of Atlantic Beach, Florida Capital Improvement Revenue Refunding Bonds, Series 1999 Payoff of Gulf Breeze Loan -Evaluation of Bank Bids Dear Mr. Van Liere: ~' On January 22, 1999, we received bids from SunTrust, NationsBank and First Union. The results of such bids are summarized below: Interest Rate T.I.C. Le al Fees SunTn~st 4.20% 4.2248% $3,000 NationsBank 4.70% 4.7298% $3,500 First Union 4.81 % 4.8608% $6,000 Based upon these results, the presently value savings is $368,800.46. The average annual savings is $31,661.38. I would recommend your approval of the SunTrust bid. If you have any questions, please call me. Sincerely, ~' v ~ ~,..~~- J.. ~ raig Dunlap ~ "resident JCD/sj m ////tort/r ~rni~c /~ucirae; f~it~ cS'2~ ~ (Qi/nira~o, ,~oriaa ~i'9cS'U/ /l~G/roirc 40J/cS'-~_OOSO • ~lrrotG~ ~?Oj~cS'•~-O/O? -- FROr1 DUNLAP & ASSOCIATES PHONE N0. 407849©102 Jan. 20 1999 ©9:16Ar•1 P2 " CITY OF ATI,AN'FlC BEACA, FLORIDA CAPITAL IvIPROVEMENT RLV£NUE REFUNDII\CJ BONDS SERIES 1999 REQUEST FOTt T.,OAi~T PROPOSAL Bank .Distribution List ~~ Mr. Bruce Barefoot Senior'Vice President SunBanl:lNorth Florida, N.A. P.O. Box 2340 Jacksonville, PL 32203-2310 or 200 West Forsyth Street; 32202 (904) 632-2561 (904) 632-2874 (FA?~ Mr. Danny Pardue Assistant Vice President NationsBank 9225 Baymeadows Road Jacksonville, FL 32256 (904) 791-5391 {904) 791-7118 (FAX) Ms. Veronica Crolio First Union National Bank of Florida 225 Water Street Mail Codc: F.L0545 Jacksonville, FI, 32202-0545 (904) 36I ~ 055 (904) 361-7929 (FAQ Mr. John R'. Dietzen, Jr. Vice President SouthTrust Bank 1301 Riverplace Blvd. Suite 200 Jacksonville, FL 32207 (904) 798-6967 (904) 798-6316 (FAX) Mr. Robert Bartnovsky AmSouth Bank Commercial Banking 51 West Bay Street Jacksonville, FL 32202 (904)281-7675 (904) 281-7646 {FAX) ~' FROM DUt~.AP L, ASSOCIATES PHOP~E N0. :4078490102 Jan. 20 1999 09:16AM P3 REQUEST FOR PROPOSAL 51,800,000 CITY 4F ATLA1tiTTC BEACH, FLORIDA CAPITAI, IMPY20'VEIKENT REVEMTE REFUNDING BONUS SERIES 1999 The City of Atlamic Beach, Florida (the "City") is seeking proposals relating to the refinancing of its 51,920,000 Gulf Breeze Loan, of which $1,705;000 is presently outstanding. The City is seeking proposals on a fixed rate of interest only with substantially level principal and interest. Interest on the Loan 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. The Bonds will be "bank-qualified". The terms and conditions of the Bonds will include the following: 1. Amount - 51,800,000, to be sold at par. 2. Amortization -Principal due annually beginning on December 1, 1999 through December 1, 2013. 3. Interest repayment -semi-annually beginning on June 1, 1999 and each December 1 and June 1 thereafter until maturity. ~~ 4. Principal pre-payment -The City may pre-pay all or some of the outstanding principal of the Bonds at any time during the term without incurring a prepayment penalty. Security - The Series 1999 Bonds are secured by Utilities Service Taxes pursuant to Chapter ] 66, Part II, Florida Statutes. A history of such Utilities Service Taxes collections is attached. 6. Purpose - To refinance the City of Atlantic Beach Gulf Breeze )(,oan. 7. Public 'Entities Crimes -Any person submitting a bid or proposal in response to this invitation must execute the enclosed Form PUR 7068, SWORN STAT);N[ENT UNDER SECTION 287.133 (A), FLORIDA STATUTES, ON PUBLIC ENTITY CR.]MES, including proper check(s), in the space(s) provided, and enclose it with the bid/proposal. 8. Fees and Expenses - Al[ fees and expenses that will be the responsibility of the City must be clearly outlined by the bidder in response to this REP. 9. Interest Rates -The bidder can quote on a fixed interest rate basis only. 10. Documentation will be provided by the winning Bank's Bond Counsel. ~', FROM DUNLAP ~, ASSOCIATES PHOrdE NO. 4078490102 Jan. 20 1999 09:17AM P4 l 1l . The Bonds will be issued initially in a denomination equal to the principal maturity. 12. The bidders are required to conduct their own investigation and evaluation of the creditworthiness of the City with respcct to the Bonds. The City's financial information provided with this Rerluest for proposal is I~TOT in any way intended to be a disclosure of all relevam or material facts and may not be relied upon by biddcrs in reaching a credit decision with respect to the Bonds. Under no circumstances should any prospective proposer or any person or persons acting for or on behalf of said prospective proposer, seek to influence or gain the suppon of any member of the City Commission or staff favorable to the interest of any prospective proposer, or seek to influence or gain the support of any member of the Commission or staff against the interest of any prospective proposer. Any such activities shall result in the exclusion ofthe prospective proposer from consideration by the Gity. Bids for the Bonds must be submitted on the form attached as Appendix A and must be received by ] 2:00 noon EST on January 22, 1999. Bids may not be withdrawn before March 1, 1999. Ct is expected that the City Commission will act on the Award Resolution at its regular meeting on February 8, 1999. The successful bidder will be the proposer with the Iowest true interest cost, taking into account any quoted fees and expenses to be paid by the City. It is anticipated that the closing will occur on or before March 1, 1999 t The City reserves the right to reject any and all proposals and the right to waive any irrcwlarity or informality with respect to any proposal. Your interest in the City of Atlantic Beach is appreciated and we look forward to receiving a proposal from your firm. l ~' ROGERS, TOWERS, BAILEY, JONES & GAY A PgOPESSIONAt ASSOCIATION ATIORNBYS aT LAw ]301 AIVfiRPLACE BOtII.EV~ CHAALE$ 0. TOw5R5. JR. ~ RICK MONTE REZNK:SEK St11T$ ]SOD FRED >A RIN G~ AcclNa AL9ERINI YavHG wIL17AM A O'LEMY JACKSONV1L,r,E, Fl. 32207 OAY10 M, FOSTER C WILLIAM AEINEY GaEGOgv F. LUNNY JOHN R IBACH 7ALlAMAS3EE OfFICt: ALLAN T. GEIGER . EMILY G. PIEfaCfi T~PHONE (904) 398-3911 106 SOUTH MONROE STREET G. KENNETH NOggIE DOUGLAS 0. WARD JAMES W, MIDDLET'ON CHERYL L WOIiM W PAX (904) 3%-0663 P.O. BOX 1872 TALLAHASSEE FLORIDA ~~-1872 W ILUAM E. SCHEU PAUL P, SANFORD , .l011td A SAPDRA SANDRA J MATn13 ~((~ FAx~(e60J 2222i2p4 IRvIN M. wE1NSrEIN FOBEA7 T. HYDE, JR, E~^'~ L ~I-I-Y . PA7AK~-J. HILL GILBERT L FLLTEL. JR. ADRUw a wRREq'S INTERNETADOHESS: ~I+u1Nn® tt 3T. AvGU9TINE OFFICE M JOSEPH O'SHIELOS DONALD C. riAIGH7 vST dNOY L BAA71N TROY K bMRH r ew.tom 81 KiNf~ STREET, SURER P,O. BOX 3506 JOSEPH O. STACUD. JA, MICHAEL A WOORK;H 9pREYEN CIE~8EN01N WRITEq'S D Ig ECT DIAL NUtdBER: ST. AtlGUSTINE. FLORIDA 32C8b.950d ((DO,r) 82~,OB76 CECILE EVANS RIDER ~ ~~ HIE$ ~ ALDf/WDER G. MOODY' 4 ~ ( )348.5529 FA?( (90A) 925-~0)0 • J. KiRBY CHA17TON T.A. HAINLINQ IR CngISTOPMER M. HODGE RICHAgD S VEAMUT SPECIALCOUN$EL , , CHRISTOPHER C, p/~~Ip 6uSAN C Me00NALp LPI;,H S. SCALES CHARLES R. rillALEV, JR. January 25, 1999 _ , HOWAFtp I. KORMAN ALFRED J POMER/WZ . BfiiSY COX MAF71N /WTMONY A IwDER60N CHRISTINE T. ADAA13 F, EUGENE ATWOOD KATHRYN KNEE , AdmlRpd In N.Y. oNy MAACIAPARKEp TJOGLAT ANNE K 8U28Y K KAREN E WENOZEL S7EVAN M. JONES PLEASE REPLY TO uA7 H. DuNKLE RICHARD L. tAAGUTAE THOj ~IDEBj~RDOBA : JACKSONVILLE JAMES M. RILEY MARK M. RANGED SUSAN S. BLOOOWOATH MARDAAE7 B WETHEREEE OeOpGE M. McCLURE JOHN L WHREMAN . AFNETTA C. GIRARDEAU C. DAYI$ ELT CFIARLES A BEARD VIA FAC INIILE 247.5877 and 2-2 74 City of Atlantic Beach Atlantic $each, Florida Attention: Ivir. Nelson Van Lier, Finance Director SunTtvst Bank, North Florida, National Association 200 W. Forsyth Street, 2"d Floor Jacksonville, Florida 32202 Attention: Ivir. Bruce L. Barefoot RE: Conflict Waiver Ladies and Gentlemen: We have been asked by Sun'i'rust Bank, North Florida, National Association (the "Bank") to represent it in a financing transaction pursuant to which the Bank would purchase from the City of Atlantic Beach, Florida (the "City") $1,800,000 of the City's Capital Improvement Revenue Refunding Bonds. We have on various occasions represented the Bank in financing transactions: We presently represent the City in contract negotiations with some of its unions. In order for us to represent the Bank in the above-described financing transaction, it will be necessa]y for both the B ank and the City to waive any potential conflict of interest occasioned by our representation of the Bank iri this ('~ financing transaction with the City. In so representing the Bank in this financing transaction, we would not be obliged to look out for the interests of the City, despite ourrepresentation of the City _,,,, .FEB-03-99 WED 10:19 AM i SUNTRUST BANK CORP. i FAX N0. 9046322874 ROGFI2S, TOMS, B AILPY, JO2~S $ GAY City of Atlantic Brach . Sun?rust $ank, North Florida, National Association January 25,1999 Page Z . P. 03 inthe contract negotiations witN.ccTtain of its unions. Ourrenrescnration of tbeBank inthis financing transaction would obligate us to represent only the interests of the Bank. If both the Bank and the City agree to our representation as described above, we would ask each party to sign the enelesed copy of this letter indicating that the poteadal conflict of Interest has been waived Before grantin~`the waiver, each party is encouraged to constilt with other legal counsel concerning the appropriateness of granting this conflict of interest waiver. very truly yours, Conflict of interest waived: C1TY aF ATLAIv'TIC BF..ACH; FZ.ORII~A By. Nsme: Title: Rogers, Towczs, $ailey, 3ones & Gay, P.A. g ~~~-- Irvin M.Weinstein SUNTRUST BANK, NORTH FLORIDA, NATIONAL ASSOCIATION gY ~ vv- ~z ~/y y Name: Bnue L. B oat Title: Senior Vice President C00® ~ S2t~OZ S2~i902I 0980 86L YOB YV3 Ob=9T A:OA tSS/SZlTO • ALAN JENSEN ATTY 8?5 P02 FEl3 02'99 15:4? ALAN C. JENSEN Attorney st Law 935 North Third Street Post OfFice Box 50457 JacksonviIle Beach, Florida 32240-0457 Telephone (904) 246-2500 Facsimile (904) 246 9960 Bebruazy 2, 1999 VIA-F~7~ ski ,~ ' (904) 247-3~E~ Mr. Da~~id E. Thompson Acting City Manager . City of Atlantic Beach 850 Seminole Road Atlantic Beach, FL 32233 RE: Interim Bank Loan Payoff Gulf Breeze Loan Dear David: i met with Nelson Van Liere yesterday regazding the above matter and reviewed various preliminary documents which he has received. ` I believe we should retain outside counsel to represent the City's interest in this transaction. Even though this is not a bond issue, it does involve paying off certain bonds, and is a substantial amount of money. I would recommend that we use Robert ]rreeman and Sandy MacLennan at Squires, Sanders & Dempsey, who we have used in the past on several occasions including the utility system revenue bonds. I am not certain what the expense to the City would be, but would anticipate it being in line ~vith~the bank's closing attorneys, as well as the attorney for Gulf Breeze, that is, in the approximate range of S3,500.00. If you ha~~e any questions at all in this regard, please let me 1,•now. Very truly yours, ALAN ~.IJENSfiN ACJ~sky cc; Nelson Van Liere, Finance Director (via fax) 800 SEMINOLE ROAD ATLANTIC BEACH, FLORIDA 32233-5445 TELEPHONE (904) 247-5800 FAX (904) 247-5805 SUNCOM 852-5800 MEMORANDUM Date: February 3, 1999 To: David Thompson, City Manager From: Nelson Van Liere, Finance Director .~ ~-J Subject: Refinancing of the City of Gulf Breeze Loan Please find attached the recommendation of our financial advisors, Dunlap & Associates, Inc., to select Sun Trust to negotiate a bank qualified loan at 4.2% with fees of $3,000. ~ In conjunction with the above recommendation, there is also the need to authorize the City ' Manager to sign the attached conflict waiver for Rogers, Towers, Bailey, Jones & Gay. As you may recall, this waiver was discussed at the previous commission meeting and it was at that time that the City Attorney, Alan Jensen, recommended that upon the selection of Sun Trust as the bank to refinance with, the waiver be signed. Also attached is a recommendation from the City Attorney, Alan Jensen to retain an outside firm, Squire, Sanders & Dempsey, as Bond Counsel to review the Gulf Breeze Refinancing. Upon approval of the following recommendations, all associated loan documents will be drafted, reviewed and submitted for City Commission approval at the February 22, 1999 City Commission meeting. Recommendations: To approve Dunlap and Associates, Inc.'s recommendation to negotiate a loan agreement with Sun Trust for the refinancing of the Gulf Breeze Loan. To approve the City Attorney's recommendation as discussed at the previous City Commission meeting, to authorize the City Manager to sign the conflict waiver when Sun Trust is approved as the Bank in which eve will be negotiating the refinancing loan with. (~ To approve the recommendation of the City Attorney to retain the outside counsel of Squire, Sanders & Dempsey to represent the City's interest in this transaction.