Ordinance No. 2018-04 Authorizing Capital Improvement Bonds from Branch Banking and Trust Company for Charter High School - February 6, 2018 ORDINANCE NO. 2018-04
AN ORDINANCE OF THE CITY OF AVENTURA, FLORIDA
AUTHORIZING THE ISSUANCE OF CAPITAL IMPROVEMENT BONDS
BY THE CITY IN AN AMOUNT NOT EXCEEDING $7,100,000 FOR THE
PURPOSE OF FINANCING A PORTION OF THE COST OF
CONSTRUCTING AND EQUIPPING A CHARTER HIGH SCHOOL
WITHIN THE CITY, AND PAYING COSTS OF ISSUANCE OF THE
BONDS; PROVIDING FOR A SUPPLEMENTAL RESOLUTION SETTING
FORTH THE DETAILS OF SAID BONDS; ACCEPTING A PROPOSAL
FROM BRANCH BANKING AND TRUST COMPANY TO PURCHASE THE
BONDS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS,the City Commission(the"Commission")of the City of Aventura,Florida(the
"City") desires to authorize the issuance of not exceeding $7,100,000 of bonds for the purpose of
financing a portion of the costs of constructing and equipping a charter high school within the City
(the "Project"), and paying costs of issuance of the bonds; and
WHEREAS,in furtherance thereof,on December 8,2017,the City received a proposal from
Branch Banking and Trust Company(the "Bank")to purchase the bonds; and
WHEREAS,the Commission desires that the Bonds be secured by a covenant to budget and
appropriate Non-Ad Valorem Revenues of the City,as further specified by subsequent resolution of
the Commission;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE
CITY OF AVENTURA, FLORIDA:
Section 1. Recitals Adopted. Each of the above-stated recitals is hereby adopted and
confirmed.
Section 2. Authorization to Issue Bonds. In accordance with the provisions of the
Charter of the City and Chapter 166,Florida Statutes,there is hereby authorized to be issued Capital
Improvement Bonds, in an aggregate principal amount not to exceed $7,100,000, in one or more
series,for the purpose of financing a portion of the cost of the Project and paying costs of issuance of
the Bonds. The Commission hereby accepts the Bank's proposal,attached hereto as Exhibit"A"(the
"Proposal"), to purchase the bonds. The Bonds shall be designated "City of Aventura, Florida
Capital Improvement Bonds, Series 2018," or such other designation as may be approved by
supplemental resolution, shall be dated such date,shall be in such denominations, shall be stated to
mature no later than August 1,2038,and shall bear interest at the rate,shall be subject to redemption
at the option of the City at such times and prices,and shall have such other details,all as set forth in
the Proposal,with the final terms of the Bonds to be approved by the Commission by supplemental
resolution (the "Bond Resolution"). The Bonds shall be secured by a covenant to budget and
appropriate Non-Ad Valorem Revenues, as further specified in the Bond Resolution. The Bond
Resolution may be adopted,and the Bonds may be issued,at any time after the effective date of this
Ordinance.
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City of Aventura Ordinance No. 2018-04
Section 3. Authorization of Officers and Advisors. The City Manager, the City
Finance Director,the City Attorney,Bond Counsel to the City and the Financial Advisor for the City
are each hereby authorized to negotiate with the Bank with respect to the final terms of the Bonds.
The final terms of the Bonds shall be set forth in the Bond Resolution. The City Attorney and Bond
Counsel to the City are hereby authorized to draft documents and to do all other things necessary to
accomplish the issuance and sale of the Bonds.
Section 4. Severability. The provisions of this Ordinance are declared to be severable and
if any section,sentence,clause or phrase of this Ordinance shall for any reason be held to be invalid or
unconstitutional,such decision shall not affect the validity of the remaining sections,sentences,clauses,
and phrases of this Ordinance but they shall remain in effect, it being the legislative intent that this
Ordinance shall stand notwithstanding the invalidity of any part.
Section 5. Effective Date. This Ordinance shall be effective immediately upon adoption
on second reading.
The foregoing Ordinance was offered by Vice Mayor Shelley, who moved its adoption on
first reading. This motion was seconded by Commissioner Narotsky and upon being put to a vote,
the vote was as follows:
Commissioner Denise Landman Yes
Commissioner Dr. Linda Marks Yes
Commissioner Gladys Mezrahi Yes
Commissioner Marc Narotsky Yes
Commissioner Howard Weinberg Yes
Vice Mayor Robert Shelley Yes
Mayor Enid Weisman Yes
The foregoing Ordinance was offered by Commissioner Narotsky,who moved its adoption
on second reading. This motion was seconded by Commissioner Mezrahi and upon being put to a
vote, the vote was as follows:
Commissioner Denise Landman Yes
Commissioner Dr. Linda Marks Yes
Commissioner Gladys Mezrahi Yes
Commissioner Marc Narotsky Yes
Commissioner Howard Weinberg Yes
Vice Mayor Robert Shelley Yes
Mayor Enid Weisman Yes
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City of Aventura Ordinance No. 2018-04
PASSED on first reading on this 18th day of January, 2018.
PASSED AND ADOPTED on second reading on this 6th day of February, 2018.
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ENID WEISMAN, MAYOR
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ATTEST:
ELLISA L. HORVAT OMC
CITY CLERK
APPROVED AS TO LEGAL SUFFICIENCY:
CITY ATTORNEY
This Ordinance was filed in the Office of the City Clerk this 1) day of Feb, 2018.
Page 3 of 4
City of Aventura Ordinance No. 2018-04
EXHIBIT"A"
Copy of Bank's Proposal Letter
Page 4 of 4
BB&T Branch Banking & Trust Company
Governmental Finance
1201 Main Street 7th Floor
Suite 700
Columbia,SC 29201
Office:(803)251-1328
January 5,2018
Indra K.Sarju
Purchasing Agent
City of Aventura
19200 West Country Club Drive
Aventura,FL 33180-2403
Dear Indra K.Sarju:
Branch Banking and Trust Company ("BB&T") is pleased to offer this proposal for the financing requested by
City of Aventura("City").Our Federal ID number is 57-1074313.
(1) Project: Capital Improvement Bonds,Series 2018
(2) Amount to Be Financed: $7,100,000
(3) Interest Rates,Financing Terms and Corresponding Payments:
We offer a financing with the interest rate fixed at 3.68%for the entire term. Final maturity for the Bond will be
August 1,2038. Principal and interest payments shall be due semiannually commencing August 1,2018,and shall
continue each Februaryl and August 1 thereafter through final maturity. Interest on the principal balance of the Bond
shall accrue based on a 30/360 day count basis.BB&T must approve of the final amortization schedule.
This proposal is valid for a closing no later than February 15,2018. Closing of the financing is contingent upon
completing documentation acceptable to BB&T and its counsel. The transaction will be noncallable until August 1,2023
then prepayable in whole at any time thereafter without penalty.
Our underwriting fee for this transaction is $7,500. All applicable taxes, permits, costs of counsel for the City
and any other costs shall be the City's responsibility and separately payable by the City.
BB&T will require audited financial statements to be delivered within 270 days after the conclusion of each
fiscal year-end throughout the term of the financing.
The financing documents shall include provisions that will outline appropriate changes to be implemented in the
event that this transaction is determined to be taxable or non-bank qualified in accordance with Florida State Statutes or
the Internal Revenue Service code.These provisions must be acceptable to BB&T. In addition,any amount due
hereunder not paid when due shall bear interest at a defauh rate equal to the interest rate on the Series 2018 Note plus 2%
per annum from and after five(5)days after the date due.
The stated interest rate assumes that the City expects to borrow no more than$10,000,000 in calendar year 2018
and that the financing shall qualify as qualified tax-eac:mpt financing under IRS Code Sections 141, 148, 149(e),
265(b)(3). BB&T reserves the right to terminate its interest in this bid or to negotiate a mutually acceptable rate if the
financing is not a qualified tax-exempt financing.
(4) Financing Documents:
It shall be the responsibility of the City to retain and compensate counsel to appropriately structure the financing
documents according to Florida State statutes. BB&T shall also require the City to provide an unqualified bond counsel
opinion. BB&T and its counsel reserve the right to review and approve all documentation before closing. BB&T will not
be required to present the Bond for any payment associated with this transaction.
(5) Security:
The Bond shall be secured by a Covenant to Budget and Appropriate from legally non ad-valorem revenues of
the City.
We appreciate the opportunity to present this financing scenario to the City. Please call me at(803)251-1328
with your questions and comments. We look forward to hearing from you.
Sincerely,
Branch Banking and Trust Company
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Andrew G. Smith
Senior Vice President