HomeMy WebLinkAbout2015-09-339 Emergency Amendment of City Taxable Land Acquisition Revenue Bond 2009BORDINANCE NO. 2015-09-339
AN EMERGENCY ORDINANCE OF THE CITY COUNCIL OF THE CITY OF MIAMI
GARDENS, FLORIDA AUTHORIZING THE AMENDMENT OF THE CITY'S
TAXABLE LAND ACQUISITION REVENUE BOND, SERIES 2009B; APPROVING
THE EXECUTION OF A BOND MODIFICATION AGREEMENT;
REPEALING ALL ORDINANCES AND RESOLUTIONS IN CONFLICT; PROVIDING
AN EFFECTIVE DATE.
WHEREAS, in July 2009, under Ordinance Number 2009-19-191 Council approved the borrowing of
$8.8 million for the acquisition of economic development property located on the east side of NW 27 Ave and
south of 191 street (Cornerstone property), and
WHEREAS, the City issued its Taxable Land Acquisition Revenue Bond, Series 2009B (the "Bond")
dated August 14, 2009;
WHEREAS, the Bond matures v)n August 1, 2015, with a balloon payment, and
WHEREAS, on July 23, 2014 an amendment was executed under Ordinance No. 2014-11-322 to extend
the maturity to August 1, 2015, and
WHEREAS, cuirently, the City has a contract for the sale of the property and is scheduled for a closing
date of August 31,2015, and
WHEREAS, the City desires to extend the maturity of the Bond and the owner of the Bond, Bank of
America, N.A., has agreed to extend the maturity as provided in the Second Bond Modification Agreement
herein referenced, and
WHEREAS, the extension requires quarterly principal payments of $112,000 on August 1, 2015 and on
November 1, 2015, with a final balloon payment in the amount of $6,905,440, and
WHEREAS, as spelled out in the attached Second Agreement to Agreement of Sale, all principal and
interest costs and any other fees will be paid by the buyer of the property, and
WHEREAS, in accordance with the City Charter, Section 4.4 (5), this item is being proposed as an
Emergency Ordinance due to the fact that the City does have unappropriated revenues to meet the debt service
payoff, and
WHEREAS, if the extension request were not granted, the City would be in danger of defaulting on a
financing agreement, which could negatively impact the City's bond rating.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF MIAMI
GARDENS, FLORIDA, AS FOLLOWS:
SECTION 1. ADOPTION OF REPRESENTATIONS: The foregoing Whereas Clauses are hereby
Ordinance No. 2015-09-339 Page 1
ratified and confirmed as being true, and the same are hereby made a specific part of this Ordinance.
SECTION 2. AUTHORIZATION: The City is authorized and directed to enter into the Second Bond
Modification Agreement (the "Agreement") attached hereto as Exhibit A. The Mayor is authorized and directed to
execute, and the City Clerk is directed to attest to the Mayor's signature on, the Agreement. The City Manager
and City Attomey are hereby authorized to take any steps necessary to effectuate the extension.
SECTION 3. CONFLICT: All ordinances or resolutions of the City in conflict herewith are hereby repealed to
the extent of such conflict.
SECTION 4. EFFECTIVE DATE: This Ordinance will become effective immediately upon its final
passage.
PASSED ON FIRST READING THE 22ND DAY OF JULY, 2015.
:iL (
w
ADOPTED AND PASSED BY TH TY COUNCIL OF THE
ITS REGULAR MEETING HELD ON
CITY OF MIAMI GARDENS ATD DAY OF ^^Y, 201^
iR GILBERT, III, MAYOR
ATTEST:
/I
ROKETTA TAYLOR, MMC, CITY CLERK
REVIEWED: SONJA KNIGHTON DICKENS, ESQ., CITY ATTORNEY
SPONSORED BY: CAMERON D. BENSON, CITY MANAGER
Moved by: Vice Mayor Robinson
Second by: Councilman Harris
VOTE: 7-0
Mayor Oliver Gilbert , III X (Yes)(No)
Vice Mayor Felicia Robinson X (Yes)(No)
Councilwoman Lillie Q. Odom X (Yes)(No)
Councilman David Williams Jr X (Yes)(No)
Councilwoman Lisa C. Davis X (Yes)(No)
Councilman Rodney Harris X (Yes)(No)
Councilman Erhabor Ighodaro, Ph.D.X (Yes)(No)
SECOND BOND MODIFICATION AGREEMENT
This Second Bond Modification Agreement is dated August , 2015 and is between City of
Miami Gardens, Florida (the "City") and Bank of America, N.A. (the "Bank").
The maturity date of the City's Taxable Land Acquisition Revenue Bond, Series 2009B (the
"Bond"), dated August 14, 2009, issued in the original principal amount of $8,800,000.00, has been
extended to August 1, 2015 and is hereby extended to February 1, 2016. On the date hereof and on
November 1, 2015 the City will pay the Bank all accrued and unpaid interest on the Bond and
installments of principal on the Bond in the amount of $112,000.00. The City will continue to pay
interest on the Bond on the Interest Payment Dates provided for in the Bond. On February 1, 2016 the
City will pay the Bank all outstanding principal of and accrued interest on the Bond.
The interest rate borne by the outstanding principal of the Bond from and including August 1,
2015 and thereafter shall be the LIBOR Rate plus 1.00% per annum. The LIBOR Rate is a fluctuating rate
of interest which can change on each banking day. The rate will be adjusted on each banking day to
equal the London Interbank Offered Rate (or a comparable or successor rate which is approved by the
Bank) for U.S. Dollar deposits for delivery on the date in question for a one month term beginning on
that date. The Bank will use the London Interbank Offered Rate as published by Bloomberg (or other
commercially available source providing quotations of such rate as selected by the Bank from time to
time) as determined at approximately 11:00 a.m. London time two (2) London Banking Days prior to the
date in question, as adjusted from time to time in the Bank's sole discretion for reserve requirements,
deposit insurance assessment rates and other regulatory costs. If such rate is not available at such time
for any reason, then the rate will be determined by such alternate method as reasonably selected by the
Bank. A "London Banking Day" is a day on which banks in London are open for business and dealing in
offshore dollars. If for any day the LIBOR Daily Floating Rate would otherwise be less than zero, it will be
deemed to be zero.
From and after the date hereof, the bond may be prepaid in whole or in part without any
prepayment penalty.
The City will pay the Bank's attorney's fee of $500.00 in connection with this Modification
Agreement.
City of Mjami Gardens, Florida
.V 7 dl, ^
Mayor
Attest:
City Clerk
Bank of America, N.A.
By:
Name:
Title:
42
^00 City of Miami Gardens
Agenda Cover Memo
18605 NW 27 Ave.,
Miami Gardens, FL 33056
Council Meeting Date:Item Type:Ordinance Other
July 22,2015
(Enter X in box]
X
Fiscal Impact:
Yes No
Ordinance Reading:Reading 2"^ Reading
(Enter X in box)(Enter X in box)X X
X Public Hearing:Yes No Yes No
(Enter X in box)
Funding Source:(Enter Fund & Dept)Advertising Requirement:Yes No
General Fund (Enter X in box)X
Contract/P.O. Required:Yes No RFP/RFQ/Bid #:N/A
(Enter X in box)X
Strategic Plan Related No Strategic Plan Priority Area:Strategic Plan Objective/Strategy:
(Enter X in box)X
Enhance Organizational □
Bus. & Economic Dev □
Public Safety □
Quality of Education O
Qual. of Life & City Image □
Communication O
(list the specific objective/strategy this item will
address)
Sponsor Name Cameron Benson,
City Manager
Department:
City Manager
Short Title:
AN EMERCENCY ORDINANCE OE THE CITY COUNCIL OE
THE CITY OE MIAMI GARDENS, ELORIDA AUTHORIZING THE
AMENDMENT OF THE CITY'S TAXABLE LAND ACQUISITION
REVENUE BOND, SERIES 2009B; APPROVING THE
EXECUTION OF A BOND MODIFICATION
AGREEMENT; REPEALING ALL ORDINANCES AND
RESOLUTIONS IN CONFLICT; PROVIDING AN EFFECTIVE
DATE.
Staff Summary:
In July 2009, under Ordinance Number 2009-19-191 Council approved the borrowing of $8.8 million for
the acquisition of economic development property located on the east side of NW 27 Ave and south of
191 street (Cornerstone property). The bond is to be matured on August 1, 2014 with a balloon
payment. On July 23, 2014 an amendment was executed under Ordinance No. 2014-11-322 to extend
the maturity to August 1, 2015. Currently, the City has a contract for the sale of the property and is
scheduled for a closing date of August 31, 2015.
18605 NW 27 Ave.,
Miami Gardens, FL 33056
Bank of America has agreed to extend the maturity for another six months to February 1, 2016. The
extension requires quarterly principal payments of $112,000 on August 1, 2015 and on November 1,
2015. The extension requires a final balloon payment in the amount of $6,905,440. The interest
payment for August 1, 2015 will be $29,291.26. For November 1, 2015 and February 1, 2016 it will be at
a variable rate based on LIBOR plus 1.00%. LIBOR is a benchmark rate used by many of the world's
leading banks for short-term loans. The 90 day LIBOR rate for this week is 0.29% and will be adjusted
daily. As spelled out in the attached Second Agreement to Agreement of Sale, all principal and interest
costs and any other fees will be paid by the buyer. In accordance with the City Charter, Section 4.4 (5),
this item is being proposed as an Emergency Ordinance due to the fact that the City does have
unappropriated revenues to meet the debt service payoff. If the extension request is not granted, the City
would be in danger of defaulting on a financing agreement. The impact of this could be a significant
reduction in the City's bond rating.
The City can payoff this loan at any time after August 1, 2015 without prepayment penalty.
The bond counsel cost proposed by the bank is $500.00 for this extension which will also be paid by the
buyer.
Proposed Action:
That the City Council approve the attached Emergency Ordinance.
Attachment:
SECOND BOND MODIFICATION AGREEMENT
This Second Bond Modification Agreement is dated August , 2015 and is between City of
Miami Gardens, Florida (the "City") and Bank of America, N.A. (the "Bank").
The maturity date of the City's Taxable Land Acquisition Revenue Bond, Series 2009B (the
"Bond"), dated August 14, 2009, issued in the original principal amount of $8,800,000.00, has been
extended to August 1, 2015 and is hereby extended to February 1, 2016. On the date hereof and on
November 1, 2015 the City will pay the Bank all accrued and unpaid interest on the Bond and
installments of principal on the Bond in the amount of $112,000.00. The City will continue to pay
interest on the Bond on the Interest Payment Dates provided for in the Bond. On February 1, 2016 the
City will pay the Bank all outstanding principal of and accrued interest on the Bond.
The interest rate borne by the outstanding principal of the Bond from and including August 1,
2015 and thereafter shall be the LIBOR Rate plus 1.00% per annum. The LIBOR Rate is a fluctuating rate
of interest which can change on each banking day. The rate will be adjusted on each banking day to
equal the London Interbank Offered Rate (or a comparable or successor rate which is approved by the
Bank) for U.S. Dollar deposits for delivery on the date in question for a one month term beginning on
that date. The Bank will use the London Interbank Offered Rate as published by Bloomberg (or other
commercially available source providing quotations of such rate as selected by the Bank from time to
time) as determined at approximately 11:00 a.m. London time two (2) London Banking Days prior to the
date in question, as adjusted from time to time in the Bank's sole discretion for reserve requirements,
deposit insurance assessment rates and other regulatory costs. If such rate is not available at such time
for any reason, then the rate will be determined by such alternate method as reasonably selected by the
Bank. A "London Banking Day" is a day on which banks in London are open for business and dealing in
offshore dollars. If for any day the LIBOR Daily Floating Rate would otherwise be less than zero, it will be
deemed to be zero.
From and after the date hereof, the bond may be prepaid in whole or in part without any
prepayment penalty.
The City will pay the Bank's attorney's fee of $500.00 in connection with this Modification
Agreement.
City of Miami Gardens, Florida
By:
Mayor
Attest:
By:
City Clerk
Bank of America, N.A.
By:
Name:
Title:
ORDINANCE NO. 2015-09-339
AN EMERGENCY ORDINANCE OF THE CITY COUNCIL
OF THE CITY OF MIAMI GARDENS, FLORIDA
AUTHORIZING THE AMENDMENT OF THE CITY'S
TAXABLE LAND ACQUISITION REVENUE BOND, SERIES
2009B; APPROVING THE EXECUTION OF A
BOND MODIFICATION AGREEMENT;
REPEALING ALL ORDINANCES AND RESOLUTIONS IN
CONFLICT; PROVIDING AN EFFECTIVE DATE.
WHEREAS, in July 2009. under Ordinance Number 2009-19-191 Council approved the
borrowing of $8.8 million for the acquisition of economic development property located on the
east side of NW 27 Ave and south of 191 street (Cornerstone property), and
WHEREAS, the City issued its Taxable Land Acquisition Revenue Bond, Series 20098
(the "Bond") dated August 14. 2009;
WHEREAS, the Bond matures on August 1. 2015, with a balloon payment, and
WHEREAS, on July 23. 2014 an amendment was executed under Ordinance No. 2014-11-
322 to extend the maturity to August 1. 2015. and
WHEREAS, currently, the City has a contract for the sale of the property and is scheduled
for a closing date of August 31, 2015. and
WHEREAS, the City desires to extend the maturity of the Bond and the owner of the Bond,
Bank of America. N.A.. has agreed to extend the maturity as provided in the Second Bond
Modification Agreement herein referenced, and
WHEREAS, the extension requires quarterly principal payments of $112.000 on August 1,
2015 and on November 1. 2015. with a final balloon payment in the amount of $6,905,440. and
WHEREAS. as spelled out in the attached Second Agreement to Agreement of Sale, all
principal and interest costs and any other fees will be paid by the buyer of the property, and
WHEREAS, in accordance with the City Charter. Section 4.4 (5). this item is being
proposed as an Emergency Ordinance due to the fact that the City does have unappropriated
revenues to meet the debt service payoff, and
WHEREAS, if the extension request were not granted, the City would be in danger of
defaulting on a financing agreement, which could negatively impact the City's bond rating.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF MIAMI GARDENS, FLORIDA, AS FOLLOWS:
SECTION I. ADOPTION OF REPRESENTATIONS: The foregoing Whereas Clauses
are hereby ratified and confirmed as being true, and the same are hereby made a specific part of this
Ordinance.
SECTION 2. AUTHORIZATION: The City is authorized and directed to enter into the
Second Bond Modification Agreement (the "Agreement") attached hereto as Exhibit A. The Mayor
is authorized and directed to execute, and the City Clerk is directed to attest to the Mayor's
signature on. the Agreement. The City Manager and City Attorney are hereby authorized to take
any steps necessaiy to effectuate the extension.
SECTION 3. CONFLICT: All ordinances or resolutions of the City in conflict herewith are
hereby repealed to the extent of such conflict.
SECTION 4. EFFECTIVE DATE: This Ordinance will become effective immediately
upon its final passage.
PASSED ON FIRST READING THE 22ND DAY OF JULY, 2015.
ADOPTED AND PASSED BY THE CITY COUNCIL OF THE CITY OF MIAMI
GARDENS AT ITS REGULAR MEETING HELD ON THE 22ND DAY OF JULY, 2015.
OLIVER GILBERT. Ill, MAYOR
ATTEST:
RONETTA TAYLOR. MMC, CITY CLERK
REVIEWED: SONJA KNIGHTON DICKENS. ESQ., CITY ATTORNEY
SPONSORED BY: CAMERON D. BENSON, CITY MANAGER
Moved by:
Second by:
VOTE:
Mayor Oliver Gilbert . Ill (Yes) (No)
Vice Mayor Felicia Robinson (Yes) (No)
Councilwoman Lillie Q. Odom (Yes) (No)
Councilman David Williams Jr (Yes) (No)
Councilwoman Lisa C. Davis (Yes) (No)
Councilman Rodney Harris (Yes) (No)
Councilman Erhabor Ighodaro, Ph.D. (Yes) (No)
SECOND AMENDMENT TO AGREEMENT OF SAI.E
THIS SECOND AMENDMENT TO AGREEMENT OF SALE (this "Amendmenf)IS made this / f day of July, 2015, by and between CITY OF MIAMI GARDENS a
Flonda mimcipai corporation ("Seller") and ANTSON CAPITAL PARTNERS, LLC' a
Maryland limited liability company, and/or assigns ("Buyer").
WM^AS, pursuant to that certain Agreement of Sale dated April 22, 2015 asmended by First Amendment to Agreement of Sale dated as of June 15, 2015 (collectively'the
Unginal Agreement" and together with this Amendment, the "Agreement"), Seller agre^ to
f ir P^'^hase, those parcel(s) of land located on (A) the northeast comer ofN.W. 191 Street and NW 27th Ave with Folio numbers of 34-2103-001-0715, containing
approximately 2.483 acres of unimproved land and (B) the North and South sides of N.W. 191
Street on the East side of NW 27th Ave with Folio numbers of 34-2103-001-0710, containing
^proximateiy 33.185 acres of unimproved land, both as more particularly described in the
Onginal Agreement (collectively, the "Property"); and
WHEREAS, the Seller and Buyer wish to modify the Original Agreement as set forth
NOW, THEREFORE, in consideration of the mutual covenants set forth herein Seller
and Buyer agree as follows:
1. The Original Agreement is hereby amended by extending the Outside Closing
Date until August 31, 2015. For purposes of the Agreement, the terms "Closing Date" and
'Outside Closing Date" shall both refer to August 31,2015.
^ 2. Any reasonable and direct costs actually incurred by the Seller on account of thee^ension of the Outside Closing Date as set forth in Paragraph I above shall be paid by Buyer at
Closing. Such costs incurred by Seller shall include the actual costs incurred by Seller in
connection with fees charged for the extension of bond financing obtained by Seller in
connection with the Property.
r. ..o ^ amended herein, the terms of the Original Agreement remain in fiillforce and effect.
'*• . Amendment may be executed in one or more counterparts, each of whichshall constitute an origi^, and all of which when taken together shall constitute one and the
same instrument. Amendment may he delivered by facsimile or other electronic
tr^smission of an originally executed copy to be followed by immediate delivery of the original
of such executed copy. ^
[SIGNATURE PAGE FOLLOWS]
MTNESS \^^0F, each party hereto has executed and ensealed this Amendment orca^ It to be executed and ensealed on its behalf by its duly authorized representatives, the day
and year first above written. ^
WITNESS/ATTEST:ANTSON CAPITAL PARTNERS, LLC
Name:
Title: '
WITNESS/ATTEST:
APPROVED AS TO LEGAL SUFFICIENCY:
Name
Title:
£>\cJce't^S
CITY OF ENS
NanJ
Title:
4841-7498-602I.V. I