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RESOLUTION NO. 001-1998
RESOLUTION OF THE BOARD OF COUNTY
COMMISSIONERS OF MONROE COUNTY, FLORIDA,
AMENDING AND SUPPLEMENTING A RESOLUTION
ADOPTED ON MARCH 27, 1990 ENTITLED "A.
RESOLUTION OF THE BOARD OF COUNTY
COMMISSIONERS OF MONROE COUNTY, FLORIDA,
AUTHORIZING THE ACQUISITION AND
CONSTRUCTION OF ADDITIONAL CRIMINAL JUSTICE
FACILITIES IN MONROE COUNTY, FLORIDA;
PROVIDING FOR THE ISSUANCE OF NOT EXCEEDING
$40,000,000 SALES TAX REVENUE BONDS, SERIES 1991,
OF THE COUNTY TO FINANCE THE COST THEREOF;
PROVIDING FOR THE PAYMENT OF SUCH BONDS
FROM THE PORTION OF THE ONE CENT LOCAL
. GOVERNMENT ThWRASTRUCTURE SURTAX PROCEEDS
t5 ::5 DISTRIBUTABLE TO THE COUNTY; MAKING CERTAIN
..,... u..
..2...:;>: COVENANTS AND AGREEMENTS IN CONNECTION
-JUr-
';?"iz THEREWITH; AND PROVIDING AN EFFECTIVE DATE,"
-;~B AS AMENDED AND SUPPLEMENTED; AUTHORIZING
.'-:;l.:..J THE REFUNDING OF A PORTION OF THE COUNTY'S
o
ug.; SERIES 1991 BONDS; AUTHORIZING THE ISSUANCE OF
g $/"Z ~f) S; 000 AGGREGATE PRINCIPAL
AMOUNT OF MONROE COUNTY, FLORIDA SALES TAX
REFUNDING REVENUE BONDS, SERIES 1998 IN ORDER
TO REFUND A PORTION OF THE SERIES 1991 BONDS;
MAKING CERTAIN OTHER COVENANTS AND
AGREEMENTS IN CONNECTION WITH THE ISSUANCE
OF SUCH BONDS; PROVIDING CERTAIN TERMS AND
DETAILS OF THE BONDS, INCLUDING AWARDING
SUCH BONDS PURSUANT TO A PUBLIC BID;
AUTHORIZING THE EXECUTION AND DELIVERY OF AN
ESCROW DEPOSIT AGREEMENT AND APPOINTING AN
ESCROW AGENT; AUTHORIZING AND RATIFYING THE
DISTRIBUTION OF A PRELIMINARY OFFICIAL
STATEMENT AND AUTHORIZING THE EXECUTION
AND DELIVERY OF AN OFFICIAL STATEMENT WITH
RESPECT THERETO; APPOINTING THE BOND
REGISTRAR AND PAYING AGENT FOR THE BONDS;
APPROVING THE EXECUTION AND DELIVERY OF A
CONTINUING DISCLOSURE CERTIFICATE;
AUTHORIZING MUNICIPAL BOND INSURANCE FOR
THE BONDS; AUTHORIZING THE EXECUTION AND
DELIVERY OF A CUSTODY OF FUNDS AGREEMENT;
AUTHORIZING THE EXECUTION AND DELIVERY OF A
BLANKET LETTER OF REPRESENTATIONS; AMENDING
THE ABOVE-DESCRIBED RESOLUTION IN CERTAIN
RESPECTS; AND PROVIDING AN EFFECTIVE DATE.
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF
MONROE COUNTY, FLORIDA:
SECTION 1. AUTHORITY FOR THIS SUPPLEMENTAL
RESOLUTION. This supplemental resolution is adopted pursuant to the provisions of the
Act.
SECTION 2.
FINDINGS. It is hereby found and <;letermined that:
(A) On March 27, 1990, Monroe County, Florida (the "Issuer") duly adopted a
resolution, the title of which resolution is quoted in the title of this supplemental resolution
(as amended and supplemented, the "Resolution"), for the purposes described therein,
authorizing, among other things, the issuance of the Issuer's Sales Tax Revenue Bonds,
Series 1991 (the "Series 1991 Bonds") for the purpose of fmancing the acquisition and
construction of certain criminal justice facilities in Monroe County (the "Project").
(B) The Issuer has heretofore issued its Sales Tax Bond Anticipation Notes, Series
1990 (the "Series 1990 Notes"), for the principal purpose of providing temponu)' fmancing
for the acquisition and construction of the Project. The Series 1990 Notes were paid in full
with a portion of the proceeds of the Series 1991 Bonds.
(C) The Issuer deems it desirable and in its best interests to refund the Series 1991
Bonds maturing on April 1 in the years 2001 through 2004 (the "Refunded Bonds") in order
to achieve debt service savings for the Issuer.
(D) The Resolution provides for the issuance of Additional Parity Bonds (as
defmed in the Resolution), payable on a parity with that portion of the Series 1991 Bonds
which are not refunded with proceeds of the hereinafter defmed Series 1998 Bonds (the
"Parity Bonds") upon meeting certain requirements set forth in the Resolution.
(E) There is hereby authorized the refunding of the Refunded Bonds. The Issuer
deems it to be in its best interest to issue its Monroe County, Florida Sales Tax Refunding
2
Revenue Bonds, Series 1998 (the "Series 1998 Bonds") in order to effectuate the refunding
of the Refunded Bonds.
(F) All the covenants, pledges and conditions in the Resolution shall be applicable
to the Series 1998 Bonds herein authorized and said Series 1998 Bonds shall be on a parity
with and shall rank equally as to lien on and source and security for payment from the
Pledged Funds (as defmed in the Resolution) with the Parity Bonds, and shall constitute
"Bonds" within the meaning of the Resolution. The Issuer is not in breach of any of the
covenants, agreements or obligations under the Resolution and all payments required by the
Resolution to be made to the funds and accounts established by the Resolution have been
made to the full extent required.
(G) The principal of and interest on the Series 1998 Bonds and all required sinking
fund, reserve and other payments shall be limited obligations of the Issuer, payable from the
Pledged Foods in the manner provided in the Resolution. The Series 1998 Bonds shall not
constitute a general obligation, or a pledge of the faith, credit or taxing power of the Issuer,
the State of Florida, or any political subdivision thereof, within the meaning of any
constitutional or statutory provisions. Neither the State of Florida, nor any political
subdivision thereof, including the Issuer shall be obligated (1) to exercise its ad valorem
taxing power in any form on any real or personal property of or in the Issuer to pay the
principal of the Series 1998 Bonds, the interest thereon, or other costs incidental thereto, or
(2) to pay the same from any other funds of the Issuer except from the Pledged Funds in the
manner provided in the Resolution.
(H) In accordance with Section 218.385, Florida Statutes, the Series 1998 Bonds
were advertised for competitive bids pursuant to an Official Notice of Sale (the "Notice of
Sale") a copy of which is attached hereto as Exhibit A and made a part hereof.
(I) Pursuant to the Notice of Sale, competitive bids received at the office of the
County Administrator of the Issuer prior to 11 :00 a.m., local time, on the date hereof, in
accordance with the terms and provisions of the Notice of Sale, were publicly opened and
annoooced.
The Issuer has determined that M / It "'At /P fI,; U 'jit +c O~
(the "Underwriter") submitted a bid proposal on an
Official Bid Form (the "Official Bid Proposal") which complies with the terms and
provisions of the Notice of Sale and offers to purchase the Series 1998 Bonds at the lowest
true interest cost to the Issuer, all as calculated in accordance with the terms and provisions
of the Notice of Sale. In accordance with the Notice of Sale, the Underwriter has filed with
the Issuer within the Official Bid Proposal a statement setting forth any fee, bonus or gratuity
paid in connection with the Series 1998 Bonds. Pursuant to Sections 218.385(2) and (3),
(J)
3
Florida Statutes, the Underwriter has also provided the Issuer with a "truth-in-bonding
statement" within the Official Bid Proposal.
(K) The form, terms and details of the Series 1998 Bonds shall be determined in
accordance with this Supplemental Resolution.
SECTION 3. DEFINITIONS. When used in this supplemental resolution, the
terms defmed in the Resolution shall have the meanings therein stated, except as such
defInitions shall be hereinafter amended and defmed.
Section 1.02 of the Resolution is hereby amended to include the following defmition:
"Code" means the Internal Revenue Code of 1986, as amended, and
all applicable rules and regulations promulgated thereunder or under the
Internal Revenue Code of 1954, as amended.
SECTION 4. AUTHORIZATION OF REFUNDING THE REFUNDED
BONDS. The Issuer hereby authorizes the refunding of the Refunded Bonds.
SECTION 5. DESCRIPTION OF THE SERIES 1998 BONDS. The Issuer
hereby authorizes the issuance of a series of Bonds in the aggregate principal amount of
$/7.So s: ()()O to be known as the "Monroe County, Florida Sales Tax Refunding
Revenue BOlids, Series 1998" for the principal purpose of providing funds for the refunding
of the Refunded Bonds. The Series 1998 Bonds shall be dated as of January 1, 1998, shall
be issued in the form of fully registered Bonds in denominations of $5,000 or any integral
multiple thereof, shall be numbered consecutively from one upward in order of maturity,
shall bear interest from their dated date, payable semi-annually, on October 1 and April 1 of
each year (the "Interest Payment Dates"), commencing on April 1, 1998, at such rates and
maturing in such years as are described in Schedule 1 attached hereto and in the OffIcial Bid
Proposal.
Interest on the Series 1998 Bonds will be payable by check or draft of SouthTrust
Bank, National Association, Fort Lauderdale, Florida, as Bond Registrar and Paying Agent,
made payable to and mailed to the Registered Owner, as shown on the registration books of
the Issuer at 5:00 p.m. on the fIfteenth day (whether or not a business day) of the calendar
month next preceding each Interest Payment Date. Principal of the Series 1998 Bonds is
payable to the Registered Owner upon presentation, when due, at the designated corporate
trust offIce of SouthTrust Bank, National Association, Fort Lauderdale, Florida, as Bond
Registrar. The principal of and interest on the Series 1998 Bonds are payable in lawful
money of the United States of America.
4
SECTION 6. REDEMPTION PROVISIONS. The Series 1998 Bonds shall
not be subject to redemption prior to maturity.
SECTION 7. SALE OF THE SERIES 1998 BONDS. The Series 1998
Bonds shall be sold to the Underwriter at the purchase price set forth in the Official Bid
Proposal in accordance with the terms and conditions of the Notice of Sale. A copy of the
Official Bid Proposal is attached hereto as Exhibit B.
SECTION 8. BOOK-ENTRY. The Series 1998 Bonds shall be initially issued
in the form of a separate single certificated fully registered Series 1998 Bond for each of the
maturities of the Series 1998 Bonds. Upon initial issuance, the ownership of each such
Series 1998 Bond shall be registered in the registration books kept by the Bond Registrar in
the name of Cede & Co., as nominee of The Depository Trust Company ("DTC"). As long
as the Series 1998 Bonds shall be registered in the name of Cede & Co., all payments of
interest on the Series 1998 Bonds shall be made by the Paying Agent by check or draft or by
bank wire transfer to Cede & Co., as holder of the Series 1998 Bonds.
With respect to Series 1998 Bonds registered in the registration books kept by the
Bond Registrar in the name of Cede & Co., as nominee of DTC, the Issuer, the Bond
Registrar and the Paying Agent shall have no responsibility or obligation to any direct or
indirect participant in the DTC book-entry program (a "Participant"). Without limiting the
immediately preceding sentence, the Issuer, the Bond Registrar and the Paying Agent shall
have no responsibility or obligation with respect to (A) the accuracy of the records ofDTC,
Cede & Co. or any Participant with respect to any ownership interest on the Series 1998
Bonds, (B) the delivery to any Participant or any other person other than a Series 1998
Bondholder, as shown in the registration books kept by the Bond Registrar, of any notice
with respect to the Series 1998 Bonds, including any notice of redemption, or (C) the
payment to any Participant or any other person, other than a Series 1998 Bondholder, as
shown in the registration books kept by the Bond Registrar, of any amount with respect to
principal, interest or redemption premium, if any, of the Series 1998 Bonds. The Issuer, the
Bond Registrar and the Paying Agent may treat and consider the person in whose name each
Bond is registered in the registration books kept by the Bond Registrar as the holder and
absolute owner of such Series 1998 Bond for the purpose of payment of principal, interest
or redemption premium, if any, with respect to such Series 1998 Bond, for the purpose of
giving notices of redemption and other matters with respect to such Series 1998 Bond, for
the purpose of registering transfers with respect to such Series 1998 Bond, and for all other
purposes whatsoever. The Paying Agent shall pay all principal, interest or redemption
premium, if any, of the Series 1998 Bonds only to or upon the order of the respective
holders, as shown in the registration books kept by the Bond Registrar, or their respective
attorneys du1y authorized in writing, as provided herein and in the Resolution and all such
payments shall be valid and effective to fully satisfy and discharge the Issuer's obligations
5
with respect to payment of principal, interest or redemption premium, if any, of the Series
1998 Bonds to the extent of the sum or sums so paid. No person other than a holder, as
shown in the registration books kept by the Bond Registrar, shall receive a certificated Series
1998 Bond evidencing the obligation of the Issuer to make payments of principal, interest
or redemption premium, if any, pursuant to the provisions hereof. Upon delivery by DTC
to the Issuer of written notice to the effect that DTC has determined to substitute a new
nominee in place of Cede & Co., and subject to the provisions with respect to mailing of
notice of redemption the words "Cede & Co." herein shall refer to such new nominee of
DIC; and upon receipt of such notice, the Issuer shall promptly deliver a copy of the same
to the Bond Registrar and the Paying Agent.
Upon (A) receipt by the Issuer of written notice from DIC (i) to the effect that a
continuation of the requirement that all of the outstanding Series 1998 Bonds be registered
in the registration books kept by the Bond Registrar in the name of Cede & Co., as nominee
ofDTC, is not in the best interest of the beneficial owners of the Series 1998 Bonds or (ii)
to the effect that DTC is Wlable or Wlwilling to discharge its responsibilities and no substitute
depository willing to Wldertake the functions of DTC hereWlder can be fOWld which is
willing and able to Wldertake such functions upon reasonable and customary terms, or (B)
determination by the Issuer, in its sole discretion, that such book-entry only system should
be discontinued by the Issuer, the Series 1998 Bonds shall no longer be restricted to being
registered in the registration books kept by the Bond Registrar in the name of Cede & Co.,
as nominee of DTC, but shall be registered in whatever name or names holders shall
designate, in accordance with the provisions of the Resolution. In such event, the Issuer shall
issue and the Bond Registrar shall authenticate, transfer and exchange Series 1998 Bonds
consistent with the terms of the Resolution, in denominations of $5,000 or any integral
multiple thereof to the holders thereof. The foregoing notwithstanding, Wltil such time as
participation in the book-entry only system is discontinued, the provisions set forth in the
Blanket Issuer Letter of Representations substantially in the form attached hereto as
Exhibit F to be executed by the Issuer and delivered to DTC as described in Section 20
hereof shall apply to the payment of principal, interest and redemption premium, if any, on
the Series 1998 Bonds.
SECTION 9. FORM OF SERIES 1998 BONDS. The text of the Series 1998
Bonds, together with the Bond Registrar's certificate of authentication shall be substantially
of the following tenor, with such omissions, insertions and variations as may be necessary
or desirable and authorized or permitted by the Resolution or any subsequent resolution
adopted prior to the issuance thereof, or as may be necessary to comply with applicable laws,
rules and regulations of the United States Government and the State of Florida in effect upon
the issuance thereof:
6
[F orm of Series 1998 Bond]
No.
CUSIP:
$
UNITED STATES OF AMERICA
STATE OF FLORIDA
MONROE COUNTY, FLORIDA
SALES TAX REFUNDING REVENUE BOND,
SERIES 1998
Rate of
Interest
Maturity Date
Date of
Original Issue
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT:
Monroe County, Florida (the "Issuer"), for value received, hereby promises to pay to
the Registered Owner designated above, or registered assigns, solely from the special funds
hereinafter mentioned, on the Maturity Date specified above, the Principal Amount shown
above, upon the presentation aild surrender hereof at the designated corporate trust office of
SouthTrust Bank, National Association, Fort Lauderdale, Florida, as Paying Agent and Bond
Registrar, and to pay solely from such special funds interest thereon from the date of this
bond or from the most recent interest payment date to which interest has been paid,
whichever is applicable, until payment of such sum, at the Rate of Interest per annum set
forth above (computed on the basis ofa 360-day year of twelve 30-day months), payable on
April 1, 1998, and semiannually thereafter on April 1 and October 1 in each year (or, if any
such date is not a business day, then on the next business day thereafter), by check or draft
mailed to the Registered Owner at his address as it appears, at 5:00 p.m. on the fifteenth day
(whether or not a business day) of the calendar month next preceding the applicable interest
payment date, on the registration books of the Issuer kept by the Bond Registrar. The
principal of and interest on this bond are payable in lawful money of the United States of
America.
7
This bond is one of an authorized issue of bonds in the aggregate principal amount
of$ oflike date, tenor and effect (the "Series 1998 Bonds"), except as to
number, interest rate, principal amount, Registered Owner and maturity date issued to refund
a portion of the Issuer's Sales Tax Revenue Bonds, Series 1991, under the authority of and
in full compliance with the Constitution and Laws of the State of Florida, including
particularly, Section 212.055(2), Florida Statutes, Ordinance No. 013-1989, adopted by the
Board of County Commissioners of the Issuer on May 23, 1989 and other applicable
provisions of law, and Resolution No. 206-1990, adopted by the Board of County
Commissioners of the Issuer on March 27, 1990, as amended and supplemented (the
"Resolution"), and is subject to all the terms and conditions of such Resolution.
This bond and the interest thereon are payable solely from, and secured by a lien upon
and pledge of, the Pledged Funds (as defined in the Resolution) on a parity in all respects
with the lien on and pledge of such Pledged Funds granted with regard to the Issuer's
outstanding Sales Tax Revenue Bonds, Series 1991 (the "Parity Bonds"), all in the manner
provided in the Resolution. The Issuer may issue additional obligations on parity with the
Series 1998 Bonds and the Parity Bonds as to the lien on and pledge of the Pledged Funds
in accordance with the provisions of the Resolution. This bond does not constitute an
indebtedness of the Issuer within the meaning of any constitutional or statutory provision or
limitation.
The County has covenanted in the Resolution that, until the Series 1998 Bonds are
paid or deemed paid pursuant to the provisions of the Resolution, it will (1) budget and
appropriate in each fiscal year from Non-Ad Valorem Revenues (as defmed in the
Resolution), sufficient money to fund any deficiency in the Reserve Account existing on the
first day of each fiscal year in the event Pledged Funds are insufficient for such purpose, and
(2) from such appropriated funds to deposit into the Reserve Account the amount of any
actual deficiency. Such covenant to appropriate from Non-Ad Valorem Revenues is not a
pledge by the Issuer of such Non-Ad Valorem Revenues and is subject in all respects to the
payment of obligations secured by a pledge of such Non-Ad Valorem Revenues heretofore
or hereafter entered into (including the payment of debt service on bonds or other debt
instruments) and also to the payment of services and programs which are for essential public
purposes affecting the health, welfare and safety of the inhabitants of the Issuer or which are
legally mandated by applicable law.
IT IS EXPRESSLY AGREED BY THE REGISTERED OWNER OF THIS BOND
THAT SUCH REGISTERED OWNER SHALL NEVER HAVE THE RIGHT TO REQUIRE
OR COMPEL THE LEVY OF AD VALOREM TAXES FOR THE PAYMENT OF THE
PRINCIPAL OF AND INTEREST ON THIS BOND OR FOR THE MAKING OF ANY
SINKING FUND OR OTHER PAYMENT PROVIDED FOR IN THE RESOLUTION.
THIS BOND AND THE INDEBTEDNESS EVIDENCED THEREBY SHALL NOT
CONSTITUTE A LIEN UPON ANY PROPERTY OF OR IN THE ISSUER, BUT SHALL
8
CONSTITUTE A LIEN ONLY UPON THE PLEDGED FUNDS AS DESCRIBED IN THE
RESOLUTION.
N either the members of the Board of County Commissioners of the Issuer nor any
person executing this bond shall be liable personally hereon or be subject to any personal
liability or accountability by reason of the issuance hereof.
REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS
BOND SET FORTH ON THE REVERSE SIDE HEREOF AND SUCH FURTHER
PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET
FORTH ON THE FRONT SIDE HEREOF.
This bond shall not be valid or become obligatory for any purpose or be entitled to
any security or benefit under the Resolution until the certificate of authentication hereon
shall have been executed by the Bond Registrar.
IN WITNESS WHEREOF, Monroe County, Florida, has issued this bond and has
caused the same to be executed by the Mayor of the Board of County Commissioners and
attested and countersigned by the Clerk of the Board of County Commissioners, either
manually or with their facsimile signatures, and its corporate seal or a facsimile thereof to
be affixed, impressed, imprinted, lithographed or reproduced hereon, all as of the Date of
Original Issue.
(SEAL)
MONROE COUNTY, FLORIDA
~
yor, Board of County Commissioners
ATTESTED: ~Oi'Y L. 1<0, hqo~' C.lu--k
Sb~ e. /!)u)tJ~
~(,\7Clerk '
9
BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION
This bond is one of the bonds of the issue described in the within-mentioned
Resolution.
SOUTHTRUST BANK, NATIONAL
ASSOCIA TION, as Bond Registrar
By:
Authorized Signatory
Date of Authentication
10
(Provisions on Reverse Side of Bond)
The Issuer has established a book-entry system of registration for the Series 1998
Bonds. Except as specifically provided otherwise in the Resolution, an agent will hold this
bond on behalf of the beneficial owner hereof. By acceptance of a confmnation of purchase,
deliveI)' or transfer, the beneficial owner of this bond shall be deemed to have agreed to such
arrangement.
The transfer of this bond is registrable in accordance with the terms of the Resolution
only upon the books of the Issuer kept for that purpose at the designated corporate trust
office of the Bond Registrar by the Registered Owner hereof in person or by his attorney
duly authorized in writing, upon the surrender of this bond together with a written instrument
of transfer, in form and with guaranty of signature satisfactOlY to the Bond Registrar duly
executed by the Registered Owner or his attorney duly authorized in writing, and thereupon
a new bond or bonds in the same aggregate principal amount, series, maturity and interest
rate shall be issued to the transferee in exchange therefor, and upon the payment of any tax,
fee or governmental charge, if any, therein prescribed. The Series 1998 Bonds are issuable
in the form of fully registered Series 1998 Bonds in authorized denominations. The Issuer,
the Bond Registrar and any Paying Agent may treat the Registered Owner of this bond as the
absolute owner hereof for all purposes, whether or not this bond shall be overdue, and shall
not be affected by any notice to the contrary. .
The Series 1998 Bonds are not subject to redemption prior to maturity.
It is hereby certified and recited that all acts, conditions and things required to exist,
to happen and to be performed precedent to and in the issuance of this bond exist, have
happened and have been performed in regular and due form and time as required by the Laws
of the State of Florida applicable thereto; and that the issuance of this bond and of the issue
of bonds of which this bond is one, does not violate any constitutional or statutory limitation.
The Registered Owner of this bond shall have no right to enforce the provisions of the
Resolution, or to institute action to enforce the covenants therein, or to take any action with
respect to any event of default under the Resolution, or to institute, appear in or defend any
suit or other proceeding with respect thereto, except as provided in the Resolution.
Modifications or alterations of the Resolution or of any resolution supplemental
thereto may be made only to the extent and in the circumstances permitted by the Resolution.
This bond is and has all the qualities and incidents of a negotiable instrument under
the laws of the State of Florida.
11
The following abbreviations, when used in the inscription on the face of the within
bond, shall be construed as though they were written out in full according to applicable laws
or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
IT TEN - as joint tenants with right of survivorship and not as tenants in common
UNIF TRANS MIN ACT -
(Cust. )
Custodian for
(Minor)
under Uniform Transfers to Minors Act of
(State)
Additional abbreviations may also be used though not in list above.
12
Unless this certificate is presented by an authorized representative of The Depository
Trust Company to the Issuer or its agent for registration of transfer, exchange or payment,
and any certificate issued is registered in the name of Cede & Co. or such other name as
requested by the authorized representative of The Depository Trust Company and any
payment is made to Cede & Co., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF
FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the
registered owner hereof, Cede & Co., has an interest herein.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto _
Insert Social Security or Other Identifying Number of Assignee
(Name and Address of Assignee)
the within bond and does hereby irrevocably constitute and appoint
, as attorneys to register the transfer of the said bond on the books kept
for registration thereof with full power of substitution in the premises.
Dated:
Signature guaranteed:
NOTICE: Signature must be
guaranteed by an institution which is a
participant in the Securities Transfer Agent
Medallion Program (STAMP) or similar
program.
NOTICE: The signature to this
assignment must correspond with the name
of the Registered Owner as it appears upon
the face of the within bond in every
particular, without alteration or
enlargement or any change whatever and
the Social Security or other identifying
number of such assignee must be supplied.
13
SECTION 10. SECURITY FOR SERIES 1998 BONDS. Neither the Series
1998 Bonds nor the interest thereon shall be or constitute a general indebtedness of the Issuer
within the meaning of any constitutional or statutory provision or limitation, but shall be
payable solely from and secured by a lien upon and a pledge of the Pledged Funds in the
manner provided in the Resolution. The Series 1998 Bonds shall additionally be secured
pursuant to Section 4.02(1) of the Resolution.
The Registered Owners of any Series 1998 Bond shall never have the right to require
or compel the exercise of the ad valorem taxing power of the Issuer or taxation in any form
of any property therein for payment thereof, or be entitled to payment of such principal and
interest from any other funds of the Issuer, except from the Pledged Funds in the manner
provided in the Resolution. Until payment has been provided for as permitted in the
Resolution, the payment of the principal of and interest on the Series 1998 Bonds shall be
secured forthwith equally and ratably with the Parity Bonds and any Additional Parity Bonds
issued under the Resolution by an irrevocable lien on the Pledged Funds, and the Issuer does
hereby irrevocably pledge and grant a lien upon such Pledged Funds to the payment of the
principal of and interest on the Series 1998 Bonds, the reserves therefor, and for all other
required payment, all in accordance with the terms hereof.
SECTION 11. APPLICA nON OF SERIES 1998 BOND PROCEEDS. The
proceeds derived from the sale of the Series 1998 Bonds shall be applied by the Issuer
simultaneously with the delivery thereof as follows:
(A) An amount equal to the accrued interest shall be deposited to the Sinking Fund
established under the Resolution and shall be used to pay a portion of the interest on the
Series 1998 Bonds on the fIrst Interest Payment Date applicable thereto.
(B) A sufficient amount of the Series 1998 Bond proceeds, together with moneys
transferred pursuant to Section 15 hereof, shall be deposited irrevocably in trust in the
escrow deposit trust fund established under the terms and provisions of the hereinafter
defined Escrow Deposit Agreement and shall be invested in United States obligations in the
manner set forth in the Escrow Deposit Agreement, which investments shall mature at such
times and in such amounts as shall be sufficient to pay the principal of, redemption premium,
if any, and interest on the Refunded Bonds as the same mature and become due and payable.
(C) The remaining moneys shall be used to pay all costs and expenses in
connection with the preparation, issuance and sale of the Series 1998 Bonds, including,
without limitation, the fees and expenses of accountants, attorneys and fmancial advisors,
and the premiums for the hereinafter defmed Bond Insurance Policy.
14
SECTION 12. PRELIMINARY OFFICIAL STATEMENT. The distribution
and use of the Preliminary Official Statement, dated January 2, 1998, which is attached
hereto as Exhibit C, by the Undetwriter and other bidders and potential bidders for the Series
1998 Bonds in connection with the offering of the Series 1998 Bonds for sale is hereby
authorized and ratified. The Preliminary Official Statement is hereby deemed "[mal" within
the meaning of Rule 15c2-12(b)(I) under the Securities Exchange Act of 1934. The Notice
of Sale attached hereto as Exhibit B is hereby approved and ratified as to form, terms and
substance.
SECTION 13. OFFICIAL STATEMENT. The form, terms and provisions
of the Official Statement relating to the Series 1998 Bonds shall be substantially as set forth
in the Preliminary Official Statement. The Mayor is hereby authorized and directed to
execute and deliver said Official Statement in the name and on behalf of the Issuer, and
thereupon to cause such Official Statement to be delivered to the Underwriter with such
changes, amendments, modifications, omissions, and additions as approved by the Mayor
and as shall be necessary to reflect the terms and provisions of the Official Bid Proposal.
Said Official Statement, including any changes, amendments, modifications, omissions and
additions as approved by the Mayor, and the information contained therein are hereby
authorized to be used in connection with the sale of the Series 1998 Bonds to the public.
Execution by the Mayor of the Official Statement shall be deemed to be conclusive evidence
of approval of such changes.
SECTION 14. APPOINTMENT OF PAYING AGENT AND BOND
REGISTRAR. SouthTrust Bank, National Association, Fort Lauderdale, Florida, is hereby
designated Bond Registrar and Paying Agent for the Series 1998 Bonds. The Mayor and the
Clerk are hereby authorized to enter into any agreement which may be necessary to effect
the transactions contemplated by this Section 14 and by the Resolution.
SECTION 15. TRANSFER OF MONEYS. The Refunded Bonds will be
refimded from proceeds of the Series 1998 Bonds and from other legally available moneys
of the Issuer. Excess moneys, if any, on deposit in the Sinking Fund with respect to the
Refimded Bonds shall be transferred to the escrow deposit trust fund established under the
Escrow Deposit Agreement.
SECTION 16. MUNICIPAL BOND INSURANCE; SURETY BOND. The
Issuer hereby authorizes the payment of the principal of and interest on the Series 1998
Bonds to be insured pursuant to the Bond Insurance Policy issued by the Bond Insurer. For
pmposes of the Series 1998 Bonds, the Bond Insurer shall be MBIA Insurance Corporation,
a New York stock insurance company ("MBIA") and the Bond Insurance Policy shall be the
municipal bond insurance policy issued by MBIA. The Mayor is hereby authorized to
15
execute such documents and instruments necessary to cause the Bond Insurer to insure the
Series 1998 Bonds. The Series 1998 Bonds additionally shall be secured by the Surety Bond
issued in connection with the Refunded Bonds and deposited to the Reserve Account.
SECTION 17. PROVISIONS REGARDING BOND INSURANCE
POLICY. So long as the Bond Insurance Policy issued by the Bond Insurer is in full force
and effect and the Bond Insurer has not defaulted in its payment obligations under the Bond
Insurance Policy, the Issuer agrees to comply with the following provisions:
(A) In the event that on the business day prior to a payment date on the Series 1998
Bonds, the Paying Agent has not received sufficient moneys to pay all principal of and
interest on the Series 1998 Bonds due on the following business day the Paying Agent shall
immediately notify MBIA or its designee on the same business day by telephone or
telegraph, confmned in writing by registered or certified mail, of the amount of the
deficiency.
(B) If the deficiency is made up in whole or in part prior to or on the payment date,
the Paying Agent shall so notify MBIA or its designee.
(C) In addition, if the Paying Agent has notice that any Bondholder has been
required to disgorge payments of principal or interest on a Series 1998 Bond to a trustee in
bankruptcy or creditors or others pursuant to a final judgment by a court of competent
jurisdiction that such payment constitutes a voidable preference to such Series 1998
Bondholder within the meaning of any applicable bankruptcy laws, then the Paying Agent
shall notify MBIA or its designee of such fact by telephone or telegraphic notice, confmned
in writing by registered or certified mail.
(D) The Paying Agent is hereby irrevocably designated, appointed, directed and
authorized to act as attorney-in-fact for holders of the Series 1998 Bonds as follows:
(i) If and to the extent there is a deficiency in amounts required to pay
interest on the Series 1998 Bonds, the Paying Agent shall ( a) execute and deliver to
State Street Bank and Trust Company, N.A., New York, New York, or its successors
under the Bond Insurance Policy (the "Insurance Paying Agent"), in form satisfactory
to the Insurance Paying Agent, an instrument appointing MBIA as agent for such
Bondholders in any legal proceeding related to the payment of such interest and an
assignment to MBIA of the claims for interest to which such deficiency relates and
which are paid by MBIA, (b) receive as designee of the respective Bondholders (and
not as Paying Agent) in accordance with the tenor of the Bond Insurance Policy
payment from the Insurance Paying Agent with respect to the claims for interest so
assigned, and (c) disburse the same to such respective Bondholders; and
16
(ii) If and to the extent of a deficiency in amounts required to pay principal
of the Series 1998 Bonds, the Paying Agent shall (a) execute and deliver to the
Insurance Paying Agent in form satisfactory to the Insurance Paying Agent an
instrument appointing MBIA as agent for such Bondholder in any legal proceeding
relating to the payment of such principal and an assignment to MBIA of any of the
Series 1998 Bonds surrendered to the Insurance Paying Agent of so much of the
principal amount thereof as has not previously been paid or for which moneys are not
held by the Paying Agent and available for such payment (but such assignment shall
be delivered only if payment from the Insurance Paying Agent is received), (b)
receive as designee of the respective Bondholders (and not as Paying Agent) in
accordance with the tenor of the Bond Insurance Policy payment therefor from the
Insurance Paying Agent, and (c) disburse the same to such Bondholders.
(E) Payments with respect to claims for interest on and principal of Series 1998
Bonds disbursed by the Paying Agent from proceeds of the Bond Insurance Policy shall not
be considered to discharge the obligation of the Issuer with respect to such Series 1998
Bonds, and MBIA shall become the owner of such unpaid Bond and claims for the interest
in accordance with the tenor of the assignment made to it under the provisions of this
subsection or otherwise.
(F) Irrespective of whether any such assignment is executed and delivered, the
Issuer and the Paying Agent agree for the benefit of MBIA that:
(i) They recognize that to the extent MBIA makes payments, directly or
indirectly (as by paying through the Paying Agent), on account of principal of or
interest on the Series 1998 Bonds, MBIA will be subrogated to the rights of such
Series 1998 Bondholders to receive the amount of such principal and interest from the
Issuer, with interest thereon as provided and solely from the sources stated in the
Resolution and the Series 1998 Bonds; and
(ii) They will accordingly pay to MBIA the amount of such principal and
interest (including principal and interest recovered under subparagraph (ii) of the first
paragraph of the Bond Insurance Policy, which principal and interest shall be deemed
past due and not to have been paid), with interest thereon as provided in the
Resolution and the Series 1998 Bonds, but only from the sources and in the manner
provided in the Resolution for the payment of principal of and interest on the Series
1998 Bonds to Bondholders, and will otherwise treat MBIA as the owner of such
rights to the amount of such principal and interest.
17
(G) In connection with the issuance of Additional Parity Bonds, the Issuer shall
deliver to MBIA a copy of the disclosure document, if any, circulated with respect to such
Additional Parity Bonds.
(H) Copies of any amendments made to the documents executed in connection with
the issuance of the Series 1998 Bonds which are consented to by MBIA shall be sent to
Standard & Poor's Ratings Services.
(I) The Issuer shall provide MBIA with notice of the resignation or removal of the
Paying Agent and the appointment of a successor thereto.
(1) The Issuer shall provide MBIA with copies of all notices required to be
delivered to Series 1998 Bondholders under the Resolution and, on an annual basis, copies
of the Issuer's audited financial statements and annual budget.
(K) Any notice required to be given to a Series 1998 Bondholder or to the Paying
Agent pursuant to the Resolution shall also be provided to MBIA. All notices required to
be given to MBIA shall be in writing and shall be sent by registered or certified mail
addressed to MBIA Insurance Corporation, 113 King Street, Armonk, New York 10504,
Attention: Surveillance.
SECTION 18. AUTHORIZATION TO EXECUTE CUSTODY OF FUNDS
AGREEMENT. The Issuer hereby authorizes and directs the Mayor and the Clerk to
execute a custody of funds agreement (the "Custody of Funds Agreement") and to deliver the
Custody of Funds Agreement to SouthTrust Bank, National Association, Fort Lauderdale,
Florida, which is hereby appointed as custodial trustee for the Series 1998 Bonds
(thereunder, the "Custodian"). All of the provisions of the Custody of Funds Agreement
when executed and delivered by the Issuer as authorized herein and when duly authorized,
executed and delivered by the Custodian, shall be deemed to be a part of this supplemental
resolution as fully and to the same extent as if incorporated verbatim herein, and the Custody
of Funds Agreement shall be in substantially the form of the Custody of Funds Agreement
attached hereto as Exhibit D with such changes, amendments, modifications, omissions and
additions, including the date of such Custody of Funds Agreement, as may be approved by
the Mayor. Execution by the Mayor of the Custody of Funds Agreement shall be deemed
to be conclusive evidence of. approval of such changes.
SECTION 19. AUTHORIZATION TO EXECUTE ESCROW DEPOSIT
AGREEMENT. The Issuer hereby authorizes and directs the Mayor and Clerk to execute
an Escrow Deposit Agreement (the "Escrow Deposit Agreement") and to deliver the Escrow
Deposit Agreement to SouthTrust Bank, National Association, Fort Lauderdale, Florida,
18
which is hereby appointed as escrow agent thereunder (the "Escrow Agent"). All of the
provisions of the Escrow Deposit Agreement when executed and delivered by the Issuer as
authorized herein and when duly authorized, executed and delivered by the Escrow Agent,
shall be deemed to be a part of this supplemental resolution as fully and to the same extent
as if incorporated verbatim herein, and the Escrow Deposit Agreement shall be in
substantially the form of the Escrow Deposit Agreement attached hereto as Exhibit E with
such changes, amendments, modifications, omissions and additions, including the date of
such Escrow Deposit Agreement, as may be approved by the Mayor. Execution by the
Mayor of the Escrow Deposit Agreement shall be deemed to be conclusive evidence of
approval of such changes.
SECTION 20. AUTHORIZATION TO EXECUTE AND DELIVER
BLANKET LETTER OF REPRESENTATIONS. The Blanket Letter of Representations,
substantially in the form attached hereto as Exhibit F with such changes, corrections,
insertions and deletions as may be approved by the Mayor, such approval to be evidenced
conclusively by his execution thereof, is hereby approved and authorized; the Issuer hereby
authorizes and directs the Mayor to date and execute and the Clerk to attest, under the
official seal of the County, the Blanket Letter of Representations, and deliver the Blanket
Letter of Representations to the DTC; and all of the provisions of the Blanket Letter of
Representations, when executed and delivered by the County as authorized herein, and by
the DTC, shall be deemed to be a part of this supplemental resolution as fully and to the
same extent as if incorporated verbatim herein.
SECTION 21. SECONDARY MARKET DISCLOSURE. The Issuer hereby
covenants and agrees that, in order to provide for compliance by the Issuer with the
secondaty market disclosure requirements of Rule 15c2-12 of the Security and Exchange
Commission (the "Rule"), it will comply with and carry out all of the provisions of the
Continuing Disclosure Certificate to be executed by the Issuer and dated the date of delivery
of the Series 1998 Bonds, as it may be amended from time to time in accordance with the
terms thereof. The Continuing Disclosure Certificate shall be substantially in the form of
Exhibit G with such changes, amendments, modifications, omissions and additions as shall
be approved by the Mayor who is hereby authorized to execute and delivery such Certificate.
Notwithstanding any other provision of the Resolution, failure of the Issuer to comply with
such Continuing Disclosure Certificate shall not be considered an event of default under the
Resolution; provided, however, any Series 1998 Bondholder may take such actions as may
be necessaty and appropriate, including seeking mandate or specific performance by court
order, to cause the Issuer to comply with its obligations under this Section 21 and the
Continuing Disclosure Certificate. For purposes of this Section 21, "Series 1998
Bondholder" shall mean any person who (A) has the power, directly or indirectly, to vote or
consent with respect to, or to dispose of ownership of, any Series 1998 Bonds (including
19
persons holding Series 1998 Bonds through nominees, depositories or other intermediaries),
or (B) is treated as the owner of any Series 1998 Bond for federal income tax purposes.
SECTION 22. ADDITION OF NEW SECTION 4.05 TO THE
RESOLUTION. The Resolution is hereby amended to include a new Section 4.05 which
shall read as follows:
SECTION 4.05 REBATE FUND. There is hereby created,
established and designated a special fund to be entitled the "Monroe County,
Florida Sales Tax Revenue Bonds Rebate Fund" (the "Rebate Fund").
Amounts on deposit in the Rebate Fund shall be held in trust by the Issuer and
used solely to make required rebates to the United States (except to the extent
the same may be transferred to the Issuer) and the Bondholders shall have no
right to have the same applied for debt service on the Bonds. The Issuer
agrees to undertake all actions required of it in its arbitrage certificate(s)
relating to the Bonds, including, but not limited to:
(A) making a determination in accordance with the Code of the
amount required to be deposited in the Rebate Fund;
(B) depositing the amount determined in clause (A) above into the
Rebate Fund;
(C) paying on the dates and in the manner required by the Code to
the United States Treasury from the Rebate Fund and any other legally
available moneys of the Issuer such amounts as shall be required by the Code
to be rebated to the United States Treasury; and
(D) keeping such records of the determinations made pursuant to this
Section 4.05 as shall be required by the Code, as well as evidence of the fair
market value of any investments purchased with proceeds of the Bonds.
The provisions of the above-described arbitrage certificate(s) may be
amended without the consent of any Holder from time to time as shall be
necessary, in the opinion of Bond Counsel, to comply with the provisions of
the Code.
SECTION 23. AMENDMENT OF SECTION 5.07 OF THE RESOLUTION.
Section 5.07 of the Resolution is hereby amended in its entirety and shall read as follows:
20
SECTION 5.07 FEDERAL INCOME TAX COVENANTS. The
Issuer covenants with the holders of each series of Bonds (other than taxable
Bonds) that it shall not use the proceeds of such series of Bonds in any manner
which would cause the interest on such series of Bonds to be included in gross
income for purposes of federal income taxation.
The Issuer covenants with the holders of each series of Bonds (other
than taxable Bonds) that neither the Issuer nor any person under its control or
direction will make any use of the proceeds of such series of Bonds (or
amounts deemed to be proceeds under the Code) in any manner which would
cause such series of Bonds to be "arbitrage bonds" within the meaning of
Section 148 of the Code and neither the Issuer nor any other person shall do
any act or fail to do any act which would cause the interest on such series of
Bonds to be included in gross income for pwposes of federal income taxation.
The Issuer hereby covenants with the holders of each series of Bonds
(other than taxable Bonds) that it will comply with all provisions of the Code
necessary to maintain the exclusion of interest on such series of Bonds from
gross income for pwposes of federal income taxation, including, in particular,
the payment of any amount required to be rebated to the U. S. Treasury
pursuant to the Code.
The Issuer may, if it so elects, issue one or more series of taxable
Bonds the interest on which is (or may be) includible in the gross income of
the holder thereof for federal income taxation purposes, so long as each Bond
of such series states in the body thereof that interest payable thereon is (or may
be) subject to federal income taxation and provided that the issuance thereof
will not cause the interest on any other Bonds theretofore issued hereunder to
be or become subject to federal income taxation. The covenants set forth
above in this Section 5.07 shall not apply to any taxable Bonds.
SECTION 24. GENERAL AUTHORITY. The members of the Board and the
officers, attorneys and other agents or employees of the Issuer are hereby authorized to do
all acts and things required of them by this supplemental resolution, the Resolution, the
Official Statement, the Escrow Deposit Agreement, the Continuing Disclosure Certificate,
the Custody of Funds Agreement or the Bond Insurance Policy or which are desirable or
consistent with the requirements hereof or the Resolution, the Official Statement, the Escrow
Deposit Agreement, the Continuing Disclosure Certificate, the Custody of Funds Agreement
or the Bond Insurance Policy, for the full punctual and complete performance of all the
terms, covenants and agreements contained herein or in the Series 1998 Bonds, the
Resolution, the Escrow Deposit Agreement, the Continuing Disclosure Certificate, the
21
Custody of Funds Agreement or the Bond Insurance Policy and the Official Statement,
including the execution of any docwnents or instruments relating to insuring payment of the
Series 1998 Bonds, and each member, employee, attorney and officer of the Issuer and the
Clerk are hereby authorized and directed to execute and deliver any and all papers and
instruments and to be and cause to be done any and all acts and things necessary or proper
for canying out the transactions contemplated hereunder. The Issuer hereby authorizes its
financial advisor and Bond Counsel to do all things necessary to acquire the Refunding
Securities. The County Administrator is hereby authorized to enter into any agreements
necessary for the acquisition of such Refunding Securities. The Mayor Pro-Tern is hereby
authorized to do all acts or things required of the Mayor by the terms hereof in the
Resolution in the event of the Mayor's absence or unavailability.
SECTION 25. SEVERABILITY AND INVALID PROVISIONS. If anyone
or more of the covenants, agreements or provisions herein contained shall be held contrary
to any express provision oflaw 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
separable from the remaining covenants, agreements or provisions and shall in no way affect
the validity of any of the other provisions hereof or of the Series 1998 Bonds.
SECTION 26. RESOLUTION TO CONTINUE IN FORCE. Except as
herein expressly provided, the Resolution and all the terms and provisions thereof, including
the covenants contained therein, are and shall remain in full force and effect.
22
SECTION 27. EFFECTIVE DATE. This supplemental resolution shall
become effective immediately upon its adoption.
PASSED AND ADOPTED by the Board of County Commissioners of Monroe
County, Florida at a regular meeting of the Board on January 14, 1998.
MONROE COUNTY, FLORIDA
~
yor, Board of County Commissioners
ATTEST: DANNY L. KOLHAGE,
CLERK
Jha-kLG. ~~
Clerk, Board of County Commissioners
ItffO~J ~ ~~I ~4-~1'
hj-r-S tt^-- 'y1d~ ~~
NJ(),;t.rS, C;;i.~ ~ 0/ /lII't:k<'-A S""~A~
(j()ne{ ~JTl/
23
SCHEDULE 1
TERMS OF SERIES 1998 BONDS
Source.:
Par Amount of 9ond&
OrlglnallSS1Je Premium (Dlscooot)
Accrued Intarest
Sinking Fund Monies
T alai Sources
Use.:
Escrow Deposlt
Accrued Interest
Depos" to Debt Service Reserve Fund
Costs of Issuance
UndelWf~ers' Discount
Bond InsUfance
Aoundlng
0.303%
0.350%
Total Uses
Prlnclpal Amount of Bonds Being Refunded
Federal Arbitrage Yield on the New Issue
Total Debt Service Savings
Present Value Debt Service Savings
Present Value Savings as a Percent of
Principal Amount of Bonds Refunded
Dated Dale
DellvlllY Date
Arbitrage Yield
True Interest Cost
3.937547%
3.911561%
AssumptiOns:
(1) Dated Date January 1, 1998, Delivery Date February 5,1998
(2) Interest Rates are per wlnnflg bidder William R. Hough & Co.
(3) Bond Insurance premium 35 basis points
(4) Underwritef's Discount per William R. Hough's bid of $3.031$1,000
(5) Cost ollssuanee based on quotes & estimates
Public Fmancial Management, Inc.
1I141'l1l
$17,505,000.00 .
(21,237.80)
$62,909.33
340,620.00
$17,887,291.53
$17,583,731.16
$62,909.33
$0.00
$111,000.00
$53,040.15
$72,000.00
$4,610.89
$17,887,291.53
$16,870,000.00
3.937547%
1,139,890.53
1,012,394.81
6.001%
111/98
2!5198
to proceeds 01
to pl'OC8&ds 01
$17,474,671.53
$17,493,631.38
Page 1
...............,. ""'.,, .c'.... ,................,,_.. "--"" .. .... ,.. --....". -,.:.:.;
...............................~:~~I~f~:~~ven~..~.onds,..Bene..199j..........
.<Patti.129t)1~4 . ... ....
........... ...> >
5erles1991 Debt to Remain Outstanding
Date
Principal
Coupon
Interest
OeblServlce
Annual
Debt Service
-----~--_..__.~..--- _.~-_...---_. -~~_.~~..---_.. _....--_..---~--_.~- ..~---_.._- -_._-.-_....~--
2/6198
411/98 3,270,000.00
1011/98
4/1/99 3,450,000.00
10/1/99
4/1/00 3,650,000.00
1011100
411101
1011101
411102
1011102
411/03
1011103
411104
5.600% 295,735.00 3.566,735.00 3,565,735.00
204,175.00 204.176.00
5.700% 204.176.00 3,654,175.00 3,858.350.00
105,850.00 106,850.00
5.800% 105,850.00 3.755,850.00 3,861,700.00
10.370.000.00
916.785.00 11,285.785.00 11,285,785.00
Public Financial Management. llle.
11l419R
pege 2
Series 1991 Debt to be Refunded
Date
Principal
Coupon
Interest
OQbt Service
Annual
OQbt Service
-_..._-_....~ ----.-----....- -------- --"'.._--- .......----.---- ---....--
2/5198
4/1/98 510,930.00 510,930.00 510,930.00
1011198 510,930.00 510,930.00
411199 510,930.00 510,930.00 1,021,860.00
1011/99 510,930.00 510,930.00
411/00 510,930.00 510,930.00 1,021,860.00
10/1/00 510,930.00 510,930.00
411/01 3,860,000.00 5.900% 510,930.00 4,370,930.00 4,881,860.00
10/1/01 397.060.00 397,060.00
411/02 4,085.000.00 6.000% 397.060.00 4,482,060.00 4,879,120.00
10/1/02 274,510.00 274,510.00
411/03 4,330,000.00 6.100% 274,510.00 4,604,510.00 4,879,020.00
1011/03 142,445.00 142,445.00
4/1/04 4,595,000.00 6.200% 142,445.00 4,737 ,445.00 4,879,890.00
16,870.000.00
5.204,640.00 22,074,5<<).00 22,074,540.00
Public Financial Managemenl, Iltc.
1114/98
Page 3
e..~~~~;6if"c~";~~jj
._ .-. _." H......
......
Date
Principal
Prfn~ 10 be
Called
Interest
Total
Premium Requirements
_..*-~----_..*..._----_....._-_.._----_..._.._----~_..--_......-------
2/5198
411198 16,870,000,00 510,930.00 337,400.00 17,718,330.00
0.00 16,870,000.00 510,930.00 337,400.00 17,718,330.00
Public FinanciAl Management. Inc.
1/14/98
psge 4
M()~~tOd~~tY,~I~rld' .......> .. >H ./ ......... ....
~lell:r~~~..~Jng.Reventl'EJclnd$'. Serle~. .1998
'.rti$UQ<J1,~~ .. . . ."
Refunding Bonds to be Issued
-~..--~..- -..------.- -_.~.._.--_....-_...__...._-*------_......_-----~_......- ---..---.--..-.------- -.---------....-- ..---..---.-
Date
Principal
Coupon YI81cl
prtce
Proceecls
Interest
Annual
Debt Service Debt Service
1/1/98
2/5198
411/98 166.524.69 166.524.69 166.524.69
1011/98 333.049.36 333,049.38
4/1/99 180.000.00 4.260% 3.600% 100.725 181.305.00 333.049.38 513,049.38 846.098.75
1011/99 329.224.38 329,224.38
4/1/00 165.000.00 4.250% 3.650% 101.228 187.271.80 329,224.38 514,224.38 843.448.75
1011/00 325,293.13 325,293.13
411/01 4,055.000.00 3.750% 3.150% 100.000 4,055.000.00 325,293.13 4.380,293.13 4,705,686.25
10/1/01 249,281.88 249.261.88
411/02 4.200,000.00 3.750% 3.600% 99.805 4.191.810.00 249,261.88 4,449.261.88 4.898.523.75
1011102 110,511.88 170,511.88
4/1/03 4.360.000.00 3.800% 3.860% 99.764 4,349.710.40 170.511.88 4,530.511.88 4,701.023.75
1011103 87,671.88 87,671.88
411104 4,525.000.00 3.875% 3.900"4 99.860 4,518.865.00 87,671.88 4,612.871.88 4.700,343.75
17,505,000.00
17.483.762.20 3,156,549.69 20,861.549.69 20.861,549.69 II
Public I'inancial Management, Inc.
1/14198
Page 5
Debt Service Savings
_.______ _a___..._...__...._..__.____________....._..._.._ --...------....-- ----..-------... --....---.... ---------- --..----
Date
Refunded
Debt SMVlce
Accrued
Interest
Sinking Fund
MonIes
Selles 1998
Debt Servlce
Savings
Annual
Savings
3.937547%
Present Value
Factors
Present Value
Sailings
1/1/98
215198 0.00 62,909.33 340,620.00 0.00 (277.710.67) 1.00000oo0 (277.710.67)
4/1/98 510,930.00 166,524.69 344,406.31 66,694.64 0.99395280 342,322.62
10/1/98 510,930.00 333,049.38 177 .880.63 0.97476194 173,391.26
411/99 510,930.00 513,049.38 (2.119,38) 175,761.25 0.95594162 (2,026.00)
1011/99 510,930.00 329,224.38 181.705.63 0.93748467 170,346.24
4/1/00 510,930.00 514,224.38 (3,294.38) 178,411.25 0.91938408 (3,026.80)
10/1/00 510,930.00 325,293.13 185 ,638.88 0.90163297 167,376.33
411/01 4,370,930.00 4,380,293.13 (9,363,13) 176,273,75 0.88422459 (8,279.11)
1011/01 397,060.00 249,261.88 147,798.13 0.86715232 126,163.49
411/02 4,482,060.00 4,449,261.88 32,798.13 180,596.25 0.85040968 27.891.84
10/1/02 274,510,00 170,511.88 103,998.13 0.83399030 86,733.43
4/1/03 4,604,610.00 4,530,511.88 73,998.13 177,996.25 0.81788794 60,622.17
10/1/03 142,445.00 87,671.88 64,773.13 0.80209648 43,933.33
411/04 4,737,446.00 4,612,671.88 124,773.13 179,546.25 0.78660991 98,147.78
____~___.._____.._.___ n_..____......__....._ --------......------ ----------....-----.-- ---------- .....-.........----...----
22,074.540.00
62,909.33
340,620.00 20.661,649.69 1.135,279.64 1,135,279.64
1,007.763.92
Public Financial Management. Inc.
1114/98
Page 6
OFFICIAL NOTICE OF SALE
Monroe County, Florida
Sales Tax Refunding Revenue Bonds,
Series 1998
Sealed bids will be received by Monroe County, Florida (the "County"), at the office
of the County Administrator, 5100 College Road, Public Service Building, Wing II, Key
West, Florida 33040, until 11 :00 a.m., local time, on such date, which shall not be earlier
than January 14, 1998, to be established by the County Administrator and communicated
through Munifacts News Service at least twenty-four (24) hours prior to such date of sale
(the "Bid Date") for the purchase of all of the Monroe County, Florida Sales Tax Refunding
Revenue Bonds, Series 1998 (the "Series 1998 Bonds"). Bidders not having access to
Munifacts News Service may request telephone notification of such date and time by calling
(305) 292-4441. Award of the Series 1998 Bonds to the successful bidder will be made no
later than 4:00 p.m., local time, on the Bid Date.
FORM, MATURITY AND PAYMENT OF SERIES 1998 BONDS
The Series 1998 Bonds shall be issued in fully registered form in the denominations
of $5,000 each or any integral multiples thereof; shall be dated January 1, 1998; will bear
interest from their dated date, payable on April 1 and October 1 of each year, commencing
April 1, 1998; and shall mature on April 1 in the years 1999 through 2004 in the approximate
principal amounts set forth below:
Principal Principal
~ Amount* Year Amount*
1999 $175,000 2002 $4,210,000
2000 180,000 2003 4,385,000
2001 4,050,000 2004 4,570,000
* Estimated, subject to change. Amounts may be increased or decreased after submission of bids
as described herein under "ADJUSTMENT OF PRINCIPAL AMOUNTS."
DTC BOOK-ENTRY ONLY
The Series 1998 Bonds will be initially registered in the name of Cede & Co., as
registered owner and nominee for The Depository Trust Company, New York, New York
("DTC") under DTC's Book-Entry Only System of registration. Purchasers of beneficial
interests in the Series 1998 Bonds (the "Beneficial Owners") will not receive physical
delivery of bond certificates and ownership by the Beneficial Owners of the Series 1998
Bonds will be evidenced by book-entIy only. As long as Cede & Co. is the registered owner
of the Series 1998 Bonds as nominee of DTC, payments of principal and interest will be
made directly to such registered owner which will in turn remit such payments to the DTC
participants for subsequent disbursement to the Beneficial Owners.
ADJUSTMENT OF PRINCIPAL AMOUNTS
If, after final computation of the bids, the County determines, in its sole discretion,
that the funds necessary to refund that portion of the Monroe County, Florida, Sales Tax
Revenue Bonds, Series 1991 (the "Series 1991 Bonds") maturing in the years 2001 through
2004 (the "Refunded Bonds") are greater or less than the proceeds of the sale of all Series
1998 Bonds, the County reserves the right to adjust each principal amount of the Series 1998
Bonds and to correspondingly adjust the Series 1998 Bond issue size, all calculations to be
rounded to the nearest $5,000 principal amount or maturity amount, as the case may be.
Furthermore, the County reserves the right to adjust principal amounts to achieve
substantially level debt service, without substantially changing the Series 1998 Bond issue
SIze.
In the event of any such adjustment, no rebidding or recalculation of the bid submitted
would be required or permitted. If necessary, the total purchase price of the Series 1998
Bonds will be increased or decreased in direct proportion to the ratio that the adjustment
bears to the aggregate principal amount of the Series 1998 Bonds specified herein; and the
Series 1998 Bonds of each maturity, as adjusted, will bear interest at the same rate and must
have the same initial reoffering yields as specified in the bid of the successful bidder.
However, the award will be made to the bidder whose bid produces the lowest true interest
cost, calculated as provided herein, solely on the basis of the Series 1998 Bonds offered,
without taking into account any adjustment in the amount of Series 1998 Bonds pursuant to
this section.
2
INSURANCE
MBIA Insurance Corporation ("MBIA") has issued a commitment for municipal bond
insurance relating to the Series 1998 Bonds. All bids shall be conditioned upon the issuance,
effective as of the date on which the Series 1998 Bonds are issued, of a policy of insurance
by MBIA, insuring the payment, when due, of principal of and interest on the Series 1998
Bonds. Each Series 1998 Bond will bear a legend refening to the insurance. The purchaser,
holder or owner is not authorized to make any statements concerning the insurance beyond
those set out in the Preliminary Official Statement and in the bond legend without the
approval of MBIA. The County will be responsible for paying the premium on the municipal
bond insurance policy.
REDEMPTION PROVISIONS
The Series 1998 Bonds shall not be subject to redemption prior to maturity.
AUTHORITY AND PURPOSE
The Series 1998 Bonds are being issued under and pursuant to the Constitution and
laws of the State of Florida, including particularly Section 212.055(2), Florida Statutes,
Ordinance No. 013-1989 of the County and other applicable provisions oflaw, and under
and pursuant to Resolution No. 206-1990, adopted by the Board of County Commissioners
of the County on March 27, 1990, as amended and supplemented (the "Resolution").
The Series 1998 Bonds are being issued to provide funds sufficient, together with
other legally available moneys of the County, to (1) refund the Refunded Bonds, and (2) pay
certain costs and expenses relating to the issuance of the Series 1998 Bonds, including a
municipal bond insurance policy premium .
SECURITY
The Series 1998 Bonds are payable solely from and secured by a pledge of, and lien
on, the portion of the proceeds of the one cent local government infrastructure surtax on
deposit from time to time in the trust fund for such purpose established for the County in the
State Treaswy, allocated for and distributed monthly to the County pursuant to Section
212.055(2), Florida Statutes, as provided in the Resolution (the "Pledged Funds"). The
pledge of and lien on the Pledged Funds shall be on a parity with the Series 1991 Bonds not
3
refunded in connection with the refunding of the Series 1991 Bonds (the "Parity Bonds"),
and any additional bonds issued under the Resolution.
NEITHER THE SERIES 1998 BONDS NOR THE INTEREST THEREON SHALL
BE OR CONSTITUTE GENERAL INDEBTEDNESS OF THE COUNTY WITHIN THE
MEANING OF ANY CONSTITUTIONAL OR ST A TUTORY PROVISION, BUT SHALL
BE PAYABLE SOLELY FROM AND SECURED BY A LIEN UPON AND PLEDGE OF
THE PLEDGED FUNDS, ON PARITY IN ALL RESPECTS WITH THE PARITY BONDS,
IN THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION,
HEREIN DESCRIBED. NO HOLDER OR HOLDERS OF ANY SERIES 1998 BONDS
SHALL EVER HAVE THE RIGHT TO COMPEL THE EXERCISE OF ANY AD
VALOREM TAXING POWER OR TAXATION IN ANY FORM OF ANY PROPERTY
THEREIN TO PAY SUCH BOND OR THE INTEREST THEREON, OR BE ENTITLED
TO PAYMENT OF SUCH BOND OR THE INTEREST THEREON FROM ANY FUNDS
OF THE COUNTY EXCEPT FROM THE PLEDGED FUNDS IN THE MANNER AND
TO THE EXTENT PROVIDED IN THE RESOLUTION.
The County has covenanted in the Resolution that, until the Series 1998 Bonds are
paid or deemed paid pursuant to the provisions of the Resolution, it will (1) budget and
appropriate in each fiscal year from Non-Ad Valorem Revenues (as described in the
Preliminary Official Statement), sufficient money to fund any deficiency in the Reserve
Account existing on the first day of each fiscal year in the event Pledged Funds are
insufficient for such purpose, and (2) from such appropriated funds to deposit into the
Reserve Account the amount of any actual deficiency. The Reserve Account is fully funded
with a surety bond issued by MBIA.
CREDIT RATING
The County expects to receive ratings from Moody's Investors Service and Standard
& Poor's Ratings Group for the Series 1998 Bonds of "Aaa" and "AAA," respectively, on the
understanding that the standard policy of bond insurance will be issued by MBIA upon
issuance of the Series 1998 Bonds.
INTEREST RATES, BIDDING DETAILS AND AWARD
With regard to the Series 1998 Bonds, bidders shall specify rates of interest in
multiples of 1/8 or 1/20 of 1 % per annum, with the same single interest rate for anyone
maturity. No bid offering a difference greater than 2% between the highest and lowest rate
of interest on the Series 1998 Bonds will be considered.
4
No bid for less than all of the Series 1998 Bonds offered (subject to adjustment by the
County as permitted herein) or for less than (1) 99.0% of the par value of Series 1998 Bonds,
plus (2) accrued interest on the Series 1998 Bonds (taking into account any original issue
discount and underwriter's discount), will be considered. Determination of the successful
bidder and award of the Series 1998 Bonds will be made to the bidder whose bid offers the
lowest true interest cost to the County. The true interest cost rate will be determined by
doubling the semiannual interest rate on the Series 1998 Bonds necessary to discount the
semiannual debt service payments to the price bid (inClu~g interest a~cllled on th~ S~ries
1998 Bonds to the date of delivety of the Series 1998 Bon s). The date from which the true
interest cost will be calculated is the date of delivery for the Series 1998 Bonds which for
purpose of bid calculations shall be assumed to be February 5, 1998. The actual date of
delivery may be different and will not be determined until after the Series 1998 Bonds are
awarded to the successful bidder. If two (2) or more bids offer the same true interest cost,
the Series 1998 Bonds will be awarded to the bidder on the bid selected by lot among those
bearing the same true interest cost. True interest cost need not be calculated by the bidder.
The County's Financial Advisor will calculate such true interest cost based upon information
provided by the bidder on the Official Bid Form.
Each bid submitted must be unconditional, except as specified in this Official Notice
of Sale, and must be on the "Official Bid Form" furnished by the County, addressed to the
County and marked "Bid for Monroe County, Florida Sales Tax Refunding Revenue Bonds,
Series 1998" and delivered to the County in a sealed envelope. A Good Faith Deposit (the
"Deposit"), in the form of a cashier's or certified check payable to the order of Monroe
County or in the form of a Financial Surety Bond, in the amount of One Hundred Eighty
Thousand and 00/100 Dollars ($180,000) is required for any bid to be considered. If a check
is used, it must accompany each bid. If a Financial Surety Bond is used, it must be from an
insurance company licensed to issue such a bond in the State of Florida and approved by the
County (as of the date of this Official Notice of Sale, only Capital Guaranty Insurance
Company has been approved for such purpose by the County). The Financial Surety Bond
must identify each bidder whose Deposit is guaranteed by such Financial Surety Bond. Such
Financial Surety Bond must be received by the County at least 48 hours prior to the opening
of bids at the Clerk's office, 5100 College Road, Public Service Bldg., Wing II, Key West,
Florida 33040, Attention: County Administrator. If the Series 1998 Bonds are awarded to
a bidder utilizing a Financial Surety Bond, that bidder is required to submit its Deposit in the
form of a wire transfer as instructed by the County. Such Deposit shall be considered due
by 3 :00 p.m. on the next business day following the award. If such Deposit is not received
by that time, the Financial Surety Bond may be drawn upon by the County to satisfy the
Deposit requirement. No interest on the Deposit will accrue or be credited to the successful
bidder. The Deposit will be applied to the purchase price of the Series 1998 Bonds. In the
event the successful bidder fails to honor its accepted bid, the Deposit will be retained by the
County as liquidated damages. In the event that the County fails to deliver the Series 1998
5
Bonds to the successful bidder, the Deposit shall be immediately delivered by the County to
the successful bidder or the insurance company that issued the Financial Surety Bond,
whichever is applicable, and neither the successful bidder, the County, nor any other party
shall have any further obligation with respect to the Series 1998 Bonds.
THE COUNTY RESERVES THE RIGHT TO REJECT ANY AND ALL BIDS FOR
ANY REASON, TO W AlVE ANY IRREGULARITY OR INFORMALITY IN ANY BID,
TO TAKE ANY ACTION ADJOURNING OR POSTPONING THE SALE OF THE
SERIES 1998 BONDS OR TO TAKE ANY OTHER ACTION THE COUNTYMA Y
DEEM TO BE IN THE BEST INTEREST OF THE COUNTY.
AMENDMENT OF NOTICE
The County reserves the right to modify or amend this Official Notice of Sale~
however, such modifications or amendments shall not be made less than twenty-four (24)
hours prior to the opening of the bids for the Series 1998 Bonds and shall be communicated
through Munifacts News Service.
CUSIP NUMBERS AND DTC ELIGIBILITY
It is anticipated that CUSIP identification numbers will be printed on the Series 1998
Bonds, but neither the failure to print such number on any Series 1998 Bonds nor any error
with respect thereto shall constitute cause for failure or refusal by the successful bidder to
accept delivery of and pay for the Series 1998 Bonds in accordance with their agreement to
purchase the Series 1998 Bonds. All expenses in relation to the printing of CUSIP numbers
of the Series 1998 Bonds shall be paid by the County~ provided, however, that it shall be the
responsibility of the successful bidder to timely obtain and pay for the assignment of such
CUSIP numbers.
It is anticipated that the Series 1998 Bonds will be eligible for custodial deposit with
The Depository Trust Company ("DTC"), New York, New York~ however, it will be the
responsibility of the successful bidder to obtain such eligibility. Failure of the successful
bidder to obtain DTC eligibility shall not constitute cause for failure or refusal by the
successful bidder to accept delivery of pay for the Series 1998 Bonds in accordance with its
agreement to purchase the Series 1998 Bonds.
6
DELIVERY OF SERIES 1998 BONDS
The County will pay the cost of preparing the Series 1998 Bonds. Delivery of and
payment for the Series 1998 Bonds will be made within thirty (30) calendar days from the
date of sale through the facilities of DTC in New York, New York, or such other place
mutually acceptable to the successful bidder and the County. Payment of the full purchase
price, less the Deposit, plus accrued interest, shall be made to the County at the closing, in
Federal Reserve Funds of the United States of America.
The legal opinion of Nabors, Giblin & Nickerson, P.A. ("Bond Counsel") will be
furnished without charge to the successful bidder at the time of delivery of the Series 1998
Bonds. For a further discussion of the proposed form of the approving opinion see the
Preliminary Official Statement for the Series. 1998 Bonds.
There will also be furnished at the time of delivery of the Series 1998 Bonds a
certificate or certificates (which may be included in a consolidated closing certificate)
relating to the accuracy and completeness of the Official Statement~ and stating, among other
things, (1) that, except as described in the Official Statement, there is no litigation or
administrative action or proceeding pending or, to the knowledge of the County, threatened,
at the time of delivery of the Series 1998 Bonds, (a) to restrain or enjoin or seeking to
restrain or enjoin the issuance and delivery of the Series 1998 Bonds or (b) affecting the
validity of the Series 1998 Bonds, and (2) that the Preliminary Official Statement, other than
certain permitted omissions, has been deemed by the County, as of its date, to be a "final
official statement" for purposes ofSEC Rule 15c2-12(b)(1).
DISCLOSURE AND NOTIFICATION OBLIGATIONS OF PURCHASER
This Official Notice of Sale is not intended as a disclosure document and bidders are
required to obtain and carefully review the Preliminary Official Statement before submitting
a bid.
Prior to delivery of the Series 1998 Bonds to the successful bidder, the successful
bidder shall file with the County a statement as described in Section 218.38(1)(b)(2), Florida
Statutes, containing the amount of any fee, bonus or gratuity paid in connection with the
Series 1998 Bonds to any person not regularly employed by the successful bidder. This
statement shall be filed with the County even if no such fee, bonus or gratuity has been paid
by the successful bidder, and such filing shall be a condition precedent to the delivery of the
Series 1998 Bonds by the County to the successful bidder.
7
The successful bidder, by submitting its bid, agrees to furnish to the County and Bond
Counsel a certificate verifying information as to the bona fide initial offering prices of the
Series 1998 Bonds to the public and sales of the Series 1998 Bonds appropriate for
determination of the issue price of, and the yield on, the Series 1998 Bonds under the
Internal Revenue Code of 1986, as amended, as and at the time requested by Bond Counsel.
Each bidder and joint bidder, as applicable, may be required to provide a sworn
statement regarding public entity crimes prior to the delivery of the Series 1998 Bonds.
The County has covenanted to provide ongoing disclosure in accordance with Rule
15c2-12 of the Securities and Exchange Commission. See "Appendix E - Form of
Continuing Disclosure Certificate" attached to the Preliminary Official Statement.
TRUTH IN BONDING STATEMENT
Each bidder is required to fill out the Truth in Bonding Statement section set forth in
the Official Bid Form.
OFFICIAL STATEMENT
The County shall furnish at its expense within seven (7) business days after the Series
1998 Bonds have been awarded to the successful bidder, or at least three (3) business days
before closing, whichever is earlier, a sufficient number of copies of the final Official
Statement, which, in the judgment of the financial advisor to the County, will permit the
successful bidder to comply with applicable SEC and MSRB rules.
MISCELLANEOUS
Copies of the Preliminary Official Statement to be "deemed final" (except for
permitted omissions) by the County in accordance with SEC Rule 15c2-12 and the Official
Bid Form (if not printed on the back or as an attachment to this Official Notice of Sale) must
be obtained from the County Administrator of Monroe County, 5100 College Road, Public
8
Service Building, Wing II, Key West, Florida 33040, (3005) 292-4441; or from the financial
advisor to the County, Public Financial Management, Inc., 5900 Enterprise Parkway, Fort
Myers, Florida 33905 (941) 693-7117, before a bid is submitted.
MONROE COUNTY, FLORIDA
By: James L. Roberts
County Administrator
9
OFFICIAL BID FORM
Monroe County, Florida
Sales Tax Refunding Revenue Bonds,
Series 1998
County Administrator
Monroe County, Florida
5100 College Boulevard
Public Service Building, Wing II
Key West, Florida 33040
Dear Sir:
The undersigned hereby offer to purchase all of the Monroe County, Florida, Sales
Tax Refunding Revenue Bonds, Series 1998, to be dated January 1, 1998, described in the
attached Official Notice of Sale and the Preliminary Official Statement referred to therein,
which by reference is made part of this Bid, for all but not less than all of said Series 1998
Bonds and will pay therefor, at the time of delivery, in immediately available Federal
Reserve Funds,
Dollars ($ ), plus accrued interest on the Series 1998 Bonds from
January 1, 1998 to the date of delivery of the Series 1998 Bonds (which is assumed for
purposes of this bid to be February 5. 1998), bearing interest at the following rates per
annum:
SERIES 1998 BONDS
Principal Interest Price or
Year Amount * Rate Yield
1999 $175,000
2000 180,000
2001 4,050,000
2002 4,210,000
2003 4,385,000
2004 4,570,000
* Estimated, subject to change. Amounts may be increased or decreased after submission
of bids as described in the Official Notice of Sale under "ADJUSTMENT OF PRINCIPAL
AMOUNTS. "
GOOD FAITH DEPOSIT
In accordance with the attached Official Notice of Sale (check one):
OWe enclose herewith a Cashier's or Certified Check for One Hundred Eighty
Thousand and 00/100 Dollars ($180,000) payable to the order of Monroe County,
Florida, to be returned to the undersigned upon the award of said Series 1998 Bonds
provided this Bid is not accepted. If this Bid is accepted, the check will be utilized
as provided in the Official Notice of Sale.
OWe are authorized principal of a Financial Surety Bond in the amount of One
Hundred Eighty Thousand and 00/100 Dollars ($180,000) with respect to this Bid as
described in the attached Official Notice of Sale.
This proposal is not subject to any conditions not expressly stated herein or in the
attached Official Notice of Sale. Receipt of the Preliminary Official Statement relating to
the Series 1998 Bonds is hereby acknowledged. The names of the underwriters or member
2
of the account or joint bidding account, if any, who are associated for the purpose of this Bid
are listed either below or on a separate sheet attached hereto.
Submitted By:
Address
Signed:
City
State
Zip
Telephone Number
Accepted:
MONROE COUNTY, FLORIDA
By:
County Administrator
No addition or alteration is to be made to this Official Bid Form.
3
THE FOLLOWING IS FOR INFORMATION ONLY AND IS NOT A PART OF
THIS BID:
A. Par Amount of Series 1998 Bonds $
B. Less Discount (not to exceed 1.0%)
C. Amount Bid on Series 1998 Bonds (exclusive
of accrued interest)
D. Plus Accrued Interest on Series 1998 Bonds
E. Amount Bid (TIC Target Amount) $
F. True Interest Cost %
TRUTH IN BONDING STATEMENT
THE FOLLOWING TWO PARAGRAPHS ARE REQUIRED TO BE COMPLETED
BY THE BIDDER. THE COUNTY RESERVES THE RIGHT TO ASSIST THE BIDDER
IN CORRECTING ANY INCONSISTENCIES OR INACCURACIES SET FORTH IN
SUCH PARAGRAPHS. THE COUNTY MA Y WAIVE ANY INCONSISTENCIES OR
INACCURACIES RELATING TO SUCH PARAGRAPHS AND ANY SUCH WAIVED
INCONSISTENCIES OR INACCURACIES SHALL NOT ADVERSELY AFFECT THE
BID.
The County is proposing to issue its Monroe County, Florida, Sales Tax Refunding
Revenue Bonds, Series 1998 for the purpose of (1) refunding a portion of the County's
outstanding Sales Tax Revenue Bonds, Series 1991 (the "Refunded Bonds") and (2) paying
certain costs and expenses relating to the issuance of the Series 1998 Bonds including a
municipal bond insurance policy premium. The Series 1998 Bonds are expected to be repaid
over a period of approximately 6.16 years. At a forecasted average interest rate of
%, total interest paid over the life of the debt or obligation will be
approximately $ (exclusive of accrued interest).
The source of repayment or security for this obligation is the Pledged Funds as
described in the Official Notice of Sale. Authorizing the Series 1998 Bonds will result in
approximately $ (representing the average annual debt service with
respect to the Series 1998 Bonds) of such Pledged Funds not being available for other
services or purposes of the County each year for approximately seven years; provided,
however, by refunding certain outstanding obligations of the County, total debt service
4
payable from the Pledged Funds relating to the refunded obligations is actually being
reduced.
.....
The above good faith check, if any, in the amount of $180,000 has been returned and
receipt thereof is duly acknowledged.
By:
Title:
5
EXHIBIT B
OFFICIAL BID PROPOSAL
OFFICIAL BID FORM
Monroe County, Florida
Sales Tax Refunding Revenue Bonds,
Series 1998
County Administrator
Monroe County, Florida
5100 College Boulevard
Public Service Building, Wing II
,., Key-;\V~st;'Florida33'040:nc-':':~>~
C,'
Dear Sir:
The undersigned hereby offer to purchase all of the Monroe County, Florida, Sales
Tax Refunding Revenue Bonds, Series 1998, to be dated January 1, 1998, described in the
attached Official Notice of Sale and the Preliminary Official Statement referred to therein,
which by reference is made part of this Bid, for all but not less than all of said Series 1998
Bonds and will pay therefor, at the time of delivery, in immediately available Federal
Reserve Funds, ,JIVen!-ft:n U i 1/ i 6YI PlJur H/;,Yr;{red 10 iYlP1Ij- Ii ye,
-rnow)().Y1d -fwo h und mx eJ9f11ij-J) iff.) Q'51DO
Dollars ($ /7, L/.95} )85. 9S ), plus accrued interest on the Series 1998 Bonds from
January 1, 1998 to the date of delivery of the Series 1998 Bonds (which is assumed for
;purposes of this bid to be Februcuy 5. 1998), bearing interest at the following rates per
annum:
SERIES 1998 BONDS
Principal . Interest Price or
Year Amount* Rate Yield
1999 $175,000 3. liO
2000 180,000 3. lR5
2001 4,050,000 100
2002 4,210,000
2003 4,385,000
--~.
2004 4,570,000
.:,i..+.".>. ... ..... .. .
;';~'!<:~,~Estimated;subject to change. Amounts may be increased or decreased after submission
;i~~~~ofbidsaS'desci:ibed in the Official Notice of Sale under "ADmSTMENT OF PRINCIPAL
."~~j~'~~I~~W"~>
".-.i ,-'
-'., . ".
G()(jDFAITH DEPOSIT
In accordan~e with the attached Official Notice of Sale (check one):
OWe enclose herewith a Cashier's or Certified Check for One Hundred Eighty
... Thousand and 00/100 Dollars ($180,000) payable to the order of Monroe County,
, Florida, to be returned to. the undersigned upon the award of said Series 1998 Bonds
,}c.~.;"":providedthis.Bidis not accepted; If this Bid is accepted, the check will be utilized
}~':;{].,:L,.,. ..a~ pr9ri4ed inthe 9fficial Notice of Sale..
",'i'''\\},l,,,!\g,c''<v?,,..'>'' "'''f''!'' . .."< . .. . . . . .
'~~~~~~~~~~:j:~'~~:~%~::~(~~~~~)~:r~:e~~':so~i~~
described in the attached Official Notice of Sale.
.. !:;"~~i~,,~7:'~":~~%-1~~~M"K~ C' ,
.r:>t~iTlj~fpioposalis J)ot subject to any conditions not expressly stated herein or in the
.. .:~tt~"h~dQffi,cial'N otic,,9f Sale. Receipt of the Preliminary Official Statement relating to
{~f~;.,the SeriesJ99~J~~Ildsis)1ere1Jyacknowledged., The names of the underwriters or member
>- ~~c\:; . , .'i;,r~~>,: . .....,'.
~~!t~r~;~~>~" . '..
--- ~~~~~1~~"'~\i~.';:li"~'
2
of the account or joint bidding account, if any, who are associated for the purpose of this Bid
are listed either below or on a separate sheet attached hereto.
Sut>mittedBy: .
~ULJOD ~nd RYe. &uth :!t gO!)
Address
Signed: OdJh{L~
31DI
Zip
'J<',~~>MONROI{c6UNTY, FLORIDA
By:
County Administrator
NO addition or alteration is to be made to this Official Bid Form.
>':.., -.:'\
'""-ic.!":.>,,
3
'.-- - - -~ . .........-_....... - ---- -..--
--
-Mt.a..~.-.::-.,c..-'--L....~-; _ '_...... .~
THE FOLLOWING IS FOR INFORMATION ONLY AND IS NOT A PART OF
THIS BID:
A. Par Amount of Series 1998 Bonds
B. Less Discount (not to exceed 1.0%)
C. Amount Bid on Series 1998 Bonds (exclusive
of accrued interest)
D. Plus AGcrued Interest on Series 1998 Bonds
E.___.._f\r!1~untBid (TIC Target Amount)
F.
TRUTH IN BONDING STATEMENT
)-'- ....:,.--'..-
THE FOLLOWING TWO PARAGRAPHS ARE REQUIRED TO BE COMPLETED
BY THE BIDDER. THE COUNTY RESERVES THE RIGHT TO ASSIST THE BIDDER
IN CORRECTING ANY INCONSISTENCIES OR INACCURACIES SET FORTH IN
SUCH PARAGRAPHS. THE COUNTY MA Y WAIVE ANY INCONSISTENCIES OR
INACCURACIES RELATING TO, SUCH PARAGRAPHS AND ANY SUCH WAIVED
INCONSISTENCIES OR INACCURACIES SHALL NOT ADVERSELY AFFECT THE
BID.
The County is proposing to issue its Monroe County, Florida, Sales Tax Refunding
Revenue Bonds, Series 1998 for the purpose of (1) refunding a portion of the County's
outstanding Sales:Tax Revenue Bonds, Series 1991 (the "Refunded Bonds") and (2) paying
certain costs and ,expenses relating to the issuance of the Series 1998 Bonds including a
;~:; municipalbond,~~urance policy premium. The Series 1998 Bonds are expected to be repaid
~ over-::;~~'penod':~Of;/approximatelY, ,6.16 years. At a forecasted average interest rate of
, q tJ 1 %, total interest paid over the life of the debt or obligation will be
approximately $ 3) \1..:2) IDll~. ~(exclusive of accrued interest).
- The. source of repayment or security for this obligation is the Pledged Funds as
described in the Official Notice of Sale. Authorizing the Series 1998 Bonds will result in
approximately $LJ-)lLf I) D~7. $I) (representing the average annual debt service with
respect to the Series 1998 Bonds) of such Pledged Funds not being available for other
services or purposes of the County each year for approximately seven years; provided,
however, by refunding certain outstanding obligations of the County, total debt service
4
payable from the Pledged Funds relating to the refunded obligations is actually being
reduced.
.....
The above good faith check, if any, in the amount of $180,000 has been returned and
receipt thereof is duly acknowledged.
By:
Title:
.~ ,....-'"--~;~0'.;:1.~~~*~.::~:\~~~~~~;~'~_~.{~~-:...~ -""~~~~~~?~_~~:~~;:-:-;
.'."'.-.-....;;..':'
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:.-:,c;~,,-~,,~~~~;f~::?1;':;'~~;~t~~?"..,:.--~~':'-': - :.,~'~-,:>':.~<_,.: - ....., '".
5
PRELIMINARY OFFICIAL STATEMENT
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PRELIMINARY OFFICIAL STATEMENT DATED JANUARY 2, 1998
In the opinion of Bond Counsel, under existing statutes, regulations, rulings and court decisions and subject to the conditions described herein
under "TAX EXEMPTION," interest on the Series 1998 Bonds is excludable from gross income for federal income tax purposes and is not an item of tax
preference for purposes of the federal alternative minimum tax imposed on individuals and corporations. Such interest, however, will be includable in
the calculation of a corporation's alternative minimum taxable income and may be subject to federal income tax consequences referred to herein under
"TAX EXEMPTION." In the opinion of Bond Counsel, the Series 1998 Bonds and the income thereon are exempt from all present intangible personal
property taxes imposed pursuant to Chapter 199, Florida Statues.
NEW ISSUE - Book-Entrv Onlv
Ratings: S&P: "_"
Moody's: "_"
("MBIA" Insured)
See ''RATINGS'' herein
$17,800,000*
MONROE COUNTY, FLORIDA
Sales Tax Refunding Revenue Bonds, Series 1998
Dated: January 1, 1998 Due: April 1, in each year
as shown below
The Series 1998 Bonds are being issued by Monroe County, Florida (the "County") as fully registered bonds, in denominations of $5,000 or any
integral multiple thereof. Interest on the Series 1998 Bonds is payable semiannually on April 1 and October 1 of each year commencing April 1, 1998
(each an "Interest Payment Date"), by check or draft of SouthTrust Bank. National Association, Fort Lauderdale, Florida, as Paying Agent (the
"Paying Agent"), payable to and mailed to the registered owners of the Series 1998 Bonds, as shown on the registration books of the County
maintained by SouthTrust Bank, National Association, Fort Lauderdale, Florida, as Bond Registrar (the "Bond Registrar"), on the fifteenth day
(whether or not a business day) of the calender month next preceding an Interest Payment Date. The principal of the Series 1998 Bonds will be
payable upon presentation, when due, of the Series 1998 Bonds at the designated corporate trust office ofthe Paying Agent. Upon initial issuance, the
Series 1998 Bonds will be registered in the name of and held by Cede & Co. as nominee for The Depository Trust Company ("DTC"), an automated
depository for securities and a clearinghouse for securities transactions. So long as DTC or Cede & Co. is the registered owner of the Series 1998
Bonds, payments of the principal of and interest on the Series 1998 Bonds held by Cede & Co. will be mailed directly to DTC or Cede & Co., which is
to remit such payments to the DTC Participants (as defmed herein), which in turn are to remit such payments to the Beneficial Owners (as defmed
herein) of the Series 1998 Bonds. See "DESCRIPTION OF THE SERIES 1998 BONDS - Book-Entry Only System" herein.
The Series 1998 Bonds are not subject to redemption prior to their stated maturities.
The Series 1998 Bonds are being issued to provide funds, together with other legally available moneys of the County, sufficient to (1) refund a
portion of the County's outstanding Monroe County, Florida Sales Tax Revenue Bonds, Series 1991 (the "Refunded Bonds"), and (2) pay certain costs
and expenses relating to the issuance of the Series 1998 Bonds, including a municipal bond insurance policy premium.
The Series 1998 Bonds are payable solely from and secured by a prior lien upon and pledge of the portion of the one cent local government
infrastructure sales surtax on deposit from time to time in the trust fund for such purpose established for the County in the State Treasury, allocated
for and distributed monthly to the County pursuant to Section 212.055(2), Florida Statutes (the "Pledged Funds"), on parity in all respects with that
portion of the County's outstanding Monroe County, Florida Sales Tax Revenue Bonds, Series 1991 that do not constitute Refunded Bonds (the
"Parity Bonds"). For a description of the security and the sources of payment for the Series 1998 Bonds see "SECURITY AND SOURCES OF
PAYMENT" herein.
The County has covenanted in the Resolution that, until the Series 1998 Bonds are paid or deemed paid pursuant to the provisions of the
Resolution, it will (1) budget and appropriate in each fiscal year from Non-Ad Valorem Revenues (as defmed herein), sufficient money to fund any
deficiency in the Reserve Account (as defined herein) existing on the first day of each fiscal year in the event Pledged Funds are insufficient for such
purpose, and (2) from such appropriated funds to deposit into the Reserve Account the amount of any actual deficiency. Notwithstanding the
foregoing, at the time of issuance of the Series 1998 Bonds, the Reserve Account shall be fully funded with a surety bond issued by MBIA Insurance
Corporation. See "SECURITY AND SOURCES OF PAYMENT - Reserve Account" and "Covenant to Budget and Appropriate" herein.
NEITHER THE SERIES 1998 BONDS NOR THE INTEREST THEREON SHALL BE OR CONSTITUTE GENERAL INDEBTEDNESS OF
THE COUNTY WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION, BUT SHALL BE PAYABLE SOLELY
FROM AND SECURED BY A UEN UPON AND PLEDGE OF THE PLEDGED FUNDS, ON PARITY IN ALL RESPECTS WITH THE PARITY
BONDS, IN THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION, HEREIN DESCRIBED. NO HOLDER OR HOLDERS OF
ANY SERIES 1998 BONDS SHALL EVER HAVE THE RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREM TAXING POWER OR
TAXATION IN ANY FORM ON ANY PROPERTY THEREIN TO PAY SUCH BOND OR THE INTEREST THEREON, OR BE ENTITLED TO
PAYMENT OF SUCH BOND OR THE INTEREST THEREON FROM ANY FUNDS OF THE COUNTY EXCEPT FROM THE PLEDGED FUNDS
IN THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION.
Payment of principal of and interest on the Series 1998 Bonds, when due, will be insured by a municipal bond insurance policy to be issued
simultaneously with the delivery ofthe Series 1998 Bonds by MBIA Insurance Corporation. See "MUNICIPAL BOND INSURANCE" herein.
MBIA
SEALEllBIDS FOR THE S~;RIES 1998 BO~DS WILL BE RECEIVED IN ACCORDA."<CE WITH THE TERMS A.'JD PROVISIONS OF THE
OFFICIAL :\OTICI-: OF SALE RELATING TO TIlE SERIES 1998 BONDS.
Year
(Aoril1)
Principal
Amount
Interest
~
MATURITY SCHEDULE
Price or
Yield
Year
(April 1)
Principal
Amount
Interest
~
Price or
Yield
The Series 1998 Bonds are offered when, as and if issued and received by the Underwriter, subject to the opinion as to legality by Nabors, Giblin
& Nickerson, P.A., Tampa, Florida, Bond CounseL Certain legal matters will be passed upon for the County by James Hendrick, County Attorney.
Public Financial Management, Inc. is acting as Financial Advisor to the County in connection with the issuance of the Series 1998 Bonds. It is
expected that the Series 1998 Bonds in book-entry only form will be available through the facilities ofDTC for delivery in New York, New York, on or
about February 5, 1998
Dated: January _,1998
*Estimated, subject to change. Amounts may be increased or decreased after submission of bids as described in the Official Notice of Sale.
MONROE COUNTY, FLORIDA
MEMBERS OF COUNTY COMMISSION
~
Jack London, Mayor/Chairman
Wilhelmina Harvey, Pro-Tern/Vice Chairman
Keith Douglass, Commissioner
Shirley Freemen, Commissioner
Mary Kay Reich, Commissioner
COUNTY CLERK OF COURTS
AND EX OFFICIO CLERK OF BOARD OF COUNTY COMMISSION
Danny L. Kolhage
COUNTY ADMINISTRATOR
James L. Roberts
COUNTY ATTORNEY
James Hendrick, Esquire
BUDGET DIRECTOR
John Carter
BOND COUNSEL
Nabors, Giblin & Nickerson, P.A.
Tampa, Florida
FINANCIAL ADVISOR
Public Financial Management, Inc.
Fort Myers, Florida
CERTIFIED PUBLIC ACCOUNTANTS
~
Kemp & Green, CPA
Key West, Florida
No dealer, broker, salesman or other person has been authorized by Monroe County,
Florida, or the Underwriter to give any information or to make any representations, other
than those contained in this Official Statement, in connection with the offering contained
herein, and, if given or made, such other information or representations must not be relied
upon as having been authorized by any of the foregoing. This Official Statement does not
constitute an offer to sell or a solicitation of an offer to buy any securities, other than the
securities offered hereby, or an offer or a solicitation of an offer of the securities offered
hereby to any person in any jurisdiction where such offer or solicitation of such offer would
be unlawful. The information set forth herein has been obtained from the County and other
sources which are believed to be reliable, but is not guaranteed as to accuracy or
completeness by, and is not to be construed as a representation of, the Underwriter. The
information and expressions of opinion stated herein are subject to change without notice,
and neither the delivery of this Official Statement nor any sale made hereunder shall, under
any circumstances, create any implication that there has been no change in the affairs of the
County since the date hereof.
Upon issuance, the Series 1998 Bonds will not be registered under the Securities Act of
1933, will not be listed on any stock or other securities exchange and neither the Securities
and Exchange Commission nor any other Federal, state, municipal or other governmental
entity, other than the County, shall have passed upon the accuracy or adequacy of this
Official Statement.
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY
OVER-ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR
MAINTAIN THE MARKET PRICE OF THE SERIES 1998 BONDS OFFERED
HEREBY AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL
IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE
DISCONTINUED AT ANY TIME.
1
TABLE OF CONTENTS
Page
WTRODUCTORYSTATEMENT
PLAN OF REFUNDWG ................. 2
PARITY BONDS ....................... 3
DESCRIPTION OF THE SERIES 1998
BONDS. . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 3
General ............................ 3
Book-Entry Only System .............. 4
Redemption . . . . . . . . . . . . . . . . . . . . . . . .. 6
Transfer and Exchange of Series 1998
Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .. 6
SECURITY AND SOURCES OF PAYMENT 7
General............................ 7
Pledged Funds . . . . . . . . . . . . . . . . . . . . . .. 8
Reserve Account . . . . . . . . . . . . . . . . . . .. 13
Covenantto Budget and Appropriate . . .. 14
Funds and Accounts ................. 15
Additional Parity Bonds .. . . . . . . . . . . .. 17
MUNICIPAL BOND WSURANCE ........ 18
ESTIMA TED SOURCES AND USES OF
FUNDS . . . . . . . . . . . . . . . . . . . . . . . . . . . " 21
DEBT SERVICE SCHEDULE. . . . . . . . . . .. 22
LITIGA TION ......................... 22
ENFORCEABILITY OF REMEDIES ...... 23
CERTAW LEGAL MATTERS........ ... 23
TAX EXEMPTION . . . . . . . . . . . . . . . . . . . .. 23
Opinion of Bond Counsel. . . . . . . . . . . .. 23
Internal Revenue Code of 1986 ........ 24
Collateral Tax Consequences. . . . . . . . .. 24
Florida Taxes ...................... 25
Other Tax Matters .................. 25
Page
VERlFICA TION OF MA THEMA TICAL
COMPUTATIONS. . . . . . . . . . . . . . . . . . .. 25
CONTWUING DISCLOSURE ........... 26
FWANCIAL ADVISOR. . . . . . . . . . . . . . . .. 26
FWANCIAL STATEMENTS............ 26
RA TWGS ............................ 27
DISCLOSURE REQUIRED BY FLORIDA
BLUE SKY REGULATIONS........... 27
MISCELLANEOUS .................... 27
AUTHORlZA TION OF OFFICIAL
STATEMENT ....................... 28
APPENDICES:
A General Information Concerning
Monroe County, Florida. . . . . . . . . . . A-I
B Financial Statements of the
County for the Fiscal Year
Ended September 30, 1996 . . . . . . . . B-1
C Summary of Certain Provisions of
the Resolution . . . . . . . . . . . . . . . . . . . C-l
D Form of Opinion of
Bond Counsel . . . . . . . . . . . . . . . . . . . D-l
E Form of Continuing Disclosure
Certificate . . . . . . . . . . . . . . . . . . . . . . . E-l
F Specimen Municipal Bond
Insurance Policy . . . . . . . . . . . . . . . . . F-l
11
OFFICIAL STATEMENT
Relating to
$17,800,000*
MONROE COUNTY, FLORIDA
SALES TAX REFUNDING REVENUE BONDS, SERIES 1998
INTRODUCTORY STATEMENT
The purpose of this Official Statement, which includes the cover page and the
appendices, is to furnish certain information with respect to the sale of $17,800,000*
aggregate principal amount of Monroe County, Florida Sales Tax Refunding Revenue Bonds,
Series 1998 (the "Series 1998 Bonds") being issued by Monroe County, Florida (the
"County").
The Series 1998 Bonds are being issued pursuant to and under the authority of Section
212.055(2), Florida Statutes, Ordinance No. 013-1989 of the County (the "Sales Tax
Ordinance") and other applicable provisions of law (collectively, the "Act"), and under and
pursuant to Resolution No. 206-1990 adopted by the Board of County Commissioners of the
County (the "Board") on March 27, 1990, as amended and supplemented, particularly as
amended and supplemented by Resolution No. -1998 adopted by the Board on
Janumy ~ 1998 (collectively, the "Resolution"). The Series 1998 Bonds, that portion of
the Monroe County, Florida Sales Tax Revenue Bonds, Series 1991 (the "Series 1991
Bonds") which are not refunded in connection with the issuance of the Series 1998 Bonds
(the "Parity Bonds") and any Additional Parity Bonds (as defined in the Resolution) issued
under the Resolution are herein collectively referred to as the "Bonds."
','I:.'
The Series 1998 Bonds are being issued to provide funds, together with other legally
available moneys of the County, sufficient to (1) refund that portion of the Series 1991
Bonds maturing in the years 2001 through and including 2004 (the "Refunded Bonds "), and
(2) pay certain costs and expenses relating to the issuance of the Series 1998 Bonds,
including the premium for a municipal bond insurance policy.
The Bonds are payable solely from and secured by a prior lien upon and pledge of the
portion of the proceeds of the one cent local government infrastructure sales surtax on
deposit from time to time in the trust fund for such purpose established for the County in the
State Treasury, allocated for and distributed monthly to the County pursuant to Section
* Estimated, subject to change. Amounts may be increased or decreased after submission of bids as described
in the Official Notice of Sale.
212.055(2), Florida Statutes (the "Pledged Funds"). See "SECURITY AND SOURCES OF
PAYMENT" herein.
The County has covenanted in the Resolution that, until the Bonds are paid or deemed
paid pursuant to the provisions of the Resolution, it will (1) budget and appropriate in each
fiscal year from Non-Ad Valorem Revenues (as defined herein), sufficient money to fund
any deficiency in the Reserve Account established under the Resolution existing on the first
day of each fiscal year in the event Pledged Funds are insufficient for such purpose, and (2)
from such appropriated funds to deposit into the Reserve Account, the amount of any actual
deficiency. Notwithstanding the foregoing, at the time of issuance of the Series 1998 Bonds,
the Reserve Account shall be fully funded with a surety bond issued by MBIA Insurance
Corporation ("MBIA"). See "SECURITY AND SOURCES OF PAYMENT - "Reserve
Account" and "Covenant to Budget and Appropriate" herein.
The County has received a commitment from MBIA for the issuance of a municipal
bond insurance policy to guarantee the payment of the principal of and interest on the Series
1998 Bonds, when due. See "MUNICIPAL BOND INSURANCE" herein.
The County has covenanted in the Resolution to provide certain continuing disclosure
information with respect to the County and the Series 1998 Bonds pursuant to Rule 15c2-
12(b)(5) of the Securities Exchange Commission. See "CONTINUING DISCLOSURE"
herein.
Capitalized terms used but not otherwise defmed herein have the same meaning as
when used in the Resolution unless the context would clearly indicate otherwise. Complete
descriptions of the terms and conditions of the Series 1998 Bonds are set forth in the
Resolution, a summary of which is attached as Appendix C to this Official Statement. The
descriptions of the Series 1998 Bonds, the documents authorizing and securing the same, and
the information from various reports and statements contained herein are not comprehensive
or definitive. All references herein to such documents, reports and statements are qualified
by the entire, actual content of such documents, reports and statements. Copies of such
documents, reports and statements referred to herein that are not included in their entirety
in this Official Statement may be obtained from the County.
PLAN OF REFUNDING
Concurrently with the delivery of the Series 1998 Bonds, a portion of the proceeds
of the Series 1998 Bonds, together with other legally available moneys of the County, shall
be deposited into an escrow deposit trust fund (the "Escrow Fund") pursuant to the terms and
provisions of the Escrow Deposit Agreement between the County and SouthTrust Bank,
2
National Association, Fort Lauderdale, Florida, as Escrow Agent (the "Escrow Deposit
Agreement"). The moneys deposited pursuant to the Escrow Deposit Agreement shall be
applied to the purchase of direct United States Treasury obligations (the "Escrow Securities")
so as to produce sufficient funds, together with any cash on deposit in the Escrow Fund, to
pay the principal of, redemption premium, if any, and interest on the Refunded Bonds, as the
same become due and payable, whether at maturity or redemption prior to maturity. See
"VERIFICATION OF MATHEMATICAL COMPUTATIONS" herein. Upon the deposit
of such Escrow Securities and cash, if any, the Refunded Bonds shall be deemed to be paid
and shall no longer be deemed to be outstanding for purposes of the Resolution. The holders
of the Refunded Bonds shall be entitled to payment solely out of the moneys or securities
deposited pursuant to the Escrow Deposit Agreement. The moneys and securities on deposit
in the Escrow Fund will not be available for payment of the Series 1998 Bonds or the Parity
Bonds.
PARITY BONDS
The County, pursuant to the Resolution, issued the Series 1991 Bonds in the original
aggregate principal amount of $42,415,000 for the principal purpose of financing the cost
of acquisition and construction of certain criminal justice facilities within the County. Upon
the issuance of the Series 1998 Bonds and the refunding of the Refunded Bonds, the Series
1991 Bonds shall be outstanding in the aggregate principal amount of $10,370,000. Such
Parity Bonds shall be on parity in all respects with the Series 1998 Bonds as to the lien on
and pledge of the Pledged Funds.
DESCRIPTION OF THE SERIES 1998 BONDS
General
The Series 1998 Bonds shall be issued only in fully registered form without coupons
in principal denominations of $5,000 each or any integral multiple thereof. The Series 1998
Bonds shall be dated January 1, 1998 and shall bear interest at the rates per annum and
mature on the dates set forth on the cover page hereof. Interest on the Series 1998 Bonds is
payable semiannually on each April 1 and October 1, commencing April 1, 1998 (each an
"Interest Payment Date"). Interest shall be paid by check or draft of SouthTrust Bank,
National Association, Fort Lauderdale, Florida, as Paying Agent, mailed to the Registered
Owner in whose name suc~ Series 1998 Bond is registered on the registration books of the
County maintained by SouthTrust Bank, National Association, Fort Lauderdale, Florida, as
Bond Registrar on the date which is the fifteenth day (whether or not a business day) of the
calendar month next preceding such Interest Payment Date. Principal of the Series 1998
3
Bonds is payable to the Registered Owner upon presentation and surrender, when due, at the
designated Corporate trust office of the Paying Agent.
Book-Entry Only System
THE INFORMATION IN THIS SECTION CONCERNING DTC AND DTC'S
BOOK-ENTRY SYSTEM HAS BEEN OBTAINED FROM SOURCES THAT THE
COUNTY BELIEVES TO BE RELIABLE, BUT THE COUNTY DOES NOT TAKE ANY
RESPONSIBILITY FOR THE ACCURACY THEREOF.
The Depository Trust Company ("DTC"), New York, New York, will act as securities
depository for the Series 1998 Bonds. The Series 1998 Bonds will be issued as fully-
registered bonds registered in the name of Cede & Co., DTC's partnership nominee. One
fully registered note for each maturity will be issued for the Series 1998 Bonds, in the
aggregate principal amount of such issue, and will be deposited with DTC.
DTC is a limited-purpose trust company organized under the New York Banking Law,
a "banking organization" within the meaning of the New York Banking Law, a member of
the Federal Reserve System, a "clearing corporation" within the meaning of the New York
Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of
Section 17 A of the Securities Exchange Act of 1934. DTC holds securities that its
participants (the "Participants") deposit with DTC. DTC also facilitates the settlement
among Participants of securities transactions, such as transfers and pledges, in deposited
securities through electronic computerized book-entry changes in Participants' accounts,
thereby eliminating the need for physical movement of securities certificates. Direct
Participants (the "Direct Participants") include securities brokers and dealers, banks, trust
companies, clearing corporations and certain other organizations. DTC is owned by a
number of its Direct Participants and by the New York Stock Exchange, Inc., the American
Stock Exchange, Inc. and the National Association of Securities Dealers, Inc. Access to the
DTC system is also available to others such as securities brokers and dealers, banks and trust
companies that clear through or maintain a custodial relationship with a Direct Participant,
either directly or indirectly (the "Indirect Participants"). The rules applicable to DTC and
its Participants are on file with the Securities and Exchange Commission.
Purchases of the Series 1998 Bonds under the DTC system must be made by or
through Direct Participants, which will receive a credit for the Series 1998 Bonds on DTC's
records. The ownership interest of each actual purchaser of each Series 1998 Bond (the
"Beneficial Owner") is in 4Jrn to be recorded on the Direct and Indirect Participants' records.
Beneficial Owners will not receive written confirmation from DTC of their purchase, but
Beneficial Owners are expected to receive written confirmations providing details of the
transaction, as well as periodic statements of their holdings, from the Direct or Indirect
4
Participant through which the Beneficial Owner entered into the transaction. Transfers of
ownership interests in the Series 1998 Bonds are to be accomplished by entries made on the
books of Participants acting on behalf of Beneficial Owners. Beneficial Owners will not
receive certifIcates representing their ownership interests in the Series 1998 Bonds, except
in the event that use of the book-entry system for the Series 1998 Bonds is discontinued.
To facilitate subsequent transfers, all Series 1998 Bonds deposited by Participants
with DTC are registered in the name ofDTC's partnership nominee, Cede & Co. The deposit
of Series 1998 Bonds with DTC and their registration in the name of Cede & Co. effect no
change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of
the Series 1998 Bonds; DTC's records reflect only the identity of the Direct Participants to
whose accounts such Series 1998 Bonds are credited, which mayor may not be the
Beneficial Owners. The Participants will remain.responsible for keeping account of their
holdings on behalf of their customers.
For every transfer and exchange of the Series 1998 Bonds, the Beneficial Owner may
be charged a sum sufficient to cover any tax, fee or other governmental charge that may be
imposed in relation thereto.
Conveyance of notices and other communications by DTC to Direct Participants, by
Direct Participants to Indirect Participants, and by Direct Participants and Indirect
Participants to Beneficial Owners will be governed by arrangements among them, subject
to any statutory or regulatory requirements as may be in effect from time to time. Neither
DTC nor Cede & Co. will consent or vote with respect to Series 1998 Bonds. Under its
usual procedures, DTC mails an Omnibus Proxy to the County as soon as possible after the
record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those
Direct Participants to whose accounts the Series 1998 Bonds are credited on the record date
(identified in a listing attached to the Omnibus Proxy).
Principal and interest payments on the Series 1998 Bonds will be made to DTC.
DTC's practice is to credit Direct Participants' accounts on each payment date in accordance
with their respective holdings shown on DTC's records unless DTC has reason to believe that
it will not receive payment on such payment date. Payments by Participants to Beneficial
Owners will be governed by standing instructions and customary practices, as is the case
with securities held for the accounts of customers in bearer form or registered in "street
name," and will be the responsibility of such Participant and not of DTC, the Paying Agent
or the County, subject to any statutory or regulatory requirements as may be in effect from
time to time. Payment of principal and interest to DTC is the responsibility of the County
or the Paying Agent, disbursement of such payments to Direct Participants shall be the
responsibility of DTC and disbursement of such payments to the Beneficial Owners shall be
the responsibility of Direct and Indirect Participants.
5
The County cannot and does not give any assurances that DTC, Participants or others
will distribute payments of principal of or interest on the Series 1998 Bonds paid to DTC or
its nominee, as the registered owner, or any notices, to the Beneficial Owner or that they will
do so on a timely basis or will service and act in a manner described in this Official
Statement. Neither the County, the Bond Registrar nor the Paying Agent is responsible or
liable for the failure of DTC, Participants or others to make any payment or give any notice
to a Beneficial Owner in respect of the Series 1998 Bonds or any error or delay relating
thereto.
When reference is made to any action which is required or permitted to be taken by
the Beneficial Owners, such reference shall only relate to those permitted to act (by statute,
regulation or otherwise) on behalf of such Beneficial Owners for such purposes. When
notices are given, they shall be sent by the County, the Bond Registrar or the Paying Agent,
as applicable, only to DTC.
DTC may discontinue providing its services as securities depository with respect to
the Series 1998 Bonds at any time by giving reasonable notice to the County or the Paying
Agent. The County, in its sole discretion, may discontinue the book-entry system with DTC
at any time. Under such circumstances, in the event that a successor securities depository
is not obtained, the Series 1998 Bonds are required to be printed and delivered. The County
may decide to discontinue use of the system of book-entry transfers through DTC (or a
successor securities depository). In that event, the Series 1998 Bonds will be printed and
delivered.
In the event of an insolvency of DTC, if DTC has insufficient securities in its custody
(e.g., due to theft or loss) to satisfy the claims of its Participants with respect to deposited
securities and is unable by application of (i) cash deposits and securities pledged to DTC to
protect DTC against losses and liabilities~ (ii) the proceeds of insurance maintained by DTC
and/or its Participants~ or (iii) other resources, to obtain securities necessary to eliminate the
insufficiency, no assurance can be given that Participants will be able to obtain all of their
deposited securities.
Redemption
The Series 1998 Bonds shall not be subject to redemption prior to their respective
stated maturities.
Transfer and Exchange of Series 1998 Bonds
So long as the Series 1998 Bonds are registered in the name of Cede & Co., as the
nominee ofDTC, the transfer and exchange of any Series 1998 Bonds shall be governed by
6
rules established between DTC and its Participants. See "DESCRIPTION OF THE SERIES
1998 BONDS - Book-Entry Only System" herein. Upon the discontinuance of the book-
entry only registration system for the Series 1998 Bonds, the following provisions shall apply
for Beneficial Owners of the Series 1998 Bonds.
The County shall maintain and keep, at the office of the Bond Registrar, books for the
registration and transfer of the Series 1998 Bonds. The transfer of any Series 1998 Bond
shall be registered only upon the books of the County, at the office of the Bond Registrar,
under such reasonable regulations as the County may prescribe. Any transfer of Series 1998
Bonds may only be made by the Registered Owner of the Series 1998 Bond or his duly
authorized attorney upon surrender thereof together with a written instrument of transfer in
form and guaranty of signature satisfactory to the Bond Registrar. Upon the registration of
transfer of any such Series 1998 Bond, the County shall issue, and cause to be authenticated,
in the name of the transferee a new Series 1998 Bond or Bonds of the same aggregate
principal amount, interest rate and maturity as the surrendered Series 1998 Bond. The
County and the Bond Registrar may deem and treat the Registered Owner as the absolute
owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving
payment of, or on account of, the principal and interest on such Bond and for all other
purposes, and all such payments so made to any such holder or upon his order shall be valid
and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum
or sums so paid and neither the County nor the Bond Registrar shall be affected by any
notice to the contrary.
In all cases in which the privilege of exchanging Series 1998 Bonds or the transfer of
Series 1998 Bonds shall be registered, the County shall execute and the Bond Registrar shall
authenticate and deliver such Series 1998 Bonds in accordance with the provisions of the
Resolution. For every such exchange or registration of transfer, the County or the Bond
Registrar may make a charge sufficient to reimburse it for any tax, fee, expense or other
governmental charge required to be paid with respect to such exchange or registration of
transfer.
SECURITY AND SOURCES OF PAYMENT
General
The Series 1998 Bonds are limited obligations of the County payable solely from and
secured by a prior lien on and pledge of the portion of the proceeds of the one-cent local
government infrastructure sales surtax on deposit from time to time in the trust fund for such
purpose established for the County in the State Treasury, allocated and distributed monthly
to the County pursuant to Section 212.055(2), Florida Statutes, and the Sales Tax Ordinance
7
(the "Pledged Funds"). Such lien on and pledge of the Pledged Funds in favor of the Series
1998 Bonds shall be on parity in all respects with the lien and pledge granted thereon with
respect to the Parity Bonds.
NEITHER THE SERIES 1998 BONDS NOR THE INTEREST THEREON SHALL
BE OR CONSTITUTE GENERAL INDEBTEDNESS OF THE COUNTY WITHIN THE
MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION, BUT SHALL
BE PAYABLE SOLEL Y FROM AND SECURED BY A LIEN UPON AND PLEDGE OF
THE PLEDGED FUNDS, ON PARITY IN ALL RESPECTS WITH THE PARITY BONDS,
IN THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION,
HEREIN DESCRIBED. NO HOLDER OR HOLDERS OF ANY SERIES 1998 BONDS
SHALL EVER HAVE THE RIGHT TO COMPEL THE EXERCISE OF ANY AD
VALOREM TAXING POWER OR TAXATION IN ANY FORM OF ANY PROPERTY
THEREIN TO PAY SUCH BOND OR THE INTEREST THEREON, OR BE ENTITLED
TO PAYMENT OF SUCH BOND OR THE INTEREST THEREON FROM ANY FUNDS
OF THE COUNTY EXCEPT FROM THE PLEDGED FUNDS IN THE MANNER AND
TO THE EXTENT PROVIDED IN THE RESOLUTION.
Pledged Funds
Pursuant to Chapter 212, Part I, Florida Statutes, the State of Florida currently is
authorized to levy and collect a sales tax on, among other things, the sales price of each item
or article of tangible personal property sold at retail in the State of Florida, subject to certain
exceptions and dealer allowances as set forth in Chapter 212, Part I, Florida Statutes (the
"State Sales Tax"). The State Sales Tax is currently 6%. The following table sets forth
historical data relating to the collection of the State Sales Tax for the State of Florida and for
Monroe County, Florida. This data reflects the entire State Sales Tax and is not
representative of the amount of the local government infrastructure sales surtax revenues
which constitute the Pledged Funds and are discussed below.
The County has covenanted in a Resolution that it will take no action which would
materially impair the ability of the State of Florida to enforce the collection of the Pledged
Funds and their distribution to the County The County has also covenanted to maintain
accurate records with respect to the receipt of the Pledged Funds. All such Pledged Funds
shall, as collected, be held in trust to be applied as provided in the Resolution, and not
otherwise.
8
Historical State Sales Tax Collections
1988 - 1997
Year Ending
June 30
State
of Florida
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997
$6,836,089,933
7,608,958,143
8,153,936,928
8,071,264,530
8,250,120,175
9,295,283,215
9,928,924,709
10,550,860,074
11,362,706,202
11,989,916,607
Percent
Change
11.31%
7.16
(1.01)
2.22
12.67
6.82
6.26
7.69
5.52
Source: State of Florida, Department of Revenue.
Monroe
County
$53,685,379
64,332,987
64,660,678
68,900,453
72,374,464
82,807,076
86,879,785
90,239,540
96,993,447
103,621,872
Percent
Change
19.83%
.51
6.56
5.04
14.41
4.92
3.87
7.48
6.83
Pursuant to Section 212.055, Florida Statutes, a county is authorized to levy a local
government infrastructure sales surtax of one-half of one percent (1Iz%) or one percent (1%)
on every item to which the State Sales Tax applies, except for any sales amount exceeding
$5,000 on any item of tangible personal property or for long distance telephone service.
Such tax may be imposed through the adoption of a county ordinance and approval by the
county electorate by referendum. The tax may not be levied for more than 15 years from the
date of the originallevy~ provided, however, if a referendum was held prior to July 1, 1993,
the levy may apply for as long as set forth in the applicable ordinance.
The proceeds of the local government infrastructure sales surtax may only be
expended for the construction of "infrastructure," the acquisition of land for public recreation
or conservation, or the closure of certain solid-waste landfills. Infrastructure is defined as
any capital expenditure or fixed capital outlay associated with the construction,
reconstruction or improvement of public facilities which have a life expectancy of five or
more years and any land acquisition, land improvement, design, and engineering costs related
thereto. Infrastructure also includes certain fire, safety and police vehicles and related
equipment which has a life expectancy of five or more years.
N either the proceeds of the local government infrastructure sales surtax nor the
interest thereon may be used for operational expenses of any infrastructure. Moreover,
counties and municipalities are prohibited from using the proceeds of the tax to replace user
fees or to reduce ad valorem taxation. The proceeds of the local government infrastructure
9
sales surtax may be pledged to the repayment of indebtedness; provided, however, such
proceeds may not be pledged more often than once a year.
On May 23, 1989, Monroe County adopted the Sales Tax Ordinance authorizing the
levy of a one percent (1 %) local government infrastructure sales surtax for a period of 15
years, subject to the vote of the electors of the County. The tax was approved by the voters
of the County pursuant to a referendum held on August 8, 1989. The one percent (1 %) local
government infrastructure sales surtax for Monroe County became effective on November 1,
1989 and shall continue to be levied and collected through September 30, 2004.
The local government infrastructure sales surtax imposed and collected within Monroe
County is distributed among the County and the three municipalities located within Monroe
County pursuant to the following statutory formula:
County Share (percentage
of total local government =
infrastructure sales
surtax receipts)
unincorporated
population
total county
population
+
% incorporated
area population
% incorporated
area population
+
Each Municipality Share
(percentage of total local =
government infrastructure
sales surtax receipts)
municipality population
total county % incorporated
population + area population
The local government infrastructure sales surtax is collected by the State of Florida
in the same manner as the State Sales Tax. After deducting applicable charges and
administrative expenses, the State distributes the local government infrastructure sales surtax
monthly. The following table sets forth the historical local government infrastructure sales
surtax revenues received by the County since the fiscal year ended September 30, 1990:
10
Historical Local Government Infrastructure Sales Surtax Revenues
Received by Monroe County, Florida
Year Ending Percent
September 30 Monroe County(l) Change
1990 $ 6,527,762 n/a
1991 7,763,175 18.93 %
1992 8,546,742 10.09
1993 10,027,642 17.33
1994 9,828,905 ( .74)
1995 10,398,446 7.97
1996 11,115,588 7.22
1997 11,614,002 4.48
(1) Does not include local government infrastructure sales surtax distributed to the
municipalities within the County. Effective January 1, 1998, the Village of Islamorada
shall become a municipality within the County. Such incorporation is expected to reduce
the amount of the sales surtax which is distributed to the County annually. For fiscal
year ending September 30, 1998, it is anticipated that the County's distribution may be
reduced by approximately $894,000. See the discussion on the following page.
Source: Monroe County, Florida Finance Department.
The following table sets forth the historical monthly local government infrastructure
sales surtax revenues received by the County:
Historical Monthly Infrastructure Sales Surtax Revenues
1992/93 1993/94 1994/95 1995/96 1996/97
October $ 571,915 $ 695,117 $ 585,399 $ 686,331 $ 652,753
November 766,671 539,655 669,092 731,817 744,330
December 669,756 940,003 887,691 777,417 914,357
January 860,871 860,897 1,014,761 1,100,994 1,038,136
February 791,906 986,936 839,363 982,035 1,108,769
March 1,031,987 836,245 903,591 1,087,622 1,170,332
April 975,669 1,109,884 1,145,685 1,273,247 1,258,553
May 1,097,296 815,670 1,087,011 1,090,841 906,538
June 923,525 848,664 854,106 830,466 1,110,055
July 893,087 710,246 781,732 756,016 762,341
August 845,622 757,809 859,363 900,071 1,019,195
September 599,337 727,779 770,652 898,731 928,643
TOTAL $10,027,642 $9,828,905 $10,398,446 $11,115,588 $11,614,002
Source: State Board of Administration of Florida, Department of Revenue.
11
The distribution formulae described above is subject to modification pursuant to
interlocal agreements subsequently entered into between Monroe County and the governing
bodies of the municipalities representing a majority of the County's municipal population,
which agreements may include distributions to the school district of the County. No
interlocal agreements presently exist between the County and any of the municipalities
within the County. Accordingly, the local government infrastructure sales surtax is allocated
pursuant to the formulae described above. Because the formulae for determining the amount
of local government infrastructure sales surtax to be received by the County is based upon
population, the County's distribution may be adversely affected by a proportional decrease
in the County's population relative to the population of the municipalities within the County.
As of January 1, 1997, there existed three municipalities within the County, Key
West, Key Colony Beach and Layton. The total municipal population at such time
accounted for approximately 33.7% of the total population of the County. Effective
January 1, 1998, the Village ofIslamorada will become an incorporated municipality within
the County. It is estimated that the population of the Village of Islamorada will be
approximately 7,144, resulting in an increase of the total municipal population in the County
to approximately 42.25% of the total population of the County. Pursuant to the statutory
formulae described above, the Village of Islamorada would be entitled to approximately
$1,095,000 in local government infrastructure sales surtax proceeds. Accordingly, the
respective allocations to the remaining three municipalities and the County would be
reduced, with the County's annual distribution declining by approximately $894,000.
Following the incorporation of the Village of Islamorada, it is anticipated that the
proportion of the County's total population to the municipal population will not change
significantly in the near future. The following table indicates the population of the County
and each of the three municipalities existing prior to January 1, 1998, for the last ten years.
12
Historical Population for Municipalities and Monroe County, Florida
County's %
of Total
County
Population
Municipalities(1)
Unincorporated
Monroe
County
Calendar
Year
1987 27,956 46,567 74,523 62.49%
1988 29,182 47,821 77,003 62.10
1989 29,624 49,342 78,966 62.49
1990 25,992 52,032 78,024 66.69
1991 22,694 52,842 79,536 66.42
1992 27,059 53,909 80,968 66.58
1993 27,328 54,438 81,766 66.58
1994 27,639 54,613 82,252 66.40
1995 28,091 55,310 83,401 66.31
1996 28,257 55,532 83,789 66.28
(1) Includes the municipalities of Key Colony Beach, Key West and Layton. Does not
include the population of the Village of Islamorada, the incorporation of which becomes
effective January 1, 1998. See discussion on the prior page.
Source: Florida Statistical Abstract, 1988 through 1996~ Florida Estimates of Population,
1996.
In addition to the one percent (1%) local government infrastructure sales surtax
described above, there is also levied and collected within the County for the benefit of the
Monroe County, Florida School District a one-half percent (V2%) sales surtax on, among
other things, the sales price of each item or article of tangible personal property sold at retail
in the County. The revenue derived from this surtax is not pledged to repay the Series 1998
Bonds.
Reserve Account
The Resolution requires the Reserve Account to be funded in an amount equal to the
Reserve Account Requirement which is defined in the Resolution as an amount equal to the
lesser of (1) Maximum Debt Service Requirement for all outstanding Bonds, (2) 125% of the
average Debt Service Requirement for all outstanding Bonds, or (3) 10% of the proceeds of
the sale of the Bonds, as described in the Code. In lieu of the required deposit into the
Reserve Account, the Resolution permits the County, upon receiving the written consent of
the Bond Insurer, to cause to be deposited into the Reserve Account a reserve account
13
insurance policy for the benefit of the Bondholders in an amount equal to the difference
between the Reserve Account Requirement applicable thereto and the sums then on deposit
in the Reserve Account, if any.
The County previously has funded the Reserve Account with a surety bond (the
"Reserve Surety Bond ") issued by MBIA with a face amount equal to $4,215,897.52, which
was the Reserve Account Requirement for the Series 1991 Bonds. The face amount of the
Reserve Surety Bond is greater than the actual Reserve Account Requirement for the Series
1998 Bonds and the Parity Bonds. The Reserve Surety Bond shall remain in effect with
respect to the Parity Bonds and the Series 1998 Bonds. Upon the issuance of any Additional
Parity Bonds, the County shall, on the date of delivery of any such Additional Parity Bonds,
fund the Reserve Account in an amount necessary to cause the amount on deposit therein
to equal the Reserve Account Requirement for all outstanding Bonds. The Reserve Surety
Bond shall also secure any Additional Parity Bonds to the extent of its face amount.
On or prior to each interest or principal payment date on any Bonds, moneys in the
Reserve Account shall be applied by the County to the payment of debt service on the Bonds
to the extent moneys held in the Sinking Fund therefor shall be insufficient for such purpose.
Covenant to Budget and Appropriate
The County has covenanted in the Resolution that, until the Bonds are paid or deemed
paid pursuant to the provisions of the Resolution, it will (1) budget and appropriate in each
Fiscal Year from Non-Ad Valorem Revenues (as defined below), sufficient money to fund
any deficiency in the Reserve Account existing on the first day of each Fiscal Year in the
event Pledged Funds are insufficient for such purpose, and (2) from such appropriated funds
to deposit into the Reserve Account, the amount of any actual deficiency.
Such covenant on the part of the County 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 in amounts sufficient to make such required deposit
shall have been budgeted, appropriated and actually deposited. Notwithstanding the
foregoing covenant of the County, the County does not covenant to maintain any services or
programs, now provided or maintained by the County, 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 does it preclude the County from hereafter pledging
its Non-Ad Valorem Revenues, except as otherwise provided herein with respect to
subsequent covenants or pledges, nor does it require the County to levy and collect any
particular Non-Ad Valorem Revenues. Furthermore, such covenant is subject to the payment
14
of obligations previously issued by the County, secured by a pledge of and lien upon any
Non-Ad Valorem Funds. However, such covenant to budget and appropriate shall be subject
in all respects to the restrictions of Section 129.07, Florida Statutes (which provides that the
governing body of each county make appropriations for each fiscal year which, in anyone
year, shall not exceed the amount to be received from taxation or other revenue sources)~ and
to the payment of services and programs which are for essential public purposes affecting
the health, welfare and safety of the inhabitants of the County, or which are legally mandated
by applicable law.
The term "Non-Ad Valorem Revenues" for purposes of the foregoing covenant to
budget and appropriate for deficiencies is defined in the Resolution as all of the revenues of
the County derived from sources other than ad-valorem taxation, other than enterprise fund
revenues, legally available to fund deficiencies in the Reserve Account, subject to any prior
liens or encumbrances on any portions thereof, whether now existing or hereafter created.
Funds and Accounts
The County has established under the Resolution the following funds and accounts:
(1) Revenue Fund;
(2) Sinking Fund;
(3) Reserve Account;
(4) Bond Amortization Account~ and
(5) Rebate Fund.
The County shall deposit the Pledged Funds into the Revenue Fund promptly upon
receipt thereof. On or before the 25th day of each month, the moneys in the Revenue Fund
shall be deposited or credited in the following manner and in the following order of priority:
Sinking Fund Pledged Funds shall first be applied and allocated to the Sinking Fund
in such sums as will be sufficient to pay 1/6th of all interest becoming due on the Current
Interest Paying Bonds on the next semiannual Interest Payment Date therefor, plus the
amount of any deficiencies (if Bonds with a variable rate of interest are outstanding, the
Issuer shall deposit in lieu of the 1/6th interest deposit described above, the interest actually
accruing on such Bonds for such month, assuming the interest rate thereon on the first day
of such month will continue through the end of such month, plus any deficiencies in interest
deposits for the preceding month)~ 1/6th or 1/12th, as the case may be, of all principal
maturing on the Current Interest Paying Serial Bonds on the next maturity date, plus the
amount of any prior deficiencies; and 1/6th or 1/12th, as the case may be, of the
Compounded Amount next becoming due on any Serial Capital Appreciation Bonds whether
by reason of maturity or earlier redemption thereof, plus the amount of any prior
15
deficiencies; and an amount sufficient to pay the fees and charges of the Bond Registrar and
Paying Agents. In the event the first Interest Payment Date or first principal maturity date
shall occur either more or less than 6 months or 12 months, as the case may be, after the
delivery of any of the Bonds, then the payments required above shall be adjusted accordingly
to provide for the payment of such principal and interest.
Bond Amortization Account. On a parity with the payments required above, Pledged
Funds shall simultaneously be applied and allocated to the Bond Amortization Account, to
the extent required, in such sums as will be equal to 1/12th of the Amortization Installment
required to be made on the next annual payment date for Term Bonds, plus the amount of
any prior deficiencies. Such allocations shall be credited to a separate special account for
each series of Term Bonds outstanding, and if there shall be more than one stated maturity
for Term Bonds of a series, then into a separate special account in the Bond Amortization
Account for each such separate maturity of Term Bonds.
Credit shall be allowed against the total interest, Amortization Installment and
principal due on the next interest and principal payment dates, respectively, for any other
funds on hand and available for such purposes in the Sinking Fund and Bond Amortization
Account.
Reserve Account. Pledged Funds shall then be applied by the County to maintain in
the Reserve Account a sum equal to the Reserve Account Requirement. Such sum shall
initially be deposited therein from the proceeds of the sale of the Bonds or from the deposit
of any reserve account insurance policies therein, as described in the Resolution. Any
withdrawals from the Reserve Account shall be restored from the first available Pledged
Funds after making the payments required by the Resolution described above. Such
replenishment amounts shall first be used for reimbursement of any drawings under any
reserve account insurance policies and then to replenish cash withdrawn from the Reserve
Account. No further payments shall be required to be made into the Reserve Account when
there has been deposited therein and as long as there shall remain on deposit therein a sum
equal to the Reserve Account Requirement. The Authorized Investments on deposit in the
Reserve Account shall be valued annually on the last day of the Fiscal Year in accordance
with generally accepted accounting practice.
Balance of Revenues. Thereafter the balance of any Pledged Funds remaining after
the above required payments (including deficiencies for prior payments) have been made
shall first be used to pay any interest owed any insurer or amounts advanced under a reserve
account insurance policy, and then may be used by the County for any lawful purpose.
16
Additional Parity Bonds
Except as provided below, the County has covenanted and agreed in the Resolution
not to incur any other obligations or indebtedness payable from the same source as the
Bonds, unless such obligations contain an express statement that such obligations are junior
and subordinate in all respects to the Bonds as to lien on and source and security for payment
from the Pledged Funds. Consequently, no indebtedness payable from the Pledged Funds
on a basis superior or prior to the Bonds shall be issued.
Furthermore, no additional obligations of the County to be secured by all or any
portion of the Non-Ad Valorem Revenues ("Specific Lien Debt") or a covenant to budget and
appropriate from Non Ad-Valorem Revenues ("Budget Covenant Debt" and collectively with
Specific Lien Debt, "Non-Ad Valorem Debt") shall be issued unless the following conditions
are met:
(1) The average of the total Non-Ad Valorem Revenues in the preceding two
Fiscal Years must equal or exceed two times the maximum annual debt service on all
outstanding and proposed Non-Ad Valorem Debt.
(2) The total Non-Ad Valorem Revenues for the preceding Fiscal Year, less (a)
the debt service on outstanding and proposed Specific Lien Debt for the next Fiscal Year,
and (b) the N on-Ad Valorem Revenue Share of Essential Services Expenditures, must be at
least 1. 1 times the maximum annual debt service on all outstanding and proposed Budget
Covenant Debt.
The term "Non-Ad Valorem Revenues" shall mean for purposes of the additional debt
obligation test described above, all of the revenues of the County derived from sources other
than ad-valorem taxation, other than enterprise fund revenues, subject to any prior liens or
encumbrances on all or any specified portion thereof, whether now existing or hereafter
created.
The term "Non-Ad Valorem Revenue Share of Essential Services Expenditures" shall
be determined by multiplying the total cost of Essential Services for the preceding Fiscal
Year by a fraction, the numerator of which is the total Non-Ad Valorem Revenues for the
preceding Fiscal Year and the denominator of which is total revenues for the preceding
Fiscal Year.
The term "Essential Services" shall include the total expenditures by the County for
public safety and general governmental purposes as reported in the annual audited financial
statements of the County, or, if such audited financial statements are unavailable, in other
financial records of the County.
17
Notwithstanding the foregoing the County may issue obligations for the purpose of
refunding all or a portion of outstanding Bonds as long as the aggregate debt service with
respect to such refunding obligations will be equal to or lower than the aggregate debt service
with respect to the Bonds refunded, the security for payment of the refunding obligations is
equal to or greater than the security for payment of the refunded Bonds, and the final
maturity of the refunding obligations is not later than April 1, 2004.
MUNICIPAL BOND INSURANCE
The following information has been furnished by MBIA Insurance Corporation
("MBIA" or the "Insurer") for use in this Official Statement. Reference is made to
Appendix F herein for a specimen ofMBIA's bond insurance policy.
MBIA's policy unconditionally and irrevocably guarantees the full and complete
payment required to be made by or on behalf of the County to the Paying Agent or its
successor of an amount equal to (1) the principal of (either at the stated maturity or by an
advancement of maturity pursuant to a mandatoI)' sinking fund payment) and interest on, the
Series 1998 Bonds as such payments shall become due but shall not be so paid (except that
in the event of any acceleration of the due date of such principal by reason of mandatoI)' or
optional redemption or acceleration resulting from default or otherwise, other than any
advancement of maturity pursuant to a mandatory sinking fund payment, the payments
guaranteed by MBIA's policy shall be made in such amounts and at such times as such
payments of principal would have been due had there not been any such acceleration); and
(2) the reimbursement of any such payment which is subsequently recovered from any owner
of the Series 1998 Bonds pursuant to a final judgment by a court of competent jurisdiction
that such payment constitutes an avoidable preference to such owner within the meaning of
any applicable bankruptcy law (a "Preference").
MBIA's policy does not insure against loss of any prepayment premium which may
at any time be payable with respect to any Series 1998 Bond. MBIA's policy does not, under
any circumstance, insure against loss relating to: (1) optional or mandatoI)' redemptions
(other than mandatory sinking fund redemptions)~ (2) any payments to be made on an
accelerated basis; (3) payments of the purchase price of Series 1998 Bonds upon tender by
an owner thereof; or (4) any Preference relating to (1) through (3) above. MBIA's policy
also does not insure against nonpayment of principal of or interest on the Series 1998 Bonds
resulting from the insolvency, negligence or any other act or omission of the Paying Agent
or any other paying agent for the Series 1998 Bonds.
Upon receipt of telephonic or telegraphic notice, such notice subsequently confirmed
in writing by registered or certified mail, or upon receipt of written notice by registered or
18
certified mail, by MBIA from the Paying Agent or any owner of a Series 1998 Bond the
payment of an insured amount for which is then due, that such required payment has not
been made, MBIA on the due date of such payment or within one business day after receipt
of notice of such nonpayment, whichever is later, will make a deposit of funds, in an account
with State Street Bank and Trust Company, N.A., in New York, New York, or its successor,
sufficient for the payment of any such insured amounts which are then due. Upon
presentment and surrender of such Series 1998 Bonds or presentment of such other proof of
ownership of the Series 1998 Bonds, together with any appropriate instruments of
assignment to evidence the assignment of the insured amounts due on the Series 1998 Bonds
as are paid by MBIA, and appropriate instruments to effect the appointment of MBIA as
agent for such owners of the Series 1998 Bonds in any legal proceeding related to payment
of insured amounts on the Series 1998 Bonds, such instruments being in a form satisfactory
to State Street Bank and Trust Company, N.A., State Street Bank and Trust Company, N.A.
shall disburse to such owners or the Paying Agent payment of the insured amounts due on
such Series 1998 Bonds, less any amount held by the Paying Agent for the payment of such
insured amounts and legally available therefor.
MBIA is the principal operating subsidiary of MBIA Inc., a New York Stock
Exchange listed company. MBIA Inc. is not obligated to pay the debts of or claims against
MBIA. MBIA is domiciled in the State of New York and licensed to do business in and
subject to regulation under the laws of all 50 states, the District of Columbia, the
Commonwealth of Puerto Rico, the Commonwealth of the Northern Mariana Islands, the
Virgin Islands of the United States and the Territory of Guam. MBIA has two European
branches, one in the Republic of France and the other in the Kingdom of Spain. New York
has laws prescribing minimum capital requirements, limiting classes and concentrations of
investments and requiring the approval of policy rates and forms. State laws also regulate
the amount of both the aggregate and individual risks that may be insured, the payment of
dividends by MBIA, changes in control and transactions among affiliates. Additionally,
MBIA is required to maintain contingency reserves on its liabilities in certain amounts and
for certain periods of time.
On November 14, 1997, MBIA Inc. announced the signing of a definitive agreement
to merge with CapMAC Holdings Inc. ("CHI"), the parent company of Capital Markets
Assurance Corporation ("CapMAC"), in a stock-for-stock transaction valued at $607 million.
The announcement also stated that all outstanding policies issued by CapMAC will be
backed by the full financial resources of MBIA Inc., and that the agreement is subject to
regulatory approvals and approval by CHI shareholders.
As of December 31, 1996, MBIA had admitted assets of $4.4 billion (audited), total
liabilities of $3.0 billion (audited), and total capital and surplus of $1.4 biUion (audited)
determined in accordance with statutory accounting practices prescribed or permitted by
19
insurance regulatory authorities. As of September 30, 1997, MBIA had admitted assets of
$5.1 billion (unaudited), total liabilities of $3.4 billion (unaudited), and total capital and
surplus of $1.7 billion (unaudited) determined in accordance with statutory accounting
practices prescribed or permitted by insurance regulatory authorities.
Furthermore, copies of MBIA's year end financial statements prepared in accordance
with statutory accounting practices are available from MBIA. A copy of the Annual Report
on Form 10-K of MBIA Inc. is available from MBIA or the Securities and Exchange
Commission. The address of MBIA is 113 King Street, Armonk, New York 10504. The
telephone number is (914) 273-4545.
Moody's Investors Service rates the claims-paying ability of MBIA "Aaa."
Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc.
rates the claims-paying ability ofMBIA "AAA."
Fitch IBCA, Inc. (formerly known as Fitch Investors Service, L.P.) rates the claims
paying ability ofMBIA "AAA."
Each rating of MBIA should be evaluated independently. The ratings reflect the
respective rating agency's current assessment of the creditworthiness of MBIA and its ability
to pay claims on its policies of insurance. Any further explanation as to the significance of
the above ratings may be obtained only from the applicable rating agency.
The above ratings are not recommendations to buy, sell or hold the Series 1998
Bonds, and such ratings may be subject to revision or withdrawal at any time by the rating
agencies. Any downward revision or withdrawal of either or both ratings may have an
adverse effect on the market price of the Series 1998 Bonds. MBIA does not guarantee the
market price of the Series 1998 Bonds nor does it guarantee that the ratings on the Series
1998 Bonds will not be reversed or withdrawn.
The insurance provided by this Policy is not covered by the Florida Insurance
Guaranty Association created under Chapter 631, Florida Statutes.
20
ESTIMA TED SOURCES AND USES OF FUNDS
The proceeds to be received from the sale of the Series 1998 Bonds, exclusive of
accrued interest, and other legally available moneys of the County are expected to be applied
as follows:
SOURCES OF FUNDS:
Principal Amount of Series 1998 Bonds
Less Original Issue Discount
County Moneys(l)
TOTAL SOURCES
USES OF FUNDS:
Deposit to Escrow Fund
Costs of Issuance(2)
TOTAL USES
(1) Represents amounts on deposit in the Sinking Fund allocated to the Refunded Bonds.
(2) Includes municipal bond insurance premium, underwriter's discount, legal, administrative
and other related fees and expenses.
21
DEBT SERVICE SCHEDULE
The following table sets forth the debt service schedule for the Series 1998 Bonds and the
Parity Bonds for each Fiscal Year.
Fiscal
Year
Principal
Interest
Total Annual
Debt Service on
Series 1998 Bonds
Annual Debt
Service on
Parity Bonds
Total Annual
Debt Service on
Outstanding Bonds
1998
1999
2000
2001
2003
2004
$3,565,735
3,858,350
3,861,700
Total
LITIGA TION
There is no litigation pending or, to the knowledge of the County, threatened, seeking
to restrain or enjoin the issuance or delivery of the Series 1998 Bonds or questioning or
affecting the validity of the Series 1998 Bonds or the proceedings and authority under which
they are to be issued. Neither the creation, organization or existence, nor the title of the
present members or other officers of the County to their respective offices is being contested.
There is no litigation pending which in any manner questions the enforceability of the
Resolution, the existence of the County, the collection of the Pledged Funds and the use
thereof for the payment of debt service on the Series 1998 Bonds.
There is no pending or, to the knowledge of the County, any threatened litigation
against the County which in any way questions or affects the adoption of the Resolution, or
the imposition, collection and pledge of the Pledged Funds or which may materially
adversely affect the County.
The County experiences routine litigation and claims incidental to the conduct of its
affairs. The County Attorney believes that no case either pending or threatened against the
County will materially adversely affect the ability of the County to meet its financial
obligations including the payment of the Series 1998 Bonds.
22
ENFORCEABILITY OF REMEDIES
The rel:ll1edies available to the holders of the Series 1998 Bonds upon an event of
default under the Resolution are in many respects dependent upon judicial actions which are
often subject to discretion and delay. Under existing constitutional and statutory law and
judicial decisions, the remedies specified by the Resolution may not be readily available or
may be limited. The various legal opinions to be delivered concurrently with the delivery
of the Series 1998 Bonds will be qualified, as to enforceability of the various legal
instruments, by limitations imposed by bankruptcy, reorganization, insolvency or other
similar laws affecting the rights of creditors enacted before or after such delivery. The
remedies granted to the Series 1998 Bondholders under the Resolution do not include the
power to accelerate the principal of the Series 1998 Bonds.
CERTAIN LEGAL MATTERS
Certain legal matters in connection with the available at the time of delivery of
issuance of the Series 1998 Bonds are subject to the approval of Nabors, Giblin & Nickerson,
P.A., Tampa, Florida, Bond Counsel, whose approving opinion will be available at the time
of delivery of the Series 1998 Bonds. The proposed text of the legal opinion of Bond
Counsel is attached hereto as Appendix D. The actual legal opinion to be delivered may vary
from that text if necessary to reflect facts and law on the date of delivery. The opinion will
speak only as of its date, and subsequent distribution of it by recirculation of the Official
Statement or otherwise shall create no implication that Bond Counsel has reviewed or
expressed any opinion concerning any of the matters referenced in the opinion subsequent
to its date. Certain legal matters will be passed upon for the County by James Hendrick,
County Attorney.
Bond Counsel has not been engaged or undertaken to review the accuracy,
completeness or sufficiency of this Official Statement or any other offering material related
to the Series 1998 Bonds.
TAX EXEMPTION
Opinion of Bond Counsel
In the opinion of Bond Counsel, the form of which is included as Appendix D hereto,
the interest on the Series 1998 Bonds is excludable from gross income and is not a specific
item of tax preference for federal income tax purposes under existing statutes, regulations,
rulings and court decisions. However, interest on the Series 1998 Bonds is taken into
23
account in determining adjusted current earnings for purposes of computing the alternative
minimum tax imposed on certain corporations pursuant to the Internal Revenue Code of
1986, as amended (the "Code"). Failure by the County to comply subsequently to the
issuance of the Series 1998 Bonds with certain requirements of the Code, regarding the use,
expenditure and investment of bond proceeds and the timely payment of certain investment
earnings to the Treasury of the United States, may cause interest on the Series 1998 Bonds
to become includable in gross income for federal income tax purposes retroactive to their
date of issue. The County has covenanted in the Resolution to comply with all provisions
of the Code necessary to, among other things, maintain the exclusion from gross income of
interest on the Series 1998 Bonds for purposes of federal income taxation. In rendering this
opinion, Bond Counsel has assumed continuing compliance with such covenants.
Internal Revenue Code of 1986
The Code contains a number of provisions that apply to the Series 1998 Bonds,
including, among other things, restrictions relating to the use of investment of the proceeds
of the Series 1998 Bonds and the payment of certain arbitrage earnings in excess of the
"yield" on the Series 1998 Bonds to the Treasury of the United States. Noncompliance with
such provisions may result in interest on the Series 1998 Bonds being included in gross
income for federal income tax purposes retroactive to their date of issue.
Collateral Tax Consequences
Except as described above, Bond Counsel will express no opinion regarding the
federal income tax consequences resulting from the ownership of, receipt or accrual of
interest on, or disposition of, the Series 1998 Bonds. Prospective purchasers of the Series
1998 Bonds should be aware that the ownership of the Series 1998 Bonds may result in other
collateral federal tax consequences. For example, ownership of the Series 1998 Bonds may
result in collateral tax consequences to various types of corporations relating to (1) denial
of interest deduction to purchase or carry such Series 1998 Bonds, (2) the branch profits tax,
(3) the environmental tax, and (4) the inclusion of interest on the Series 1998 Bonds in
passive income for certain Subchapter S corporations. In addition, the interest on the Series
1998 Bonds may be included in gross income by recipients of certain Social Security and
Railroad Retirement benefits.
PURCHASE, OWNERSHIP, SALE OR DISPOSITION OF THE SERIES 1998
BONDS AND THE RECEIPT OR ACCRUAL OF THE INTEREST THEREON MAY
HAVE ADVERSE FEDERAL TAX CONSEQUENCES FOR CERTAIN INDIVIDUAL OR
CORPORA TE BONDHOLDERS, INCLUDING, BUT NOT LIMITED TO, THE
CONSEQUENCES DESCRIBED ABOVE. PROSPECTIVE BONDHOLDERS SHOULD
CONSULT WITH THEIR TAX SPECIALISTS FOR INFORMATION IN THAT REGARD.
24
Florida Taxes
In the opinion of Bond Counsel, the Series 1998 Bonds and the income thereon are
exempt from all present intangible personal property taxes imposed pursuant to Chapter 199,
Florida Statutes.
Other Tax Matters
Interest on the Series 1998 Bonds may be subject to state or local income taxation
under applicable state or local laws in other jurisdictions. Purchasers of the Series 1998
Bonds should consult their tax advisors as to the income tax status of interest on the Series
1998 Bonds in their particular state or local jurisdictions.
During recent years legislative proposals have been introduced in Congress, and in
some cases enacted, that altered certain federal tax consequences resulting from the
ownership of obligations that are similar to the Series 1998 Bonds. In some cases these
proposals have contained provisions that altered these consequences on a retroactive basis.
Such alteration of federal tax consequences may have affected the market value of
obligations similar to the Series 1998 Bonds. From time to time, legislative proposals are
pending which could have an effect on both the federal tax consequences resulting from
ownership of the Series 1998 Bonds and their market value. No assurance can be given that
additional legislative proposals will not be introduced or enacted that would or might apply
to, or have an adverse effect upon, the Series 1998 Bonds.
VERIFICATION OF MATHEMATICAL COMPUTATIONS
At the time of the delivery of the Series 1998 Bonds, Causey Demgen & Moore Inc.,
Denver, Colorado, a firm of independent certified public accountants, will deliver a report
on the mathematical accuracy of the computations contained in schedules provided to them
and prepared by Public Financial Management, Inc., financial advisor to the County, on
behalf of the County relating to (1) the sufficiency of the anticipated cash and maturing
principal amounts and interest on the Escrow Securities to pay, when due, the principal,
whether at maturity or upon prior redemption, interest and call premium requirements of the
Refimded Bonds and (2) the "yield" on the Series 1998 Bonds and on the Escrow Securities
considered by Bond Counsel in connection with their opinion that the Series 1998 Bonds are
not "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of
1986, as amended.
25
CONTINUING DISCLOSURE
The County has covenanted for the benefit of Series 1998 Bondholdersito provide
certain financial information and operating data relating to the County and the Series 1998
Bonds in each year (the "Annual Report"), and to provide notices of the occurrence of certain
enumerated material events. Such covenant shall only apply so long as the Series 1998
Bonds remain outstanding under the Resolution. The covenant shall also cease upon the
termination of the continuing disclosure requirements of S.E.C. Rule 15c2-12(b)(5) (the
"Rule") by legislative, judicial or administrative action. The Annual Report will be filed by
the County with each Nationally Recognized Municipal Securities Information Repository
described in the Form of the Continuing Disclosure Certificate attached hereto as
Appendix E (the "NRMSIRs"), as well as any state information depository that is
subsequently established in the State of Florida (the "SID"). The notices of material events
will be filed by the County with each NRMSIR or the Municipal Securities Rulemaking
Board and with the SID. The specific nature of the information to be contained in the
Annual Report and the notices of material events are described in Appendix E - Form of
Continuing Disclosure Certificate, which shall be executed by the County at the time of
issuance of the Series 1998 Bonds. These covenants have been made in order to assist the
Underwriters in complying with the Rule.
With respect to the Series 1998 Bonds, no party other than the County is obligated to
provide, nor is expected to provide, any continuing disclosure information with respect to
the aforementioned Rule. The undertaking the County shall take to provide continuing
disclosure information pursuant to the Rule with respect to the Series 1998 Bonds shall be
the first such undertaking by the County.
FINANCIAL ADVISOR
Public Financial Management, Inc., Fort Myers, Florida, has served as financial
advisor to the County with respect to the authorization and issuance of the Series 1998
bonds. Public Financial Management, Inc. has assisted in the preparation of this Official
Statement and in other matters relating to the planning of the offering of the Series 1998
Bonds.
FINANCIAL STATEMENTS
The general purpose fmancial statements of the County as of September 30, 1996 and
for the year then ended, included in this official statement as Appendix B, have been audited
by Kemp & Green, P.A., Key West, Florida, independent auditors, as stated in their report
26
appearing in Appendix B. The Series 1998 Bonds are payable from the Pledged Funds as
provided in the Resolution and described herein and the Series 1998 Bonds are not secured
by, or payable from, the general revenues of the County.
RATINGS
Standard & Poor's Ratings Services, a Division of The McGraw-Hill Companies and
Moody's Investors Service have assigned their municipal bond ratings of "_" and" -,"
respectively, with the understanding that upon delivery of the Series 1998 Bonds, the
standard policy of municipal bond insurance insuring the timely payment of the principal of
and interest on the Series 1998 Bonds will be issued by MBIA. The ratings reflect only the
views of said rating agencies and an explanation of the significance of the ratings may be
obtained only from said rating agencies. There is no assurance that the ratings will be
retained for any given period of time or that the same will not be revised downward or
withdrawn entirely by said rating agencies if, in their judgment, circumstances so warrant.
Any such downward revision or withdrawal of the ratings may have an adverse effect on the
market price of the Series 1998 Bonds. Neither the County nor the Underwriter have any
obligation or duty to oppose any proposed downward revision or withdrawal of any such
downward revision or withdrawal of such ratings.
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS
Florida law requires the County to make a full and fair disclosure of any bonds or
other" debt obligations which it has issued or guaranteed and which are or have been in
default as to principal or interest at any time after December 31, 1975 (including bonds or
other debt obligations for which it has served as a conduit issuer). The County is not and has
not since December 31, 1975 been in default as to principal or interest on its bonds or other
debt obligations.
MISCELLANEOUS
The references, excerpts and summaries of all documents referred to herein do not
purport to be complete statements of the provisions of such documents and reference is
directed to all such documents for full and complete statements of all matters of fact relating
to the Series 1998 Bonds, the security for and the source for repayment for the Series 1998
Bonds and the rights and obligations of the holders thereof. Copies of such documents may
be obtained from either the office of the Clerk of the Board of County Commissioners, 500
Whitehead Street, Key West, Florida 33040, telephone: (305) 292-3550 or the County's
27
Financial Advisor, Public Financial Management, Inc., 5900 Enterprise Parkway, Fort
Myers, Florida 33905, telephone (941) 693-7117.
The information contained in this Official Statement has been compiled from official
and other sources deemed to be reliable, and is believed to be correct as of the date of the
Official Statement, but is not guaranteed as to accuracy or completeness by, and is not to be
construed as a representation by, the Underwriters.
Any statements made in this Official Statement involving matters of opinion or of
estimates, whether or not so expressly stated, are set forth as such and not as representations
of fact, and no representation is made that any of the estimates will be realized. The
information and expressions of opinion herein are subject to change without notice and
neither the deliveI)' of this Official Statement nor any sale made hereunder shall, under any
circumstances, create any implication that there has been no change in the affairs of the
County since the date hereof.
AUTHORIZA TION OF OFFICIAL STATEMENT
The delivery of this Official Statement has been duly authorized by the Board of
County Commissioners of Monroe County, Florida. At the time of delivery of the Series
1998 Bonds, the MayorlChairman of the Board of County Commissioners will furnish a
certificate to the effect that nothing has come to his attention which would lead him to
believe that the Official Statement, as of its date and as of the delivery of the Series 1998
Bonds, contains an untrue statement of a material fact or omits to state a material fact which
should be included therein for the purposes for which the Official Statement is intended to
be used, or which is necessary to make the statements therein, in the light of the
circumstances under which they were made, not misleading.
MONROE COUNTY, FLORIDA
By:
Mayor/Chairman, Board of County Commissioners
28
APPENDIX A
GENERAL INFORMATION CONCERNING
MONROE COUNTY, FLORIDA
[This page intentionally left blank]
APPENDIX A
INFORMATION CONCERNING MONROE COUNTY, FLORIDA
The following information concerning Monroe County, Florida (the "County"), is
included only for the purposes of supplying general information regarding the primary
community served by the County. The Series 1998 Bonds are payable solely from the
Pledged Funds described herein, and are not payable or secured by other properties of the
County or any other political subdivision of the State of Florida.
General Information
Monroe County, Florida, was constitutionally formed in 1823. It is comprised
primarily of the Florida Keys, which are a string of coral islands extending in a
southwesterly arc from Biscayne Bay to the Dry T ortugas. The Florida Keys separate the
Atlantic Ocean on the south and the east from the Gulf of Mexico on the north and west, and
extend approximately 100 miles south from the United States mainland. The County seat,
Key West, located on the southernmost of the Florida Keys, lies 98 miles north of Cuba,
approximately 160 miles southwest of Miami and 66 nautical miles north of the Tropic of
Cancer.
The County has a mild, sub-tropical climate. The average annual temperature is 77.7
degrees, with an average temperature during the winter of 69.9 degrees and a summer
average of83.9 degrees. The highest temperature recorded was 95 degrees in 1957, and the
lowest temperature recorded was 41 degrees in 1981. Precipitation (39-40 inches per year)
is characterized by dry and wet seasons in June through October and December through
March, respectively.
Hurricane Andrew passed through the southern part of Florida on August 24, 1992.
According to the Office of the Governor of the State of Florida damage from this hurricane
occurred in Broward, Dade, Monroe and Collier Counties. The damage to Broward and
Collier Counties was very limited. The damage to Monroe County was estimated to be
$100-$200 million. The southern part of Dade County (south of the downtown Miami area)
bore the brunt of the hurricane damage, with an estimated 70,000 homes destroyed or heavily
damaged and another 55,000 estimated to have received lesser damage. An estimated 7,200
businesses were affected by the hurricane, of which 96% were small businesses, primarily
trade and services. Losses to the agricultural and horticultural industries were estimated at
over $1 billion.
A-I
History
Initial European contact with the Florida Keys, then occupied by the Calusa Indians,
occurred in 1513 with Ponce de Leon's exploration of the Straits of Florida. As a
consequence of an Indian war in which the remains of the slain were left to the elements, the
island was named Cayo Hueso, or Bond Key, which was later anglicized to Key West. In
1815 the Florida Keys were granted to Juan Publo Salas by the Spanish governor of Florida.
In 1821 Florida became a United States territory. Nevertheless, Salas sold the island to John
Simonton of Mobile, Alabama, for $2,000. In 1823 Commodore David Porter established
a United States naval base on the island. During the period immediately following, in
excess of 120 vessels, many from the Bahamas, were employed in the wrecking business in
direct competition with emigrants from New England. The City of Key West was
incorporated in 1828. Federal legislation permitting salvaging of property from wrecked
ships was the principal reason Key West grew by the 1890's to the wealthiest city, per capita,
in the United States.
In 1831 the first cigar factory was established in Key West, and by 1869 the City
became the largest clear-Havana cigar manufacturing city in the United States.
The strategic importance of Key West was demonstrated in 1823, when the West
Indian Anti-Piracy Squadron established its base there. Key West's connection with the
military dates from this period, and its fortunes were thereafter linked to federal decisions
concerning military presence in the Gulf of Mexico.
The economic importance of Key West was affected by the excellence of its harbor
at the time of the completion of the Panama Canal, and its proximity to Cuba. In 1912 the
Overseas Railway from Miami to Key West was completed. This constituted building a
railroad 128 miles out to sea, spanning 29 islands of the Florida Keys, and connecting Key
West and Havana, Cuba, by train-ferry with the rest of Florida. An estimated average of
3,000 men labored approximately seven years, at a total cost of $50,000,000 to complete the
railroad that for the next 22 years would provide a round trip from Miami to Havana,
including meals for $24. In 1938 the State of Florida completed a modern highway on the
bed of the railroad tracks, permitting motorists to drive from Miami to Key West. That
highway and its series of bridges have recently undergone renovation.
In 1920 the first international air passenger service and the first international air mail
routes for the United States were established between Key West and Havana, Cuba~ and in
1927 the Key West airport was designated the ftrst Airport of Entry in the United States. Pan
American Airlines was established at Key West in 1927.
A-2
In 1942 a fresh water pipeline from the mainland was opened. A new pipeline from
the mainland, as well as new mainland water treatment facilities and pumping stations, were
completed in 1982. Those facilities have substantially increased the quantity of water which
can be delivered to the Keys. These facilities are currently administered by the Florida Keys
Aqueduct Authority.
In 1946 President Truman created the "Little White House" in Key West on the Naval
Annex that bears his name.
Recent development has resulted in substantial historic renovation and restoration and
continuing growth of tourist activity.
Government
The County has a five-member Board of County Commissioners elected for staggered
terms of four years. The Mayor (Chairman) and the Mayor Pro- Tem (Vice Chairman) are
elected by the Board. The Board apportions and levies County taxes and controls the
expenditure of all County funds, except for schools, which are controlled by The School
Board of Monroe County (the "School Board"). The budget year of the County runs from
October 1 to the following September 30. Operating revenue is raised mainly from ad
valorem real and personal property taxes, with supplements from state and federal sources
for county roads, welfare and health. The Board operates the county road system and has
the power to establish, build, maintain, repair, protect and preserve these facilities. The
County may issue bonds for all lawful purposes. The Board correlates and is responsible
for various types of elections in the County. Other elected officials serving county-wide are
a five-member School Board, a Superintendent of Schools, a Property Appraiser, a Tax
Collector, a Supervisor of Elections, a Sheriff, and a Clerk of the Circuit Court who is also
ex officio Clerk of the Board of County Commissioners. The Board appoints a County
Administrator who serves at the pleasure of the Board.
The Military
The United States Naval Station at Key West (the "Naval Station"), was established
in 1823 with the formation of the West Indian Anti-Piracy Squadron. Some construction
began in 1823, and the permanent construction of the Naval Building began in 1856. In 1974
the Naval Station was disestablished, though military operations still exist within the City,
including a medical facility, substantial barracks and military housing for Boca Chica Air
Station and numerous federal agencies such as the United States Coast Guard and the
Department of Agriculture.
A-3
The present mission of the various U.S. Military and Coast Guard commands in the
Key West area include both air and surface functions. The major military activities center
around the Boca Chica Naval Air Station on Boca Chica Key (located immediately to the
east of Stock Island and Key West) and Truman Annex.
Health Care
There are four hospitals located throughout the County: Lower Keys Health Systems
_ Florida Keys Memorial Hospital ( 120 beds), DePoo Hospital ( 49 beds), Fisherman's
Hospital (58 Beds) and Mariner's Hospital (42 beds).
Population
From 1930 to 1970, the population of the County increased by 38,962 or 285.9%.
From 1970 to 1980, the population increased by 20%~ from 1980 to 1990, by 23.5%~ and
from 1990 to 1996, the population increased by 7.4%.
Population Statistics
Monroe County and State of Florida
1930-1996
Year Monroe County State of Florida
1930 13,624 1,468,211
1940 14,078 1,897,414
1950 29,957 2,771,305
1960 47,921 4,951,560
1970 52,586 6,791,418
1980 63,188 9,746,961
1990 78,024 12,938,071
1996 83,789 14,411,563
Source:
United States Bureau of the Census and University of Florida Bureau of
Business and Economic Research.
A-4
The following tables show the population summary for Monroe County for the years
1990 through 1996 and the Monroe County projected population by age for the years 2000
through 2010.
Monroe County Population Summary
1990 -1996
1990 1991 1992 1993 1994 1995 1996
Monroe County 78,024 79,536 80,968 81,766 82,252 83,401 83,789
Key Colony Beach 977 989 1,011 1,017 1,030 1,049 1,048
Key West 24,832 25,520 25,860 26,122 26,417 26,842 27,009
Layton 183 185 188 189 192 200 200
Unincorporated 52,032 52,842 53,909 54,438 54,613 55,310 55,532
Population Projections By Age
Monroe County, Florida
2000 - 2010
~
Total
0-24
25-64
65-74
75-84
85+
2000
2005
2010
88,900
94,300
99,597
22,545
24,041
25,015
52,633
56,054
59,180
7,817
7,850
9,038
4,912
5,148
4,951
933
1,207
1,413
Source: Florida Statistical Abstract, 1991-1996~ Florida Estimates of Population, 1992-
1996.
A-5
Monroe County Property Tax
Levies and Collections
For Last Ten Tax Years
Tax Percent of
Year T ax Levy Tax Collection Levy Collected
1987 $22,633,498 $21,732, 106 96.0%
1988 34,251,268 32,863,650 95.9
1989 31,055,120 29,950,942 96.4
1990 34,489,127 33,259,628 96.4
1991 39,598,532 38,360,079 96.9
1992 40,610,035 39,072,069 96.2
1993 42,637,049 41,350,979 97.0
1994 43,472,080 42,014,616 96.6
1995 48,129,060 46,502,205 96.6
1996 51,350,380 49,747,700 96.9
1997 53,465,012 51,862,219 97.0
Property tax levies, based on assessed values as of January 1st, become due and payable on
November 1st of each year. A four percent discount is allowed if the taxes are paid in
November, with the discount declining by one percent each month thereafter. Accordingly,
taxes collected will never be one hundred percent of the tax levy. Taxes become delinquent
on April 1 st of each year and tax certificates for the full amount of any unpaid taxes and
assessments must be sold not later than June 1st of each year.
Source: Monroe County, Florida Comprehensive Annual Financial Report, Year Ended
September 30, 1996~ Monroe County Tax Collector.
A-6
Monroe County Assessed and Estimated
Actual Value of Taxable Property
For Last Ten Fiscal Years
Fiscal Real Property Personal Property Total
Year Assessed Value Assessed Value Assessed Value
1987 $3,425,252,146 $212,232,427 $3,637,484,573
1988 3,754,724,220 221,643,508 3,976,367,728
1989 4,208,231,293 261,996,249 4,470,227,542
1990 5,129,539,812 284,929,021 5,414,468,833
1991 5,616,223,591 299,565,576 5,915,789,167
1992 6,135,745,413 305,062,159 6,440,807,572
1993 6,205,863,221 310,418,654 6,516,281,882
1994 6,140,029,454 318,280,985 6,458,310,439
1995 6,601,604,418 338,856,309 6,940,460,727
1996 6,856,274,547 360,857,198 7,217,131,745
1997 7,513,987,881 341,038,010 7,855,025,891
Assessed values used are net taxable values after deducting allowable statutory exemptions.
Property is assessed as of January 1 st and taxes based on those assessments are levied and
become due on the following November 1st. Therefore, assessents and levies applicable to
a certain tax year are collected in the fiscal year ending during the next succeeding calendar
year. Estimated actual value for each tax year is equal to the assessed value. The ratio of
total assessed to the total estimated actual value is 100% for each tax year.
Source:
Monroe County, Florida Comprehensive Annual Financial Report, Year Ended
September 30, 1996; Monroe County Property Appraiser.
A-7
Monroe County, Florida
Aggregate Millage Rates
For Last Ten Tax Years
Tax Year
Operating
Debt Service
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997
6.8639
6.9222
6.3713
6.6803
6.2992
6.8061
5.5903
5.7142
6.0983
6.0857
5.8089
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
County millage consists of the General Revenue Fund, the Fine and Forfeiture Fund and the
Health Clinic. Property is assessed as of January 1st and the taxes based on those
assessments are levied according to the tax rate in effect during that tax year and become due
on November 1st. Therefore, assessments and tax levies applicable to a certain tax year are
collected in the fiscal year ending durign the following calendar yeaer. Monroe County does
not have outstanding debt funded by ad valorem taxes.
Source:
Monroe County, Florida Comprehensive Annual Financial Report, Year ended
September 30, 1996; Monroe County Tax Collector
A-8
Monroe County, Florida
Ten Largest Taxpayers
1996 Fiscal Percentage
Assessed Year Taxes of Total
Taxpayer Value(1) Collected(2) Collected
1. Southern Bell $66,015,092 $995,586 2.00%
2. Casa Marina 47,486,846 847,078 1.70
3. Pier House 26,717,925 471,383 0.95
4. Cheeca Lodge 22,978,118 339,356 0.68
5. Holiday Inn Key West 18,967,691 325,713 0.65
6. Hyatt Key West 18,633,955 279,634 0.56
7. The Reach 18,461,335 317,081 0.64
8. Southernmost Beach LP 16,356,173 292,869 0.59
9. Holiday Isle 15,365,591 235,993 0.47
10. Ocean Key House 15.339,123 264,403 0.58
$265,321,849 $4,368,033 8.77%
Source: Monroe County, Florida Comprehensive Annual Financial Report, Year Ended
September 30, 1996~ (I)Momoe County Property Appraiser~ (2)Momoe County Tax
Collector.
A-9
Monroe County, Florida
Ratio of Net General Bonded Debt
To Assessed Value and Net Bonded Debt Per Capita
Gross Debt
Assessed Bonded Service
Year Population(l) Value(2) Debt(2) Funds(2)
1987 73,137 $3,637,484,573
1988 75,462 3,976,367,728
1989 76,780 4,470,227,542
1990 78,024 5,414,468,833
1991 79,536 5,915,789,167
1992 80,968 6,440,807,572
1993 81,766 6,516,281,882
1994 81,796 6,458,310,439
1995 81,850 6,940,460,727
1996 80,730 7,217,131,745
Property Value Assessments are as of January 1 of each year.
Monroe County does not have general bonded debt.
Source: Monroe County, Florida Comprehensive Annual Financial Report for the Year
Ended September 30, 1996; (l)Monroe County comprehensive Plan~ (2)Monroe
County Property Appraiser.
A-lO
Monroe County, Florida
Computation of Direct Underlying and Overlapping Debt
. September 30,1996
Governmental Unit
Gross Debt
Percentage
Applicable to this
Governmental Unit
Overlapping
Net Debt
Monroe County Florida
$
-0-
N/A
$
-0-
Monroe County School Board(1)
2,870,000
100%
2.870.000
Total Direct Underlying
and Overlapping Debt
$2.870.000
Monroe County does not have outstanding general obligatioin debt funded by ad valorem
taxes.
Source: Monroe County, Florida Comprehensive Annual Financial Report for the Year
Ended September 30, 1996; (I)Monroe County School Board.
A-ll
Monroe County, Florida
Ration of Annual Debt Service Expenditures for General Bonded
Debt to Total General Government Expenditures
For Last Ten Fiscal Years
Ratio of Debt
Service to
Other Total General General
Fiscal Debt Debt Government Government
Year Principal Interest Service Service(l) Expenditures Expenditures
1987 $ 25,000 $ 184,129 $ 26,338 $ 235,467 $ 40,028,749 0.59%
1988 30,000 183 209(2) 447,006 660,215 48,608,721 1.36
,
1989 30,000 394 703(2) 281,001 705,704 57,690,641 1.22
,
1990 215,000 688,139 195,457 1,098,596 65,069,462 1.69
1991 230,000 674,514 366,247 1,270,761 72,222,511 1.76
1992 1,380,000 2,949,256 328,191 4,657,447 79,987,426 5.82
1993 3,932,492 2,827,261 227,483 7,037,236 83,070,774 8.47
1994 3,000,000 1,500,948 126,888 4,627,836 92,519,401 5.00
1995 3,315,000 3,407,870 165,200 6,888,070 102,740,553 6.70
1996 3,4 7 5,000 2,198,015 104,212 5,777,227 102,080,617 5.66
(1)
Debt Service includes principal and interest on general obligation bonds, revenue
bonds, bond anticipation notes and other loan ~nd notes payable.
(2)
Interest includes fiscal charges.
Source:
Monroe County, Florida Comprehensive Annual Financial Report, Year Ended
September 30, 1996.
Economy
While the economic growth of the last decade has slowed, the economic outlook for
Monroe County remains optimistic. Since 1987 property values have risen from $2.6 billion
to $5.0 billion. Construction has increased from $73.8 million to $79.3 Million with peak
years 1989 to 1991 ranging from $111.0 million to $123.0 million and bank deposits have
increased 75%.
A-12
Tourism has been responsible for substantial economic growth over the last twenty
years. Not unlike the reset of the Nation, Desert Storm had a significant impact on the
traditional high season market. The Keys rebounded very quickly with convenience in
travel, its related environment and temperate climate being primary factors contributing to
the overall popularity among visitors.
The rate of growth for both real property and personal property assessed values is
steadily increasing. In 1996, there was a 3.99% increase for total assessed property values.
The prior three years increased an average of 3.18% per annum.
The significant economic sectors to the County, in order of importance, are (1)
services, (2) retail trade, (3) construction (4) transportation, communications and public
utilities and (5) finance, insurance and real estate. The prominent role of retail trade and
services is related to the tourist industry, part-time residents and retirees. Government and
tourism together account for well over one-half of all income earned in the county in 1995.
The County has experienced a decline in the contribution made by the federal government
to its economy and, although recent events indicate the decline in that sector may be over,
there is little basis to expect that the government sector will be a growth industry in the
County's future.
The economic projections utilized as a basis for the County's Master Development
Plan show a continuation of the trend toward tourism and associated activities (part-time
residents and retirees). The following table summarizes the employment by individual
economic sectors. It is expected that the role of finance and services in the County's economy will increase and tourism is clearly the County's growth industry.
A-13
Monroe County, Florida
Average Monthly Employment by Major Sector
1994 and 1995
Sector
1994(A) 1995(B)
418 406
9,998 10,652
535 511
NIA NIA
1,921 2,052
650 673
10,180 10,321
1,417 1,440
1,626 1,673
III 290
28,876 28,036
Agriculture, forestry and fishing
Services
Manufacturing
Mining
Construction
Wholesale Trade
Retail Trade
Finance, Insurance and Real Estate
Transportation, Communications and Public Utilities
Other
Total All Industries
(A) Revised
(B) Preliminary
NIA Not available
Source: Florida Statistical Abstract, 1996.
Employment
Monroe County has consistently trailed the St~te and nation in unemployment for each
of the past two years with the current level of 2.1 % as of June 30, 1997.
A-14
Employment - Monroe County
Civilian State
Labor Unemployment Unemployment
Year F orce Employment Unemployment Rate Rate
1988 46,029 44,847 1,182 2.6 5.0
1989 42,007 40,729 1,278 3.0 5.6
1990 44,370 42,891 1,479 3.3 5.9
1991 43,413 41,524 1,889 4.4 7.3
1992 42,211 40,449 1,762 4.2 6.3
1993 43,605 41,948 1,657 3.8 6.0
1994 43,084 41,636 1,448 3.4 5.4
1995 44,023 42,807 1,216 2.8 5.0
1996 44,401 43,355 1,046 2.4 4.5
1997* 45,094 44,024 1,070 2.4 4.6
*Preliminary as of October 1997.
Source: State of Florida Department of Labor and Employment Security and U.S.
Department of Labor, Bureau of Labor Statistics.
Per Capita Personal Income
Monroe County, Florida and United States
(rounded to dollars)
Year Monroe County State of Florida United States
1985 $14,097 $14,218 $14,155
1986 15,716 15,041 14,906
1987 16,903 15,796 15,638
1988 17,820 16,460 16,610
1989 20,183 18,224 17,690
1990 21,448 18,906 18,666
1991 21,817 19,326 19,201
1992 22,157 19,795 20,147
1993 24,174 20,961 20,812
1994 25,146 21,767 21,696
Source: Florida Statistical Abstract, 1996.
A-15
Yearly Sales Comparison
Monroe County, Florida
(in millions)
Gross Taxable Taxable
Sales Sales Sales
Gross percent Taxable Percent as % of
Year Sales Change Sales Change Gross
1987 $1,318.1 17.4% $ 885.6 18.6% 67.2%
1988 1,417.1 7.5 965.1 9.0 68.1
1989 1,499.8 5.8 1,042.6 8.0 69.5
1990 1,609.9 7.3 1,119.9 7.4 69.6
1991 1,615.4 .3 1,118.7 ( .1) 69.3
1992 1,746.2 8.0 1,202.8 7.5 68.9
1993 1,943.6 11.3 1,371.2 14.0 70.5
1994 2,013.1 3.6 1,389.1 1.3 69.0
1995 2,115.7 5.1 1,459.2 5.0 69.0
Source: Florida Statistical Abstract, 1986-1996.
Education
The County is served by The School Board of Monroe County, Florida. The School
Board maintains 13 schools serving grades kindergarten through 12, with a staff of 583
teachers and 18 administrators. For the school year 1995-1996, the school system served
9,422 children. The County maintains a public library, which was the first public library
established in south Florida. The library includes five facilities and houses a total of
155,346 books.
A-16
~
Land Use
The following table summarizes the existing land use within all of Monroe County.
Monroe County, Florida
Existing Land Use Summary
1990
Type of Use
Square Acres
Residential
General Commercial
Tourist Oriented
Commercial Fishing
Industrial
Agriculture
Recreation
Education
Public Buildings
Public Facilities
Historic
Conservation
Military
Vacant
Incorporated Cities
Total
5520.76
821.30
561.32
332.49
407.75
30.18
1353.11
95.95
46.52
398.32
0.50
20215.59
4561.55
26450.91
4500.40
65228.31
Source: Monroe County Planning Department.
A-17
Monroe County, Florida
Property Value, Construction and Bank Deposits
Last Ten Fiscal Years
Fiscal Property Bank
Year Value(1) Construction Deposits(2)
1987 $2,617,260,573 $ 73,832,930 $570,342,000
1988 2,830,297,181 74,847,145 648,426,000
1989 2,974,503,658 110,925,817 892,242,000
1990 3,667,553,207 156,637,545 928,728,000
1991 4,049,901,005 122,937,849 918,016,045
1992 4,375,917,282 120,323,709 888,072,000
1993 4,447,309,657 91,934,986 923,935,000
1994 4,390,694,004 66,414,893 952,120,000
1995 4,791,995,498 88,598,075 947,751,000
1996 4,957,041,364 79,313,136 999,568,000
Property value and construction does not include the municipal areas of the County.
Construction amounts include new construction minus deletions for the Tax Roll.
Source: Monroe County, Florida Comprehensive Annual Financial Report, year Ended
September 30, 1996; (I)Monroe County Property Appraiser; (2)Florida Banker's
Association
A-18
APPENDIX B
FINANCIAL STATEMENTS OF THE COUNTY
FOR THE FISCAL YEAR ENDED
SEPTEMBER 30, 1996
[This page intentionally left blank]
WM. O. KEMP, C.P.A.
MARVA E. GREEN, C.PA
KEMP 8 GREEN, P.A.
Certified Pllblic Accountants
1438 KENNEDY DRIVE
P. O. BOX 1529
KEY WEST, RORIDA 33041-1529
(305) 294-2581
. FAX # (305) 294-4778
MEMBER OF AMERICAN INSTITUTE
AND FLORIDA INSTITUTE OF
CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITORS' REPORT
Clerk Ex Officio
Board of County Commissioners
Monroe County, Florida
We have audited the accompanying financial statements of the Board of County
Commi ssi oners of Monroe County. Flori da (the "Board") as of September 30.
1996 and for the year then ended. listed in the foregoing table of contents.
These financial statements are the responsibility of the Board's management.
Our respons i bi 1 i ty is to express an opi ni on on these fi nanci a 1 statements
based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards, Government Auditing Standards. issued by the Comptroller General of
the Uni ted States. and the provi s ions of Offi ce of Management and Budget
Circular A-128, "Audits of State and Local Governments." Those standards and
OMB Circular A-128 require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management. as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis.
for our opinion.
As discussed in Note 1. the financial statements present only the Board and
are not intended to present fairly the financial position of Monroe County,
Florida and the results of its operations and cash flows of its proprietary
fund types in conformity with generally accepted accounting principles.
In our opinion, the financial statements referred to above present fairly, in
all material respects. the financial position of the Board as of September 30.
1996. and the results of its operations and the casb flows of its proprietary
fund types for the year then ended in conformi ty wi th genera 11 y accepted
accounting principles.
B-1
Our audi t was made for the purpose of formi ng an opi ni on on the fi nanci a 1
statements taken as a whole. The combining and individual fund and account
group fi nanci a 1 statements and schedul es 1 i sted in the foregoi ng table of
contents, which are also the responsibility of the management of the Board,
are presented for purposes of additional analysis and are not a required part
of the fi nanci a 1 statements of the Board. Such addi t i ona 1 i nformat i on has
been subjected to the auditing procedures applied in the audit of the
fi nanci a 1 statements and, in our opi ni on, is fa i r 1 y stated in all materi a 1
respects when considered in relation to the financial statements taken as a
whole.
In accordance with Government Auditing Standards, we have also issued a report
dated February 7, 1997 on our consideration of the Board's internal control
structure and a report dated February 7, 1997 on its compliance with laws and
regulations.
k~ r~. Ph--
Kemp & Green, P.A.
Certified Public Accountants
February 7, 1997
B-2
- --.---------..-..
THIS PAGE INTENTIONALLY LEFT BLANK
----~_._....--_._.,--_..._.~.--_....._.
MONROE COUNTY, FLORIDA-BOARD OF COUNTY COMMISSIONERS
COMBINED BALANCE SHEET
ALL FUND TYPES AND ACCOUNT GROUPS
SEPTEMBER 30, 1996
GOVERNMENTAL FUND TYPES
Special Debt Capital
General Revenue Service _ Projects
ASSETS AND OTHER DEBITS
Assets:
Cash and Cash Equivalents $ 9.393.093 $ 42,467,563 $ $ 6,005,403
Cash with Fiscal Agent
Investments at Cost or
Amortized Cost 2,459,957 15,280,221 4,624,417
Accounts Receivable:
Delinquent Waste Collection Fees
Allowance for Uncollectible
Waste Collection Fees
Other 373,311 1,765.193
Allowance for Other Uncollectible (197,081) (1.336.526)
Mortgage Note Receivable 1,538.842
Allowance for Mortgage Receivable (387,274)
Inventory 18,364
Due from Other Funds 42,315 246,356 33,267
Due from Other Governmental Units 3.931,066 3,347,127 1.007.221
Interest Receivable 26.537 204.096 16,558
Restricted Assets:
Cash and Cash Equivalents 6.263,990
Investments at Cost or
Amortized Cost 2,913,667
Property, (Net, Where Applicable
of Accumulated Depreciation)
Deferred Charges (Net)
Other Debits:
Amount Available for Debt Service
Amount to be Provided for Retirement
of General Long-Term Debt
Total Assets and Other Debits $ 16,047,562 $ 63.125,598 $ 9,177.657 $ 11,686.8{}6
-----..-----
B-3
The notes to the financial statements are an integral part of these statements.
(Continued)
---'--- ----- ....,- ---..-.-.---- ----.---..-..-----
B-4
MONROE COUNTY, FLORIDA-BOARD OF COUNTY COMMISSIONERS
COMBINED BALANCE SHEET
ALL FUND TYPES AND ACCOUNT GROUPS _ CONTINUED
SEPTEMBER 30,1996
GOVERNMENTAL FUND TYPES
Special Debt Capital
General Revenue Service Proje_C!~ m _
LIABILITIES, FUND EQUITY AND
OTHER CREDITS
Liabilities:
Accounts Payable $ 862,296 $ 1,621,376 $ $ 1,211,403
Tax Anticipation Note 130,000
Accrued Wages and Benefits Payable 490,524 385,012 8,332
Accrued Compensated Absences Payable 9,455 89,160 4,815
Due to Others
Claims and Judgements Payable
Due to Other Funds 206.219 252,910 282,747
Due to Other Governmental Units 210,113 316,447
Matured Bonds Payable
Matured Premium Payable
Deposits in Escrow 6,563 8,425 600
Deferred Revenues 191,670 9,141,276
Capital Leases Payable
Payable from Restricted Assets:
Accounts Payable 1,656
Accrued Interest Payable 891,915
Revenue Bonds Payable - Current
Landfill Closure Costs
Other Current Liabilities 2,905 295
Long-Term Debt -~-~._-,._-.-._-_. -
Total Liabilities 1,979.745 11,944,901 893.571 _1,~O7.897
Fund Equity and Other Credits:
Investment in General Fixed Assets
Contributed Capital
Retained Earnings:
Reserved for Revenue Bond Retirement
Unreserved
Fund Balances:
Reserved for Encumbrances 105,411 50,417 162,636
Reserved for Trust Fund Purposes
Reserved for Debt Service 8,284,086
Unreserved, Designated for Beaches 348,931
Unreserved, Undesignated 13,962,406 50,781,349 _ 10,016.333
Total Fund Equity and Other Credits 14,067,817 51,180,697 8,284.086 _----19--'-1!~,969
Total Liabilities, Fund Equity and Other Credits $ 16,047,562 $ 63,125,598 $ 9.177,657 $ ___lJ,-6~!?L866
.-
13-5
FIDUCIARY
FUND TYPES
PROPRIETARY FUND TYPES
Trust
& Agency
ACCOUNT GROUPS
General General
Fixed Long-Term
Assets Debt
TOTAL
~Enterpri~~_
Internal
Service
Memorandum
___() n~}'
$ 1,809,570 $ 231,491 $ $ $ $ 5,736,136
130,000
115,902 55,932 1,055,702
49,183 3,306 155,919
1,314,812 1,314,812
244,301 3,739,176 3,983,477
38,611 8,322 788,809
2,977 26,064 59,267 614,868
5,000 5,000
2,871 2,871
70,575 86,163
323,546 9,656,492
146,448 146,448
1,656
278,081 1,169,996
335,000 335,000
442,772 442,772
2,533 5,733
10,259,783 65,893 38,782,922 49,108,598
----~.__."._-
14,124,620 4,132,717 1,374,079 38,782,922 74,740,452
119,339,166 119,339,166
11,559,033 2,305,736 13,864,769
1,521,104 1 ,521 , 1 04
17,437,769 1,363,804 18,801,573
318,464
477,436 477,436
8,284,086
348,931
74,760,088
~---------_._- --..-
30,517,906 3,669,540 477,436 119,339,166 237,715,617
----~...,_._~-
$ 44,642,526 $ 7,802,257 $ 1,851,515 $ 119,339,166 $ 38,782,922 $ 312,456,069
The notes to the financial statements are an integral part of these statements.
B-6
~------'-'-"
MONROE COUNTY, FLORIDA-BOARD OF COUNTY COMMISSIONERS
COMBINED STATEMENT OF REVENUES, EXPENDITURES AND
CHANGES IN FUND BALANCES
ALL GOVERNMENTAL FUND TYPES AND EXPENDABLE TRUST FUNDS
FOR THE FISCAL YEAR ENDED SEPTEMBER 30,1996
GOVERNMENTAL FUND TYPES
Special Debt Capital
General Revenue Service Projects
Revenues:
Taxes $ 16,204,967 $ 46,309,142 $ $ 11,521,699
Licenses & Permits 441,753 2,040,015
Intergovernmental 10,340,962 7,055,871 907,250
Charges for Services 4,360,747 5,932,070 191,099
Fines & Forfeitures 204,347 1,690,274
Investment Income 668,116 3,246,933 598,059 345,906
Miscellaneous 245,146 1,410,344 9,213
-~ ---------..-..-
Total Revenues 32,466,038 67,684,649 1,505,309 12,067,917
-------.--
Expenditures:
Current:
General Government 19,539,825 3,624,600
Public Safety 1,332,792 38,361,931
Physical Environment 228,308 1,106,680
Transportation 63,027 4,773,316
Economic Environment 444,904 8,963,405
Human Services 4,146,553 1,622,549
Culture and Recreation 1,759,338 2,573,492
Debt Service 26,769 2,227 5,686,436
Capital Outlay 4,329,369
---------
Total Expenditures 27,541,516 61,028,200 5,686,436 4,329,369
-~-_.
Excess of Revenues Overl
(Under) Expenditures 4,924,522 6,656,449 (4,181,1~J 7,738,548
-.------ - _..
Other Financing Sources/(Uses):
Transfers from Other Funds 1,395,072 1,918,124 4,881,740 356,093
Transfers to Other Funds (1,489,225) (7,Q~3~542)
Total Other Financing Sources/(Uses) (94,153) 1,918,124 4,881,740 (6,657,44~J
Excess of Revenues and Other Sources
Over/(Under) Expenditures & Other Uses 4,830,369 8,574,573 700,613 1,081,099
Fund Balance, October 1, 1995 9,237,448 42,606,124 7,583,473 9,097,870
Fund Balance, September 30, 1996 $ 14,067,817 $ 51,180,697 $ 8,284,086 $ 10,178,969
~--_._---
B-7
FIDUCIARY
FUND TYPES TOTAL
Expendable Memorandum
Trust Only
---
$ $ 74,035,808
2,481,768
18,304,083
39,580 10,523,496
296,691 2,191,312
21,530 4,880,544
1,664,703
n___~,80"- 114,081,714
23,164,425
335,227 40,029,950
1,334,988
4,836,343
9,408,309
5,769,102
4,332,830
5,715,432
4,329,369
335,227 98,920,748
____22,574 ~,160,9~~
8,551,029
-------- (8,502,767)
48,262
22,574 15,209,228
454,862 68,979,777
$ 477,436 $ 84,189,005
The notes to the financial statements are an integral part of these statements.
B-8
B-9
SPECIAL REVENUE FUNDS DEBT SERVICE FUNDS
Variance Variance
Favorable Favorable
Budget Actual (Unfavorable) ~dg~ Actual (Unfavorable)__
$ 45,935,322 $ 46,309,142 $ 373,820 $ $ $
1,080,000 2,040,015 960,015
30,261,459 7,055,871 (23,205,588) 898,250 907,250 9,000
3,120,342 5,932,070 2,811,728
1,617,500 1,690,274 72,774
1,637,976 3,246,933 1,608,957 300,000 598,059 298,059
1,140,174 1,410,344 270,170 ~-~--- ~--~_._~- u___~______ _~_ .__ ___
_ __ 842~~J73_ 67,684,649 (17,108,124) 1,198,250 1,505,309 307,059
--~-----~ - --------- .-------
11,437,508 3,624,600 7,812,908
53,946,141 38,361,931 15,584,210
1,785,127 1,106,680 678,447
20,974,431 4,773,316 16,201,115
10,641,098 8,963,405 1,677 ,693
4,616,147 1,622,549 2,993,598
5,914,145 2,573,492 3,340,653
36,278 36,227 51 6,533,337 5,686,436 846,901
-~---~
109,350,875 61,062,200 48,288,675 6,533,337 5,686,436 846,901
(24,558, 1 0~2 6,622,449 31,180,551 (5,335,087) (4,181,127) 1,153,960
---,--~-----_.
(1,442,898) 1,442,898 (900,000) 900,000
2,204,963 1,918,124 (286,839) 4,900,000 4,881,740 (18,260)
(123,352) 123,352
638,713 1,918,124 1,279,411 4,000,000 4,881,740 881,740
(23,919,389) 8,540,573 32,459,962 (1,335,087) 700,613 2,035,700
34,000 34,000
(23,885,389) 8,574,573 32,459,962 (1,335,087) 700,613 2,035,700
42,606,124 42,606,124 7,583,473 7,583,473 ~----
$ 18,720,735 $ 51,180,697 $ 32,459,962 $ 6,248,386 $ 8,284,086 $ ~,035,70(!
The notes to the financial statements are an integral part of these statements.
B-IO (Continued)
B-ll
EXPENDABLE TRUST FUNDS
Variance
Favorable
Budget Actual (Unfavorable)
TOTAL - MEMORANDUM ONLY
Variance
Favorable
Budget Actual (Unfavorable)
$ $ $ $ 72,204,685 $ 74,035,808 $ 1,831,123
1,300,000 2,481,768 1 ,181 ,768
41,356,429 18,304,083 (23,052,346)
35,000 39,580 4,580 6,874,786 10,523,496 3,648,710
230,764 296,691 65,927 1,873,374 2,191,312 317,938
10,500 21,530 11,030 2,769,476 4,880,544 2,111,068
1,327,668 1,664,703 337,035
~--~----
276,264 357,801 81,537 127,706,418 114,081,714 .. _l1~,6.2_'!. 704)
---"--~'-'----~-'- ~~~- ----.---- --------------- --
187,600 187,600 32,570,057 23,164,425 9,405,632
362,472 335,227 27,245 55,976,796 40,029,950 15,946,846
2,074,931 1,334,988 739,943
21,047,321 4,836,343 16,210,978
11,162,693 9,408,309 1,754,384
27,325 27,325 9,375,176 5,769,102 3,606,074
7,752,555 4,332,830 3,419,725
6,603,943 5,749,432 854,511
9,493,765 4,329,369 5,164,396
--~---_._-
577,397 335,227 242,170 156,057,237 98,954,748 57,102,489
_._-~-_.,._-_.-
____Q21 ,133) 22,574 323,707 (28,350,819) 15,126,966 43,477,785
(61,175) 61,175 (2,724,156) 2,724,156
9,200,882 8,551,029 (649,853)
(9,329,613) (8,502,767) 826,846
~---'------
(61,175) 61,175 (2,852,887) 48,262 2,901,149
(362,308) 22,574 384,882 (31,203,706) 15,175,228 46,378,934
34,000 34,000
(362,308) 22,574 384,882 (31,169,706) 15,209,228 46,378,934
454,862 454,862 68,979,777 68,979,777
$ ... ___ 92~~4 $ 477,436 $ 384,882 $ 37,810,071 $ 84,189,005 $ 46,378,934
-----._--
The notes to the financial statements are an integral part of these statements.
B-~2
.-----
MONROE COUNTY, FLORIDA-BOARD OF COUNTY COMMISSIONERS
COMBINED STATEMENT OF REVENUES, EXPENSES AND CHANGES IN FUND EQUITY
ALL PROPRIETARY FUND TYPES
FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1996
Income (Loss) Before Operating Transfers
Internal Total
Enterprise Service Memorandum
Funds Funds u()l1lr__ _
$ 881,383 $ $ 881,383
13,318,813 11,840,860 25,159,673
3,252,807 3,252,807
941 941
397,080 1,819,001 2,216,081
~._--------_._--- --_._-----~----_.-
17,851,024 13,659,861 31,510,885
- - - --
3,171,146 1.224,637 4,395,783
12,285,272 3,625,924 15,911,196
292,698 292,698
1,364,272 310,954 1,675,226
8,921,521 8,921,521
----~---
17,113,388 14,083,036 31,196,424
-- ~--_.._.._.-
737,636 _~23,-12~) 314,461
442,682 442,682
1,176,097 154,569 1,330,666
(679,481 ) (679,481 )
_____~~.Q!i~) _u n n _-'-~~844) (39,937)
923,205 130,725 1,053,930
----------..---
1,660,841 (292,450) 1,368,391
------ --
1,729,503 1,729,503
(1,777,765) (1,77?n,765)
(48,262) _nn _ __nL~8~~?~)
1,612,579 (292,450) 1,320,129
28,211,100 3,805,504 32,016,604
694,227 156,486 850,713
-_._-- _.._-----~.-
$ 30,517,906 $ __~,669,549 $ n ~4, 1 ~7,446
--.----- ---~----
Operating Revenues:
Tolls
Charges for Services
Franchise Fees
Fines and Forfeitures
Miscellaneous
Total Operating Revenues
Operating Expenses:
Personal Services
Operations
Landfill Closure and Post Closure
Depreciation and Amortization
Asserted and Paid Claims
Total Operating Expenses
Operating Income (Loss)
Non-Operating Revenues (Expenses):
Operating Grants
Investment Income
Interest Expense and Fiscal Charges
Loss on Disposition of Assets
Total Non-Operating Revenues (Expenses)
Operating Transfers:
Transfers from Other Funds
Transfers to Other Funds
Total Operating Transfers
Net Income (Loss)
Fund Equity - October 1, 1995
Contributed Capital
Fund Equity - September 30, 1996
The notes to the financial statements are an integral part of these statements.
B-13
MONROE COUNTY, FLORIDA-BOARD OF COUNTY COMMISSIONERS
COMBINED STATEMENT OF CASH FLOWS
ALL PROPRIETARY FUND TYPES
FOR THE FISCAL YEAR ENDED SEPTEMBER 30,1996
B-14
(Continued)
MONROE COUNTY, FLORIDA-BOARD OF COUNTY COMMISSIONERS
COMBINED STATEMENT OF CASH FLOWS
ALL PROPRIETARY FUND TYPES - CONTINUED
FOR THE FISCAL YEAR ENDED SEPTEMBER 30,1996
RECONCILIATION OF OPERATING INCOME (LOSS) TO
NET CASH PROVIDED BY OPERATING ACTIVITIES
Internal Total
Enterprise Service Memorandum
Funds Funds Only
Operating income (loss) $ 737,636 $ _!~23, 175) $ 314,461
Adjustments to reconcile operating loss
to net cash provided by operating
activities:
Depreciation and amortization 1,364,272 310,954 1,675,226
Change in assets and liabilities:
Decrease/(Increase) in:
Accounts receivable (31,727) (30,190) (61,917)
Inventory 21,074 21,074
Due from other funds (7,381 ) 1,324,653 1,317,272
Due from other governmental units 36,065 (205,710) (169,645)
(Decrease )/Increase in:
Accounts payable 87,710 (75,962) 11,748
Accrued wages and benefits payable 18,955 16,721 35,676
Accrued compensated absences 46,070 (23,049) 23,021
Claims and judgements payable (12,213) 723,683 711,470
Due to other funds (223,615) (149,232) (372,847)
Due to other governmental units (837) 23,837 23,000
Deposits in escrow 12,600 12,600
Landfill closure/post closure 111,672 111,672
Other current liabilities (534 ) (534)
------.--. ..~-----
Total adjustments 1,401,571 1,936,245 3,337,816
Net cash provided by operating activities $ ---1,1~~~,~0] $ ~_1!!51J,07Q $ ~,652,277
---'--'-- ~_._---,-_._--
SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING
CAPITAL AND INVESTING ACTIVITIES
Contributed fixed assets
$ 1,401,428 $ 156,486 $
--~._-- '..- .--- --_._--~
1,557,914
Loss on disposition of fixed assets
$ 16,093 $ 23,844 $
--- - .-. -----~-
39,937
The notes to the financial statements are an integral part of these statements.
B-15
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accounting policies and the presentation of the financial report of the
Board of County Commissioners of Monroe County, Florida (the Board) have been
designed to conform to generally accepted accounting principles as applicable
to governmental units, in accordance with the Governmental Accounting
Standards Board (GASB). GASB embodies the official pronouncements previously
issued by the National Council on Governmental Accounting (NCGA). Proprietary
funds apply Financial Accounting Standards Boards (FASB) pronouncements and
Accounting Principles Board (APB) opinions issued on or before November 30.
1989, unless those pronouncements conflict with or contradict GASB
pronouncements, in which case, GASB prevails. The following is a summary of
the significant accounting policies.
Reporti n9 Entity - Monroe County is a Non-Charter County establ i shed under
the Constitution and the laws of the State of Florida. There are six offices
elected County-wide, which are as follows: Board of County Commissioners,
composed of five members, Clerk of Circuit Court, Property Appraiser, Sheriff.
Supervisor of Elections and Tax Collector.
The Board of County Commissioners is the legislative body of Monroe County and
as such budgets and provides all the funding used by the separate
Constitutional Offices with the exception of fees collected by the Clerk of
Circuit Court and the Tax Collector. Under the direction of the Clerk of
Circuit Court, the Monroe County Finance Department maintains the accounting
system for the County's operations, including those of the Supervisor of
Elections and the Clerk of Circuit Court, which are included in the General
Fund, but excluding those of the Property Appraiser, Sheriff and Tax
Collector, each of which maintains its own accounting system. The Board is
not a legally separate or fiscally independent unit of the County.
Accordingly, it is considered a part of Monroe County's primary government and
is included as such in the Monroe County Comprehensive Annual Financial
Report.
Services provided by the Board and accounted for within these financial
statements i nc 1 ude pol ice servi ces for uni ncorporated areas of the County.
hea lth and soci a 1 servi ces, emergency medi ca 1 servi ces, cultural and
recreational programs. solid waste services and other governmental services.
B-l6
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 . SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Basis of Presentation - The accounts of the Board are organized on the basis
of funds and account groups. each of which is considered a separate accounting
entity. Fund structures. where applicable. have been designed to comply with
all requirements of the bond resolutions and regulatory provisions or
administrative action. The operations of each fund are accounted for with a
set of separate self-balancing accounts comprised of its assets. liabilities.
equities. revenues and expenditures. or expenses. as appropriate. The various
funds are grouped by type in the fi nanci a 1 statements. The fo 11 owi ng fund
types and account groups are used by the Board:
Governmental Funds:
General Fund - The General Fund is the general operating fund of the Board.
All general tax revenues and other recei pts that are not requi red ei ther
legally or by generally accepted accounting principles to be accounted for in
other funds are accounted for in the General Fund.
Speci a 1 Revenue Funds - Speci a 1 Revenue Funds are used to account for the
proceeds of specific revenue sources (other than those associated with
expendable trusts or major capital projects) requiring separate accounting
because of legal or regulatory provisions or administrative action.
Debt Service Fun~ - Debt Service Funds are used to account for the payment of
principal. interest. and other expenditures related to long-term debt. other
than bonds and loans payable from the operations of Proprietary Funds.
Capital Project Funds - Capital Project Funds are used to account for
financial resources segregated for the acquisition or construction of major
capital facilities other than those financed by proprietary operations.
Proprietary Funds:
Enterpri se Funds . Enterpri se Funds are used to account for operati ons that
are financed and operated in a manner similar to private business enterprises.
:3-17
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
where the stated intent is that the cost (expenses. including depreciation) of
providing goods or services to the general public on a continuing basis be
financed primarily through user charges or where periodic determination of
revenues earned. expenses incurred, andlor net income is deemed appropriate
for capital maintenance, public policy, management control. accountability or
other purposes.
Internal Service Funds - Internal Service Funds are used to account for the
finanCing of goods or services provided by one department to other departments
of the Board or to other governmental units on a cost reimbursement basis.
Fiduciary Funds:
Expendable Trust Funds - Expendable Trust Funds are generally used in
instances where legally mandated or where a formal legal trustee relationship
exi sts. Both pri nci pa 1 and income may be expended in the course of thei r
designated operations.
Agency Funds - Agency Funds are custodial in nature (assets equal liabilities)
and do not i nvol ve measurement of results of operations. Agency Funds are
merely clearing accounts for assets held by a government as an agent for
individuals, private organizations, other governments, or other funds.
Account Groups:
Genera 1 Fi xed Assets Account Group - Thi s account is estab 1 i shed to account
for all fi xed assets of the Board, other than those accounted for in the
Enterprise and Internal Service Funds.
Genera 1 Long . Term Debt Account Group . Thi s account group is estab 1 i shed to
account for the long-term debt of the Board financed from Governmental Funds.
Basis of Accounting - The accounting and financial reporting treatment applied
to a fund is determined by its measurement focus. All Governmental Funds and
B-18
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Expendable Trust Funds are accounted for using a current financial resources
measurement focus. Wi th thi s measurement focus. only current assets and
current liabilities generally are included on the balance sheet. Operating
statements of these funds present increases (i.e.. revenues and other
financing sources) and decreases (i.e.. expenditures and other financing uses)
in net current assets.
All Propri etary Funds are accounted for on a flow of economi c resources
measurement focus. With this measurement focus. all assets and all
liabilities associated with the operation of these funds are included on the
ba 1 ance sheet. Fund equi ty (i. e., net total assets) is segregated into
contri buted capi ta 1 and retai ned earni ngs components. Propri etary fund - type
operati ng statements present increases (e. g.. revenue) and decreases (e. g. .
expenses) in net total assets.
Basis of accounting refers to when revenues and expenditures or expenses are
recognized in the accounts and reported in the financial statements. Basis of
accounting relates to the timing of the measurements made regardless of the
measurement focus applied.
The modi fi ed accrual basi s of accounti ng is fo 11 owed in the Governmental
Funds, Agency Funds. and Expendable Trust Funds. Under the modified accrual
basis of accounting. revenues are recognized in the accounting period in which
they become susceptible to accrual - that is. when they become both measurable
and available to finance expenditures of the current period. Available means
collectible within the current period or soon enough thereafter to be used to
pay liabilities of the current period. Primary revenues, which include taxes.
intergovernmental revenues, charges for services, rents and interest are
treated as susceptible to accrual under the modified accrual basis.
Recei vab 1 es related to these revenues are not recogni zed unless they are
collectible within 60 days after the fiscal year end. Expenditures and
transfers out are recorded when the related fund liability is incurred.
Exceptions to this general rule include: (1) the long term portion of
accumulated sick pay. vacation pay. and compensatory time. which is not
recorded as an expenditure; (2) prepaid items. which are reported only on the
Balance Sheet and do not affect expenditures; and (3) principal and interest
:8-19
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
on long - term debt, whi ch are recogni zed when due. Budgets for Governmental
Funds are also prepared on the modified accrual basis, with certain exceptions
described under budgets and budgetary data.
In applying the susceptibility-to-accrual concept to intergovernmental
revenues, the 1 ega 1 and contractual requi rements of the numerous i ndi vi dua 1
programs are used as guidance. There are, however, essentially two types of
these revenues. In one, monies must be expended on the specific purpose or
project before any amounts will be paid to the Board: therefore, revenues are
recognized based on the expenditures recorded. In the other, monies are
virtually unrestricted as to purpose of expenditure and substantially
irrevocable; i.e., revocable only for failure to comply with prescribed
compliance requirements, such as equal employment opportunity. These
resources are reflected as revenues at the time of receipt or earlier if they
meet the availability criterion.
Licenses and permits, charges for services, and miscellaneous revenues (except
investment earnings) are recorded as revenues when received in cash, because
they are generally not measurable until actually received. Investment
earnings and most fines and forfeitures are recorded as earned since they are
measurable and available.
Proprietary Funds use the accrual basis of accounting. Revenues are
recognized in the period in which they are earned and expenses are recognized
in the period incurred.
Budgets and Budgetary Data - The following are the statutory procedures
followed by the Board of County Commissioners in establishing the budget for
the Board.
1) On or before May 1 of each year the Sheriff, the Clerk of the Circuit
Court, the Tax Collector, and the Supervisor of Elections shall each
submit to the Board of County Commissioners a tentative budget for their
respective offices for the ensuing fiscal year.
B-20
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 . SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
2) Within fifteen days after certification of the ad valorem tax roll by
the Property Appraiser. the County Budget Officer submits to the Board a
proposed budget for the fiscal year commencing the following October 1.
The budget i nc 1 udes proposed expendi tures and the means of fi nanci ng
them.
3) By Board resolution. a tentative budget is submitted to the public.
Public hearings are held to obtain taxpayer comments.
4) Fifteen days after adoption of the tentative budget. a final budget is
submitted for review and adoption at a final public hearing.
5) Pri or to. or on September 30. the Board's budget is 1 ega 11 y enacted
through passage of a resolution. Accordingly all fund types have an
adopted budget as requi red by Flori da Statute 129.03 . All funds have
legally adopted budgets except as described in a following note.
6) During the year. the Office of Management and Budget acts on
intradepartmental budget changes that do not alter the total revenue or
expendi tures budgeted to a cost center. A cost center represents a
particular area of Board operations or a department. All other budget
changes (whether they are transfers between cost centers or alterations
of total revenues and expenditures in a fund) are approved by the Board.
Supplemental appropriations were necessary and the budgetary data
presented herein was amended by the Board during the year in a legally
permissible manner.
7) Florida Statute 129, Section 7. as amended in 1978. provides that only
expenditures in excess of total fund budgets are unlawful. However.
because the Board acts on all budget changes between cost centers. this
becomes the level of control.
8) Budgeted to Actual Expenditure reports are employed as a management
control device during the year for all fund types.
13-21
\
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 . SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
9) Budgets for all funds are adopted on a basis consistent with generally
accepted account i ng pri nci p 1 es (GAAP) for that fund type, except for
revenues and expenditures relative to tax anticipation notes and
revenues and expenditures relative to debt and capital outlay for
proprietary funds. Budgetary versus GAAP differences are described in a
following note.
10) All appropriations lapse at year end.
Inventory - Inventory in the General Fund consists of certain supplies which
are stated at cost us i ng the movi ng average cost method. The inventory is
determi ned by a monthly phys i ca 1 count. No reserve has been estab 1 i shed
within the General Fund balance as the consumption method is used to account
for this inventory.
Investments - Investments, wi th the excepti on of those held by deferred
compensation plans, are stated at cost, which approximates market.
Investments held by the deferred compensation plans are stated at market
value.
The Board pools cash and investments, excluding those requlrlng or benefiting
by separate investment. This gives the Board the abil ity to maximize its
yield on the short-term investment of cash, increasing its income accordingly.
Interest earned on pooled investments is allocated to the participating funds
based on their average daily balance. Individual fund deficits are ignored in
the allocation of interest.
General Fixed Assets - General Fixed Assets are recorded as expenditures in
the General Fund. Speci a 1 Revenue Funds. Capi ta 1 Project Funds and other
Governmental Fund types at the time of purchase and are capitalized at cost in
the General Fixed Assets Account Group. Fixed assets consisting of certain
improvements including roads, bridges, curbs and gutters, streets and
13-22
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
sidewalks. drainage systems and lighting systems have not been capitalized.
Gifts or contributions are recorded in General Fixed Assets at estimated fair
market value at the time received. There is no depreciation expense recorded
on General Fixed Assets.
Enterprise and Internal Service Fund Fixed Assets - Additions to Enterprise
and Internal Service Fund Fixed Assets are stated at cost. Depreciation has
been provided using the straight-line method. The estimated useful lives of
the various classes of depreciable fixed assets are as follows:
Life - Years
Buildings and Other Improvements
Machinery and Equipment
Improvements other than Buildings
7-40
3-10
50
Depreciation of Contributed Assets - Depreciation recognized on assets
acquired or constructed through grants externally restricted for capital
acquisitions is recorded as an operating expense in the related proprietary
funds.
Capital Lease Obligations - Capital lease obligations for non-Enterprise Funds
are accounted for in the General Long-Term Debt Account Group. The
capitalized lease obligations are stated at the original fair market value of
leased assets capitalized. less payments since the inception of the lease
discounted at the implicit rate of interest in the lease. Also. in the year
an asset is acquired by capital lease. the expenditure for the asset and the
offsetting amount of the financing source are reflected in the Statement of
Revenues. Expendi tures . and Changes in Fund Balance. Assets acqui red under
capital leases in non-Enterprise Funds are accounted for in the General Fixed
Asset Account Group. Capital lease obligations of Enterprise Funds and the
cost of assets so acquired are reflected in the accounts of those funds.
B-23
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Unamortized Debt Expens~ - Unamortized debt expense of the Enterprise Funds is
amortized by using the straight.line method over the life of the debt.
Encumbrances - Encumbrance accounting, under which purchase orders are
recorded to reserve that portion of the applicable appropriation, is employed
in the Governmental and Expendable Trust Fund types. Encumbrances are not the
equivalent of expenditures; therefore. the encumbrances are reported as
reservations of fund balances at year end and reappropriated the following
year.
Property Taxes - Property taxes, based on assessed values at January I, are
1 evi ed and become due and payable on November 1st of each year. A four
percent di scount is a 11 owed if the taxes are pa i din November, wi th the
discount declining by one percent each month thereafter. Taxes become
delinquent on April 1st of each year. and tax certificates for the full amount
of any unpaid taxes and assessments must be sold not later than June 1st of
each year. No accrual for the property tax levy becoming due in November of
1996 is i nc 1 uded in the accompanyi ng fi nanci a 1 statements, since such taxes
are collected to finance expenditures of the subsequent period.
Compensated Absences - Board policy grants employees annual leave and sick
leave. Upon termination of employment. employees with six months or more of
credited service can receive payment for accumulated annual leave. In
general. sick leave payments are granted upon termination of employment to
employees with five years or more of credited service. subject to percentage
and maximum hour limitations. Accumulated annual leave, sick leave, and
rel ated benefits are accrued in Governmental Fund Types to the extent that
such amounts would normally be liquidated with expendable available financial
resources. The remaining liability is reflected in the General Long.Term Debt
Account Group. The accumulated 'leave in Proprietary Fund Types is reflected
in the Fund's financial statements on the accrual basis.
Cash and Cash Equivalents . For purposes of the statement of cash flows, the
Proprietary Fund Types consider all highly liquid investments (including
restricted assets) with a maturity of three months or less when purchased to
be cash equivalents.
B-24
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Total Columns on Combined Statements - Overview - Total columns on the
Combined Statements - Overview (General Purpose Financial Statements) are
captioned "Memorandum Only" to indicate that they are presented only to
facilitate financial analysis. Data in these columns do not present financial
position. results of operations. or cash flows in conformity with generally
accepted accounting principles. and such data is not comparable to a
consolidation. Interfund eliminations have not been made in the aggregation of
this data.
NOTE 2 - CASH. CASH EQUIVALENTS AND INVESTMENTS
Cash. cash equivalents. and investments consist of the following at September
30. 1996:
Restricted
Cash and Cash and Cash with
Investments Investments Fiscal Aaent Total
Amount Invested in County's
Pooled Cash Program $ 65.070.684 $ 2.269.981 $ $ 67.340.665
Demand Deposits 7.377.557 9.626.399 7.871 17.011.827
Investments 30.708.451 2.913 667 33 622.118
$ 103.156.692 $ 14.810.047 $ 7.871 $ 117.974.610
Florida Statute 125.31 authorizes the Board to invest surplus funds in the
fo 11 owi ng :
a) the Local Government Surplus Funds Trust Fund under the management of
the State Board of Administration
b) the Florida Counties Investment Trust Fund under the sponsorship of the
Florida Association of Counties and the Florida Association of Court
Clerks Comptrollers
c) negotiable direct obligations of. or obligations of which the principal
and interest are unconditionally guaranteed by. the U.S. Government
B-25
MONROE COUNTY. FLORIQA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 2 - CASH, CASH EQUIVALENTS AND INVESTMENTS (Continued)
d) interest bearing time deposits or savings accounts in banks and savings
and loans organized under state laws or doing business and situated in
the state, provided collateral requirements are met
e) obligations of the Federal Home Loan Mortgage Corporation
f) obligations of the Federal National Mortgage Association
g) commercial paper of U.S. corporations having a rating of at least two of
the fOllowing three ratings: A-I. P-1 and F-1, as rated by Standard &
Poors, Moody's and Fitch Investors Service rating services
h) Bankers' acceptances that are eligible for purchase by the Federal
Reserve Banks and have a letter of credit rating of AA or better
i) Tax-exempt obligations of the State of Florida and its various local
governments, including Monroe County. Tax exempt obligations with a
rati ng of A or 1 ess, must be an insured issue through MBIA or an
equi va 1 ent company. Issues rated A+ or hi gher mayor may not carry an
insurance backing.
Deposit~ - Demand and time deposits are fully insured by Federal Depository
Insurance and the multiple financial institution collateral pool required by
Sections 280.07 and 280.08. Florida Statutes.
Investments - The U.S. Government Securities are held by the Board's agent in
the Board's name.
U.S. Government Securities
Local Government Surplus Funds Trust Fund
Deferred Compensation Plans
Carrying
Amount
$ 32,307,308
67,340.665
1. 314.812
Market
Val~
$ 30.480.024
67,340.665
1. 314.812
$100.962.78~ $ 99.135.501
B-26
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 3 - MORTGAGES RECEIVABLE
Mortgages receivable at September 30, 1996 consist of the following:
Community Development Block Grant:
Second Mortgages Receivable from individuals. collateralized by land and buildings, payable
in monthly installments of $3.622 including interest at 3X, final payment due March 1. 2004.
$
3B7.274
Second Mortgages Receivabl e from individual s. coll ateral ized by personal residences. The
entire amount of the loan will be forgiven over a ten year period at a rate of one fifth per
year. beginning on the 7th anniversary of the completion of the construction of the
improvements funded by the mortgage. provided that the mortgagor complies with the Mortgage
covenants.
236.448
Second Mortgages Recei vabl e from individual s. coll ateral ized by personal residences. The
entire balance of the mortgage will be forgiven over a ten year period at a rate of ten percent
per year upon the anniversary of the mortgage. provided that the mortgagor complies with the
Mortgage covenants. The Mortgages are interest free.
67.845
Local Housing Assistance:
Second Mortgages Receivabl e from individual s. coll ateral ized by personal residences.
COlllllencing in year sixteen of the mortgage. principal and accrued interest at 3X will be
forgiven at the rate of 6.66X annually. The entire principal balance and accrued interest will
be forgiven at the end of year thirty. If the residence is sold before the initiation of the
forgiveness period. the full amount of the mortgage and accrued interest is due at closing.
249.023
Second Mortgages Receivable from individuals. collateralized by personal residences. Principal
payments shall be deferred for the term of the first mortgage loan. or until the date the last
payment is due on the first mortgage. Interest is not charged on the mortgages unless the
mortgagor is in default. in which case the interest rate is 12X per annum from the date when
payment of the second is due. In the event the home is sold. transferred. rented. refinanced
or the first mortgage loan is satisfied. the entire mortgage balance is due.
540.461
Second Mortgages Recei vabl e from individual s. collateral ized by personal residences. The
enti re balance of the mortgage wi 11 be forgi ven over a ten year peri od at the rate of ten
percent per year upon the anniversary of the mortgage. provided that the mortgagor complies
with the mortgage covenants. The mortgages are interest free.
57 791
$
1 538 842
Except for the 1 oca 1 housing assistance mortgages, the mortgages recei vab 1 e
are equally offset by a fund balance reserve which indicates that they do not
constitute "available spendable resources" even though it is a component of
total assets. The local housing assistance mortgages are offset by a related
deferred revenue account.
B-27
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 4 - INTERFUND BALANCES
I ndi vi dual fund i nterfundrecei vab 1 e and payable balances at September 30.
1996 are as follows:
Fund
General Fund
Special Revenue Funds:
Affordable Housing Programs
Fine and Forfeiture
Road and Bridge
Law Library
Tourist Development All Districts. 2 Cent
Tourist Development Administrative and
Promotional. 2 Cent
Tourist Development District #One. 3 Cent
Tourist Development District #Two. 3 Cent
Tourist Development District #Three. 3 Cent
Tourist Development District #Four, 3 Cent
Tourist Development District #Five. 3 Cent
Governmental Fund Type Grants
Fire and Ambulance District #1
Fire and Ambulance District #5
Fire and Ambulance District #6
Planning. Building and Zoning
Parks and Recreation
Impact Fees Roadways
Impact Fees Parks and Recreation
Upper Keys Health Care
Cudjoe Gardens Culvert
Jolly Roger MDS
Winston Waterway MSD
Capital Project Funds:
One Cent Infrastructure Surtax
Enterprise Funds:
Municipal Service District . Waste
Card Sound Bridge
Marathon Airport
Key West Airport
B-28
Interfund
Receivable
Interfund
Payable
$
42.315
$
206.219
7.704
103.424
124.300
6.931
24
205
9.131
18.178
6.966
753
2.C34
1.808
2.120
92.772
251
1.031
32.321
31.596
6.029
12.013
17.566
1.360
1.368
5.059
15
7.835
4.398
859
252.910
1.165
246.356
33 267
282.747
7.073
131
227.866
235.070
5.951
90
23.993
8.577
38.611
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 4 - INTERFUND BALANCES (Continued)
Internal Service Funds:
Worker's Compensation
Group Insurance
Risk Management
Fleet Management
181.632 251
1.820 435
949 3,090
47.400 4.546
231. 801 8.322
$ 788.809 $ 788.809
NOTE 5 - RESTRICTED ASSETS
Restricted Assets include those provided for by resolutions adopted by the
County Commission for the issuance of the Municipal Service District - Waste
Revenue Bonds. Refunding Improvement Revenue Bonds. Series 1993/83. Refunding
Improvement Revenue Bonds. Seri es 1993/88. Sales Tax Revenue Bonds. Seri es
1991. and Airport Passenger Facility Charges. Total restricted assets as of
September 30. 1996 are as follows:
Cash.
Cash Equiv.&
Investments
Enterprise Fund - Municipal Service District - Waste
Renewal and Replacement Fund
Sinking Funds
Landfill Closure Escrow
$ 1.184.185
615.000
1.563 225
3.362 410
Enterprise Fund - Marathon Airport
Passenger Facility Charge Funds
Enterprise Fund. Key West Airport
Passenger Facility Charge Funds
Refundin9 Improvement Revenue Bonds.
Series 1993/83 Debt Service Fund
Sinking Fund
218.157
2 051.823
324 172
Refundina Improvement Revenue Bonds
Series 1993/88 Debt Service Fund
Sinking Fund
Sales Tax Revenue Bonds. Series 1991
Debt Service Fund
Debt Service Reserve Fund
Sinking Fund
461 214
5.499.904
2 892 367
8 392 271
$ 14.810.047
B-29
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 6 - RESERVES FOR RESTRICTED ASSETS AND DESIGNATIONS OF FUND BALANCE
Reserves representi ng the excess of amounts provi ded for certai n restri cted
asset accounts over the 1 i abi 1 it i es payable therefrom are estab 1 i shed by a
reduction of retained earnings or fund balance.
The fOllowing schedule reflects the reserve account balances at September 30.
1996:
Enterprise Fund~
Municipal Service District - Waste:
Reserved for Debt Service
Reserved for Renewal and Replacement
$ 336.919
1. 184. 185
1. 521.104
Debt Service Fund~
Refunding Improvement Revenue Bonds. Series 1993/83
Reserved for Debt Service
Refunding Improvement Revenue Bonds. Series 1993/88
Reserved for Debt Service
Sales Tax Revenue Bonds. Series 1991
Reserved for Debt Service
324.147
461.214
7.498.725
8.284.086
$ 9.805.19Q
Retained earnings and fund balances are reserved to the extent of the excess
of restricted assets over liabilities payable from restricted assets as
fall oWS:
B-30
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 6 - RESERVES FOR RESTRICTED ASSETS AND DESIGNATIONS OF FUND BALANCE
(Continued)
Total restricted assets
Less:
Restricted assets for which retained
earnings are not required to be reserved
Liabilities payable from restricted assets
$ 14.810.047
3.833.205
1. 171. 652
$ 9.805.190
A portion of the unreserved fund balance in Speci a 1 Revenue Fund. Touri st
Development District #One. Three Cent has been designated for various beach
nourishment projects.
NOTE 7 - PROPERTY
The fall awi ng is a summary of changes in General Fi xed Assets for the year
ended September 30, 1996:
1995 Additions Deductions 1996
Land $ 17 .638,477 $ 1.868.399 $ 54.000 $ 19.452.876
Buildings 62.854.041 5.042.742 67.896.783
Equipment 25.335.426 1.428.233 1.228.514 25.535.145
Construction in Progress:
Sheriff Offices 4.380.826 37.314 4.418.140
Truman Offices 856.810 2.139.433 2.996.243
Key Largo VFD 861. 350 398.471 1.259.821
Other Construction 1.173.494 1.133.068 108.264 2 198.298
$113.100.424 $ 12.047.660 $ 5.808.918 $119.339.166
B-3,-
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 7 . PROPERTY (Continued)
An additional $4.043.500 will be required to complete the construction
projects under present contractual agreements. It is the Board' s pol icy to
not capitalize interest on construction projects financed with debt proceeds.
Proprietary funds property. plant and equipment consist of the following at
September 30. 1996:
Internal
Enterprise Service
Funds Funds
Land $ 6,024,716 $ 54,000
Buildings and Improvements 12,949,332 1,402.696
Equipment 15,304,825 1.387,610
Construction in Progress 618.808
Total Property 34.897.681 2,844,306
Less Accumulated Depreciation 13.746.013 791.369
Net Property $ 21.151. 668 $ 2.052.937
NOTE 8 . TAX ANTICIPATION NOTES
Tax anticipation notes payable at September 30, 1996 are as follows:
Wi nstan Waterway Muni ci pa 1 Servi ce Taxi ng Di stri ct . Amount
due to bank on October 30, 1996 wi th interest at 6..08% ,
payment to be funded by the first proceeds of taxes levied for
the 1996-1997 fiscal year, proceeds of the note to be used for
the improvement of certain roadways located in the Winston
Waterway subdivision $
130.000
B-32
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 9 - LONG-TERM DEBT
The fall owi ng is a summary of changes in long - term debt for the year ended
September 30, 1996:
1995
Debt
Issued
Debt
Retired
1996
General Lona-Term
Debt Group
Revenue Bonds
Accrued Compensated
Absences
Capitalized Lease
Obligations
Installment Loan
Subtotal
$ 40.735.000 $ $ 3.475.000 $ 37.260,000
1. 468.305 54,617 1.522.922
1,751 1. 751
31. 224 31. 224
42.236.280 54.617 3 507 975 38.782 922
Proprietary Funds
Revenue Bonds
Accrued Compensated
Absences
Capitalized Lease
Obligation
Subtotal
8.805.000 315.000 8.490.000
350.654 20.887 371.541
2.083 525 137 942 1 945;583
11 239. 179 20.887 452 942 10.807 124
$ 53.475.459 $ 75.504 $ 3.960.917 $ 49.590.046
Total
Bonds payable at September 30. 1996 from Proprietary Funds are compased of the
following issues:
Enterprise Revenue Bonds . $9,570,000 1991 Municipal Service
Di stri ct Refundi ng Improvement Bonds due in annual i nsta 11 -
ments of $335.000 to $735,000 on October 1, 1996 to October 1,
2011: interest at 5.9% to 6.75%
8.490.000
Bonds payable at September 30. 1996 from Governmental Funds are composed of
the following issues:
:3-33
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 9 - LONG-TERM DEBT (Continued)
Revenue Bond~ - $42.415.000 1991 Sales Tax Revenue Bonds,
Series 1991 due in annual installments of $3,100,000 to
$4.595,000 on April 1, 1997 through April 1, 2004; interest at
5.5% to 6.2% $ 30.340,000
Revenue Bonds - $1,185.000 1993 Refunding Improvement Revenue
Bonds, Series 1993 due in annual installments of $180,000 to
$200.000 on July 1. 1997 to July 1, 1999: interest at 4.3% to
4.75% 570,000
Revenue Bond~ - $7,230.000 1993 Refundi ng Revenue Bonds.
Series 1993 due in installments of $375,000 to $640,000 on
December 1. 1996 to December 1. 2008: interest at 4.0% to 5.0% 6.350.000
$ 37.260.00Q
Debt Servi ce Fundi ng Requi rement~ - The total annual debt servi ce fundi ng
requirements for all bonds outstanding (net of sinking fund balances) at
September 30. 1996, consisting of interest payments of $14.813,950 and
principal payments af $45,040,000 are as follows:
Year Ended
September 3Q
1997
1998
1999
2000
2001
2002-2006
2007-2011
Total
Revenue Bonds
Proprietary Funds Governmental
Amount
891.732
890.788
898,288
893,380
896,605
4,449,595
4.109.912
Interest Rat~
5 . 90% . 6 .75%
6.00% . 6.75%
6.15% - 6.75%
6.30% - 6.75%
6.40% - 6.75%
6.50% . 6.75%
6.75%
Amount
5.673,240
5.668,290
5.663,455
5.446,720
5,437.425
17,590,020
1. 344. 50Q
$ 46.823.65Q
Interest Rate:
4.00% - 6.20%
4.10% - 6.20%
4.30% - 6.20%
4.50% - 6.20%
4.70% . 6.20%
4.80% . 6.20%
5.00%
_.~"-"--,_..,--,_._""......_,--_."
$ 13.030.30Q
B-34
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 9 - LONG-TERM DEBT (Continued)
Year Ended
September 30
1997
1998
1999
2000
2001
2002-2006
2007-2011
Total
6.564,972
6.559.078
6.561.743
6.340,100
6,334.030
22.039,615
5.454.412
Total
$ 59.853.950
The amount available in the Debt Service Funds to service the 1991. 1993/83
and 1993/88 reyenue bonds is $8.284,086.
Restrictive Covenants and Collateral Requirements - The 1993/83 Refunding
Improvement Revenue Bonds are payable from and collateralized by a lien on and
pledge of the racetrack funds recei ved by Monroe County from the State of
Florida.
The 1993/88 Refunding Improvement Revenue Bonds are payable from and
collateralized by a first lien upon and pledge of the Guaranteed Entitlement
portion of the Revenue Sharing Trust Fund for Counties and the Second
Guaranteed Entitlement for Counties paid by the State of Flarida.
The 1991 Muni ci pa 1 Servi ce Di stri ct Refundi ng Improvement bonds are payable
solely from and collateralized by a prior lien upon and pledge of (i) charges
for service levied annually against residential property within the Monrae
County Municipal Service District (the "District"), Monroe County. Florida for
the availability and furnishing of certain solid waste disposal services. (ii)
payments received from franchisee solid waste collectors with respect to
commercial property within the District. (iii) all other non ad valorem funds
recei ved by the Di stri ct wi th respect to furni shi ng servi ces of the sa 1 i d
waste facilities to the residents of the District excluding any state or
B-35
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 9 - LONG-TERM DEBT (Cantinued)
federal funds received from time to time by the District and (iv) certain
investment income received by the District. Under the terms of the enterprise
revenue bonds issue, the Municipal Service District is required, among other
thi ngs, to estab 1 ish rates and to call ect fees and charges whi ch wi 11 be
sufficient at all times to pay 110% af the Maximum Debt Service Requirement on
the Series 1991 Bonds and an all outstanding Parity Bands, plus 100% af all
reserve or other payments including the cost of Operation and Maintenance and
deposits for Renewal and Replacements of the Facilities. The Municipal
Servi ce Di stri ct was in camp 1 i ance with those covenants far the year ended
September 30. 1996. The Bonds and the interest payable thereon wi 11 nat
constitute a general obligation of the District, Monroe County or the State af
Florida, ar a pledge of the faith and credit of the District, Monroe Caunty.
the State af Florida or any political subdivisian thereaf. Neither the Bonds,
nor any interest or premium thereon. shall be payable from the ad valorem tax
revenues of the District, Monroe County. ar the State of Florida.
The 1991 Sales Tax Revenue Bands are payable from and collateralized by a lien
and pledge of the port i an of the proceeds of the ane cent 1 aca 1 gavernment
infrastructure sales surtax on deposit in the trust fund established for the
County in the Flarida State Treasury. allocated for and distributed monthly to
the Board.
NOTE 10 - DEFEASANCE OF DEBT
The fallawing schedule reflects the outstanding principal on refunded bands.
by issue. as af September 30. 1996:
$8,000.000 Municipal Service District Improvement Revenue
Bonds, Series 1980: defeased an December 6. 1985 using
praceeds from the $9,211.774 Municipal Service District
Refunding Improvement Bonds. Series 1985 $ 6,755,000
13-36
----.-----.-.-
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 10 . DEFEASANCE OF DEBT (Continued)
$9.211,774 Municipal Service District Refunding Improvement
,Bonds, Series 1985: defeased on April 1, 1991 using proceeds
from the Municipal Service District Refunding
Improvement Bonds, Series 1991 6.194.483
Tatal Municipal Service District Bonds $ 12.949.483
$4.585.000 Card Sound Road and Bridge Improvement Revenue
Bonds, Series 1993: defeased on March 8, 1994 using
available cash $ 4,070,000
$2.155,000 Refunding Improvement Revenue Bonds. Series 1983:
defeased on January 1. 1993 using proceeds from the
Refunding Improvement Revenue Bonds, Series 1993/83 $ 1,695.000
$5,000,000 Improvement Revenue Bonds, Series 1988: defeased on
May 1, 1993 using proceeds from the Refunding Revenue
Bonds, Series 1993/88 5.000.000
$2,265,000 Improvement Revenue Bonds, Series 1988: defeased on
May 1, 1993 using proceeds from the Refunding Revenue
Bonds, Series 1993/88 710.000
Total General Revenue Bonds $ 7.405.000
B-37
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 11 - LEASE OBLIGATIONS
Capitalized lease obligations consist of equipment lease purchases accounted
for in the General Long-Term Debt Account Group, the General Fixed Assets
Account Group. and the Proprietary Funds. The future minimum payments under
capitalized leases consist of the following at September 30. 1996:
Fiscal year ending September 30:
1997
1998
1999
2000
2001
Thereafter
Proprietary
Funds
259.200
259,200
259,200
259.200
259,200
1. 295 .997
Tatal minimum payments
Amounts representing interest
2.591. 997
646.414
Present value of net minimum lease payments
$ 1. 945 . 583
Leased praperty whi ch has been capi ta 1 i zed as af September 30, 1996 is as
follows:
Praprietary Funds
$ 2.335.830
Rental expense under cancelable operating leases for the current year amounted
to $562,443.
NOTE 12 - CONTRIBUTED CAPITAL
Contributed capital cansists of the following at September 30. 1996:
B-38
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
Winston Waterway Municipal Service Culvert District . The fund deficit af
$12.777 is the result of expenditures for the culvert project in advance of
the collectian of taxes to fund the project. The taxes have been levied for
the following fiscal year.
Fleet Management - The retained deficit of $86,099 is the result af the
current year operating loss and is attributed to depreciation on contributed
assets.
NOTE 14 . SEGMENTS OF ENTERPRISE ACTIVITIES
Municipal Service District operating revenues are generated primarily by
billings for mandatory garbage collection. Card Sound Bridge operating
revenues are generated through tolls for the use of the Bridge. Revenues in
the Key West and Marathon Airports are generated by rents and user fees. The
key financial data for the year ended September 30, 1996 for the above
services are as follows:
B-39
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 14 - SEGMENTS OF ENTERPRISE ACTIVITIES
Operating Revenues
Operating Expenses
Depreciation and Amortization
Total Operating Expenses
Operating Income (Loss)
Operating Grants
Investment Income
Interest Expense and Other
Debt Service Costs
Loss on Disposition of Assets
Operating Transfers In
Operating Transfers Out
Net Income
Fund Equity. 1995
Contributed Capital
Fund Equity, 1996
Assets
Long-Term Debt
Acquisition and Construction
of Property
Net Working Capital
Net Increase in Cash Flows
Municipal
Service
District
$ 14.181 852
13.055,040
1 018 203
14 073.211
108,609
238.214
763,704
(679,481)
(8.345)
1.421.671
(1.421. 671)
422.701
9.728.899
7 318
$ 10 158 918
$ 23.362 .420
$ 10.120 173
$ 389 394
Card
Sound
8ridqe
$ 881. 531
462.080
172.424
634 504
247,027
198.322
(38)
445.311
8.370.544
$ 8.815.855
$ 8.863 529
$
18.693
5 493
3.784.503
$ 8 228 203 . $ 3 .943 733
$ 855.114
Marathon
Airport
$ 600.491
674.288
132.205
806 493
(206.002)
39,641
53.883
(5.559)
83.473
(177 107)
(211,671)
6.162.918
480.699
$ 6 431 946
6.894.928
$
14 632
$
49.925
$ 959 694
$ 1 138 659
NOTE 15 - BUDGETARY - GAAP REPORTING RECONCILIATION
Key West
Airport
$ 2 187 150
1.557.708
41 440
1 599 148
588.002
164.827
160,188
(2.151)
224,359
(178.987)
956,238
3,948 .739
206 210
$ 5.111.187
$ 5.521 649
$ 106.285
$ 310 557
$ 1 666 020
$ 949 229
Total
$ 17 851. 024
15,749,116
1 364 272
17 113.388
737.636
442,682
1.176.097
(679.481)
(16.093)
1.729,503
(1. 777 .765)
1.612.579
28.211.100
694.227
$ 30 517.906
$ 44.642.526
$ 10 259 783
$ 775 369
$114 797.650
$ 6 727 505
The accompanying Combined Statement of Revenues. Expenditures and Changes in
Fund Balances - Budget and Actual - General, Special Revenue. Debt Service,
Capital Project and Expendable Trust Funds for the year ended September 30.
1996 presents comparisons of the legally adopted budget with actual data on a
budgetary basis.
B-40
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 15 - BUDGETARY . GAAP REPORTING RECONCILIATION
Because certain accounting principles applied for purposes of developing data
an a budgetary basis differ from those used to present financial statements in
confarmity with GAAP. a recanciliation of resultant basis, timing and
perspect i ve di fferences in the Excess of Revenues and Other Sources over
Expenditures and Other Uses far the year ended September 30. 1996 is presented
as fallows:
General
Special
Revenue
Debt
Service
Capi ta 1
Pro iects
Expendable
Trust
Excess of revenues and other sources
over (under) expenditures and other
uses . budgetary basis $ 4 830 369 $ 8 540 573 $ 700 613 $ 1 081 099 $ 22 574
Adjustments:
To adjust expenditures for repayment
of tax anticipation note 34.000
To adjust for mortgages receivable (297,859)
To adjust for mortgage loans made 297 859
Total Adjustments 34 000
Excess of revenues and other sources
over (under) expenditures and other
uses. GAAP basis $ 4 830 369 $ 8 574 573 $ 700 613 $ 1 081 099 $ 22 574
NOTE 16 - INTERFUND TRANSFERS
Operating Transfers during the year ended September 30. 1996 consisted of the
fall owi ng:
.ElliK!
General Fund
Special Revenue Funds:
Affardable Housing Programs
Gavernffiental Fund Type Grants
Operating
Transfers In
Operating
Transfers Out
$ 1.395.072 $ 1.489.225
7.704
1. 910.420
1. 918 .124
Debt Service:
1991 Sales Tax Revenue Bonds
4.881. 740
B-41
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 16 . INTERFUND TRANSFERS (Continued)
Capital Project:
One Cent Infrastructure Surtax
356.093
7.013.542
Enterprise Fund:
Municipal Service District
Marathon Airport
Key West Airport
1,421. 671
83,473
224.359
1,421.671
177 .107
178 ,..9.8.Z
1.729.503 1.777.165
$ 10.280.532 $ 10.280.532
NOTE 17 - RISK MANAGEMENT
The Board is exposed ta variaus risks of loss related ta tort; theft of,
damage to, and destruction of assets; errars and omissions; injuries to
emp 1 oyees; and natural di sasters. Duri ng the fi sca 1 years ended 1976. 1984
and 1988, the County established the Worker's Compensation, Group Insurance.
and Risk Management Funds, respectively. as internal service funds to accaunt
for and fi nance its uni nsured ri sks af 1 ass. Under these pragrams. the
Worker's Compensation provides $450,000 coverage per claim for regular
employees and $500.000 coverage per claim for police and firemen. The Group
Insurance Fund provides coverage up to $75,000 for each medical claim. Risk
Management provides $100,000 for each general liability claim and $25.000 far
mast property damage claims. Windstorm, Flood and Property Damage insurance
excess coverage varies by individual property. The County purchases
commerci a 1 insurance for c 1 aims in excess of coverage provi ded by the funds
and for all other risks of loss. Settled claims have not exceeded this
cammercial coverage in any of the past three years.
All funds af the Board participate in the programs and make payments ta the
Worker's Compensati on. Group Insurance and Ri sk Management Funds based an
estimates of the amounts needed to pay prior and current year cl aims. The
claims liabilities reported at September 30, 1996 are based on the
requirements af Governmental Accounting Standards Board Statement No. 10.
B-4Z
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 17 - RISK MANAGEMENT
which requires that a liability for claims be reported if information prior to
the issuance of the financial statements indicates that it is probable that
liability has been incurred at the date af the financial statements and the
amaunt af the loss can be reasonably estimated. Changes in the claims
liability amounts in fiscal year 1995 and 1996 were:
Worker's Group Risk
Compensation Insurance Management Total
Balance at September 30, 1994 $ 250.000 $ 1.446.977 $ 1.209,980 $ 2.906.957
Current year claims and changes
in estimates 496.975 7.353.488 5.106 7,855,569
Claim payments (496 975) (6 769 589) (480 469) (7 747 033)
Balance at September 30, 1995 250.000 2.030,876 734.617 3.015.493
Current year claims and changes
in estimate 1. 897.842 6.396.551 627.128 8.921. 521
Claim payments C1 435.842) (6.508.462) (253 534) (8 197.838)
Balance at September 30. 1996 $ 712.000 $ 1. 918. 965 $ 1. 108.211 $ 3 739 176
NOTE 18 - RETIREMENT PLAN
Substantially all full-time Board employees are participants in the Flarida
Retirement System, "The System", a multiple-employer, cost-sharing public
retirement system. The System, which is contralled by the State Legislature
and administered by the State of Florida, Department of Administration,
Division of Retirement, covers approximately 587,000 full-time employees of
various governmental units within the State of Florida.
The System pravides for vesting of benefits after 10 years of creditable
service. Normal retirement benefits are available to employees who retire at
or after age 62 with 10 or more years of service. Early retirement is
available after 10 years of service with a 5% reduction in benefits for each
year prior ta the normal retirement age. Retirement benefits are based on
B-43
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 18 - RETIREMENT PLAN (Cantinued)
age. average compensation and years-af-service credit where average
compensation is computed as the average of an individual's five highest years
of earnings.
The Board has no responsibility to the System other than ta make the periodic
payments required by state statutes. Ten-year histarical trend informatian
showing the System's pragress in accumulating sufficient assets to pay
benefi ts when due is presented in the System' s June 30. 1995 Comprehens i ve
Annual Financial Report.
The amount reported below as "pension benefit obl igation" is a standardized
disclasure measure of the present value of pension benefits, adjusted for the
effects of projected salary increases estimated to be payable in the future as
a result af employee service ta date. The measure is the actuarial present
value af credited prajected benefits and is intended ta assist users in
assessing the plan's funding status an a going-concern basis, assess progress
made in accumulating sufficient assets to pay benefits when due. and make
camparisons amang government pensian plans and emplayers. The System does not
canduct separate measurements of assets and pensian benefit obl igations for
individual employers. The pension benefits obligation at June 30, 1996 for
the System as a whole, determined thraugh an estimated actuarial valuation
performed as of that date. was $51. 4 bill ion. The System's net assets
available for benefits on that date (valued at amortized cost) were $44.4
billian. resulting in an unfunded pension benefit obligation of $7.0 billion.
Participating employer contributions are based upon state-wide rates
estab 1 i shed by the State of Fl ari da. These rates are app 1 i ed to employee
salaries as follaws: regular employees, 17.00%, special risk employees.
26.84%, and elected officials, 27.54%. There are no emplayee contributions to
the plan. The Board's contributions of approximately $3,444,000 made during
the year ended September 30, 1996 were made in accordance with contribution
requi rements . These contri but ions represented approxi mate 1 yO. 11% af total
contributions required af all participating employers during the fiscal year
af the System ended June 30. 1996.
B-44
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 18 - RETIREMENT PLAN (Continued)
Total payrall for Board employees during the fiscal year ended September 30,
1996 was approximately $19,482.000, with the portion attributed to emplayees
covered by the System being $19.129.000. The contribution to the System for
the year was approximately 18.00% of total covered payroll.
There were no changes in actuarial assumptions. benefit provisions, actuarial
fundi ng methads or any other si gnifi cant factors that affected the Board' s
cantributian during the fiscal year ended September 30, 1996.
NOTE 19 - POST RETIREMENT BENEFITS OTHER THAN PENSION
In addition to the retirement plan described in the previous note, the Board
provides post retirement health care benefits in accordance with state
statutes to all employees who retire from the Board on or after attaining
age 62 with at least 10 years of service, and who are enrolled in the Board's
group health plan. Currently 148 retirees are eligible for this post
employment benefit. Expenditures for post retirement health care benefits are
recogni zed as the premi ums are pai d. Duri ng the year ended September 30.
1996, expenditures of $93,070 were recognized for post retirement health care.
NOTE 20 - DEFERRED COMPENSATION PLAN
The Board offers its employees a deferred compensation plan created in
accordance with Internal Revenue Code Section 457. The plan. available to all
employees. permits them to defer a portion of their salary until future years.
The deferred campensatian is not available to employees until termination.
retirement, death. or unforeseeable emergency.
All amounts of compensation deferred under the plan, all praperty and rights
purchased with those amounts, and all income attributable to those amounts,
property, or rights are (until paid or made available to the employee or other
beneficiary) solely the property and rights of the Board (without being
restricted to the provisions of benefits under the plan). subject only to the
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MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 20 - DEFERRED COMPENSATION PLAN (Continued)
claims of the Baard's general creditors. Participants' rights under the plan
are equal to those of general creditars of the Baard in an amount equal to the
fair market value of the deferred account for each participant.
The Board has na liability far lasses under the plan but does have the duty af
due care that waul d be requi red of an ordi nary prudent investor. The Board
believes that it is unlikely that it will use the assets ta satisfy the claims
of general creditors in the future.
In August, 1996. Internal Revenue Service code Section 457 was amended to
require that amounts deferred under a deferred compensation plan maintained by
a state ar local government must be held in trust for the exclusive benefit af
plan participants and their beneficiaries. Amounts deferred under existing
plans need not comply with the new trust requirements until January 1. 1999.
NOTE 21 . RECOGNITION OF CLOSURE AND POST CLOSURE COST
State and federal laws require final cover and clasure as well as past clasure
care af the Caunty's landfills. Recagnitian of the liability far closure and
past closure costs is based on the 1 andfi 11 capaci ty used to date. The
landfill capacity of the County's previously operated landfills is 100% used
and has no remaining landfill life. Closure of these landfills was
substantially completed during the year ended September 30, 1994. The County
has anather landfill site which has never been used. Accordingly, no future
clasure cost is accruable except far post closure costs estimated to be
incurred in the coming year.
The Fl ari da Department of Envi ronmenta 1 Protection approved a past closure
operat i ng plan whi ch permi ts the Caunty to fUi id closure and post closure casts
as an aperating expense using annudl apprapriations. The landfill is required
by state and federa: laws and regulations to make annual contributions to a
cash escrow account to meet financial assurance requirements. The landfill is
in camp 1 i ance wi th these requi rements at September 30. 1996 wi th cash and
investments of $1,563.225 held far these purpases. In the event closure
B-46
MONROE COUNTY. FLORIDA
BOARD OF COUNTY COMMISSIONERS
NOTES TO COMBINED FINANCIAL STATEMENTS
SEPTEMBER 30. 1996
NOTE 21 - RECOGNITION OF CLOSURE AND POST CLOSURE COST (Continued)
escraws and interest earnings prove inadequate due to inflation, changes in
technology or additional post closure care requirements. these costs may need
to be covered by charges ta service users.
NOTE 22 - LITIGATION
The Board is a defendant in various lawsuits 'and is involved in other disputes
wherein substantial amounts are claimed. In the opinion af the Board. these
suits and claims should nat result in judgements or settlements which. in
aggregate. waul d have a materi a 1 adverse effect on the Baard 's fi nanci a 1
condition.
NOTE 23 - COMMITMENTS AND CONTINGENCIES
Grant Pragrams - The Baard participates in a number of federally assisted
grant programs. These programs are subject to financial and campliance audits
by the grantors or their representatives. As of February 7, 1997 there were
na material questioned or disallowed costs as a result of grant audits in
pracess or campleted.
Arbitrage Rebate. In accordance with the Tax Reform Act of 1986. any interest
earnings on borrowed construction funds in excess of the interest costs are
required to be rebated to the federal government. The Board has estimated
that there will be no significant liability for arbitrage rebate.
Impact Fee Refunds - Unexpended or unencumbered funds arising from the
collection af impact fees may be refunded within one year following the end of
the sixth year from the date on which the impact fee was paid or within three
manths of the noncommencement of construction.
Industrial Develapment Bands - By resolutian adopted February 21, 1995. the
Board authorized the issuance af $3.400,000 of Industrial Development Revenue
Bonds for the North Key Larga Uti 1 ity Corporation Project. The bonds were
subsequently issued March 9. 1995 and are secured by a mortgage on certain
real estate awned by The North Key Largo Utility Corporation. These bonds do
not constitute an obligation of the County.
3-47
APPENDIX C
SUMMARY OF CERTAIN PROVISIONS OF THE RESOLUTION
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APPENDIX C
SUMMARY OF CERTAIN PROVISIONS OF THE RESOLUTION
The following is a summary of certain provisions of Resolution No. 206-1990, duly
adopted by the Board of County Commissioners (the "Board") of Monroe County, Florida
(the "County") on March 27, 1990, as amended and supplemented (collectively, the
"Resolution"). The Resolution is subject in all respects to more complete information
contained in the text thereof and should not be considered to be a complete statement of the
facts material to making any investment decisions. Complete copies of the Resolution may
be obtained from the County or its financial advisor. See "MISCELLANEOUS" in the
Official Statement to which this Appendix C is attached. Capitalized terms not otherwise
defined herein shall have the meanings given such terms in the Resolution.
DEFINITIONS. Capitalized terms used in this Summary have the following
meanings if defined below. Words importing singular number shall include the plural
number in each case and vice versa, and words of one gender shall be deemed to include the
other genders, and words importing persons shall include firms and corporations.
"Accountant" shall mean the independent certified public accountant or firm of
certified public accountants at the time employed by the Issuer under the provisions of the
Resolution to perform and cany out the duties imposed on the Accountant by the Resolution.
"Act" shall mean Section 212.055(2), Florida Statutes, Ordinance No. 013-1989 of
the County and other applicable provisions of law.
"Additional Parity Bonds" shall mean additional obligations of the County which
have an equal lien on the applicable portion of the Pledged Funds and rank equally in all
applicable respects with the Bonds initially issued under the Resolution.
"Amortization Installment" with respect to any Current Interest Paying Bonds of
a series, shall mean an amount so designated which is established for the Current Interest
Paying Term Bonds of such series, provided that (I) each such installment shall be deemed
to be due on such interest or principal maturity date of each applicable year as is fixed by
subsequent resolution of the Board, and (2) the aggregate of such installments for such series
shall equal the aggregate principal amount of Current Interest Paying Term Bonds of such
series authenticated and delivered on original issuance; and with respect to any Term Bonds
of a series issued as Capital Appreciation Bonds, shall mean the Compounded Amounts so
designated by subsequent resolution of the Board, provided that each such installment shall
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be deemed to be due on such date of each applicable year as is fixed by subsequent
resolution of the Board.
"Authorized Investments" shall mean any of the following if and to the extent the
same are at the time legal for investment of county funds:
(1) Government Obligations which are held in a custody or trust account by a bank
or savings and loan association which is either (a) a "qualified public depository" under the
laws of the State of Florida or (b) has capital, surplus and undivided profits of not less than
$50,000,000, and which is a member of the Federal Deposit Insurance COIporation ("FDIC");
(2) bonds, debentures, notes or other evidences of indebtedness issued or
guaranteed by any of the following agencies or such other like governmental or government-
sponsored agencies subsequently created, so long as such agencies are owned or sponsored
by the United States of America and such obligations are backed by the full faith and credit
of the United States of America: Government National Mortgage Association;
(3) bonds, debentures, and notes or other evidence of indebtedness issued or
guaranteed by any of the following non-full faith and credit United States government
agencies (stripped securities are only permitted if they have been stripped by the agency
itself): Federal Home Loan Bank System (senior debt obligations); Federal Home Loan
Mortgage COIporation (participation certificates or senior debt obligations); and Student
Loan Marketing Association (senior debt obligations);
(4) interest bearing time deposits or savings accounts in any commercial bank or
savings and loan association which is a member of FDIC and is a "qualified public
depository" under the laws of the State of Florida, provided such deposits are fully insured
by FDIC;
(5) repurchase agreements or investment contracts with any bank, trust company
(including any trustee acting on behalf of the County) or savings and loan association which
is a member of FDIC, is a "qualified public depository" under the laws of the State of Florida
and is rated "A" or better by Standard & Poor's Ratings Services ("S&P") and Moody's
Investors Service ("Moody's"); or with any broker or dealer registered with the Securities
Exchange Commission and subject to Securities Investors' Protection COIporation liquidation
in the event of insolvency; in any case rated "A" or better by both S&P and Moody's, and
which are primary dealers on the Federal Reserve reporting dealer list; provided, that (a) the
repurchase or investment agreements are secured by those securities described in paragraphs
(1) or (2) above having at all times a fair market value of at least (i) 104% of the value
(principal plus accrued interest) of such agreement or contract for collateral securities
described in (1) above and (ii) 105% of the value (principal plus accrued interest) of such
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agreement or contract for collateral securities described in (2) above; (b) the County (or any
trustee acting on its behalf) has a perfected first security interest in such securities described
in paragraphs (1) or (2) above; and (c) such securities described in paragraphs (1) or (2)
above are owned by the pledgor free and clear of any kind of liens or security interests other
than that of the County (or any trustee acting on its behalf); the security for any repurchase
agreements and investment contracts being (A) in the case of Government Obligations which
can be pledged by book entry notation under regulations of the United States Treasmy,
appropriately entered on the records of a Federal Reserve Bank, or (B) in the case of other
investments, deposited with the County (or any trustee acting on its behalf), a Federal
Reserve Bank or a bank or trust company which is acting solely as agent for the County (or
any trustee acting on its behalf), and which has a combined net capital and surplus of at least
$25,000,000; or
(6) the Local Government Surplus Funds Trust Fund as described in Section
218.405, Florida Statutes.
"Bond Insurance Policy" shall mean the municipal bond new issue insurance policy
issued by the applicable Bond Insurer guaranteeing the timely payment of principal of and
interest on a series of Bonds, when due.
"Bond Insurer" shall mean, with respect to Bonds issued under the Resolution, the
municipal bond insurance company, if any, guaranteeing the timely payment of principal and
interest on the Bonds.
"Bond Registrar" shall mean the officer of the County or such bank or trust
company, located within or without the State of Florida, who or which shall maintain the
registration books of the County and be responsible for the transfer and exchange of the
Bonds, and who or which also may be the paying agent for the Bonds and interest thereon.
"Bonds" shall mean the Sales Tax Revenue Bonds, Series 1991 and the Sales Tax
Refunding Revenue Bonds, Series 1998, together with any Additional Parity Bonds issued
under the terms, conditions and limitations contained in the Resolution.
"Bond Year" shall mean the one year period beginning on April 1 of each year and
ending on the succeeding April 2.
"Capital Appreciation Bonds" shall mean Bonds, the interest on which (1) shall be
compounded periodically, (2) shall be payable at maturity or redemption prior to maturity
and (3) shall be determined by reference to the Compounded Amounts.
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"Code" shall mean the Internal Revenue Code of 1986, as amended, and all
applicable rules and regulations promulgated thereunder or under the Internal Revenue Code
of 1954, as amended.
"Compounded Amounts" with respect to any Capital Appreciation Bonds, shall
mean the amounts so designated in a subsequent resolution of the Board, representing
principal and interest accrued on such Capital Appreciation Bonds.
"County" or "Issuer" shall mean Monroe County, Florida.
"Current Interest Paying Bonds" shall mean the Bonds, the interest on which shall
be payable on a semiannual basis.
"Debt Service Requirement" for any Bond Year, as applied to the Bonds, shall
mean the sum of:
(1) The amount required to pay the interest becoming due on the Current Interest
Paying Bonds during such Bond Year, except to the extent that such interest shall have been
provided by payments into the Sinking Fund out of Bond proceeds for a specified period of
time.
(2) The aggregate amount required to pay the principal becoming due on Current
Interest Paying Bonds for such Bond Year. For purposes of this definition: (a) the stated
maturity date of any Current Interest Paying Term Bonds shall be disregarded and the
Amortization Installments applicable to such Current Interest Paying Term Bonds in such
Bond Year shall be deemed to mature in such Bond Year; and (b) the principal amount of
any Current Interest Paying Term Bonds having a single principal maturity and no
Amortization Installments therefor shall be calculated as if the amount of such single
maturity had been amortized over a term of years and was payable in such payments of
principal and interest as shall be set forth in a subsequent resolution of the Board adopted
prior to the delivery of any such Bonds.
(3) The aggregate amount required to pay the Compounded Amounts due on any
Capital Appreciation Bonds maturing in such Bond Year. For purposes of this definition,
the stated maturity date of any Capital Appreciation Term Bonds shall be disregarded and
the Amortization Installments applicable to such Capital Appreciation Term Bonds in such
year shall be deemed to mature in such year.
"Federal Securities" shall mean, collectively, (1) Government Obligations; (2) bank
certificates of deposit fully secured as to principal and interest by the obligations described
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in (1); (3) certificates evidencing ownership of portions of such obligations described in (1)
held by a bank or trust company as custodian, under which the owner of the investment is
the real party in interest and has the right to proceed directly and independently against the
obligor on the underlying obligations if such underlying obligations are not available to
satisfy any claim against the custodian; or (4) municipal obligations that have been advance
refunded, are secured by an escrow within which are held obligations described in (1) and
have been rated in the highest rating category by either S&P or Moody's; none of which
described in (1), (2), (3) or (4) above are subject to redemption prior to maturity at the option
of the obligor.
"Fiscal Year" shall mean the period commencing on October 1 of each year and
ending on the succeeding September 30, or such other annual period as may be prescribed
by law from time to time for the County.
"Government Obligations" shall mean direct obligations of (including obligations
issued or held in book-entry form on the books of the Department of the Treasury), or
obligations the principal of and interest on which are unconditionally guaranteed by, the
United States of America.
"Holder of Bonds" or "Bondholders" or any similar term shall mean any person
who shall be the Registered Owner of any such Bond or Bonds.
"Maximum Debt Service Requirement" shall mean, as of any particular date of
calculation, the greatest amount of aggregate annual Debt Service Requirements for all series
of outstanding Bonds for the then current or any future Bond Year.
"Non-Ad Valorem Revenues" shall mean, for purposes of the test for the issuance
of additional debt obligations, all of the revenues of the County derived from sources other
than ad valorem taxation, other than enterprise fund revenues, subject to any prior liens or
encumbrances on all or any specified portion thereof, whether now existing or hereafter
created. The term "Non-Ad Valorem Revenues" for purposes of the covenant to budget and
appropriate for deficiencies in the Reserve Account, shall mean all of the revenues of the
County derived from sources other than ad valorem taxation, other than enterprise fund
revenues, legally available to fund deficiencies in the Reserve Account, subject to any prior
liens or encumbrances on any portions thereof, whether now existing or hereafter created.
"Pledged Funds" shall mean the portion of the proceeds of the one cent local
government infrastructure surtax (the "Sales Tax") on deposit from time to time in the trust
fund for such purpose established for the County in the State Treasmy of the State of Florida,
allocated for and distributed monthly to the County pursuant to the Act.
C-5
"Record Date" shall mean the 15th day of the month immediately preceding any
interest payment date for the Bonds.
"Registered Owner" shall mean the owner of any Bond or Bonds as shown on the
registration books of the County maintained by the Bond Registrar.
"Reserve Account Requirement" shall mean the lesser of (1) Maximum Debt
Service Requirement, (2) 125% of the average Debt Service Requirement, or (3) an amount
equal to 10% of the proceeds of the sale of the Bonds as set forth in Section 148(d)(2) of the
Code.
"Serial Bonds" shall mean the Bonds which shall be stated to mature in semiannual
or annual installments.
"Term Bonds" shall mean the Bonds which shall be stated to mature on one date and
which shall be subject to mandatory redemption by operation of the Bond Amortization
Account, or otherwise designated as such by resolution of the Board adopted prior to the
delivery thereof.
NEGOTIABILITY. The Bonds shall be and have all the qualities and incidents of
negotiable instruments under the laws of the State of Florida, and each successive Holder,
in accepting any of the Bonds, shall be conclusively deemed to have agreed that such Bonds
shall be and have all of the qualities and incidents of negotiable instruments under the laws
of the State of Florida.
REGISTRATION. The County shall, prior to the proposed date of delivery of the
Bonds, by resolution of the Board designate the Bond Registrar and, if applicable, paying
agent. The Bond Registrar shall be responsible for maintaining the books for the registration
of and for the transfer of the Bonds and, if a bank is so designated, in compliance with a
written agreement to be executed between the County and such bank as Bond Registrar on
or prior to the delivery date of the Bonds.
Upon surrender to the Bond Registrar for transfer or exchange of any Bond, duly
endorsed for transfer or accompanied by an assignment or written authorization for
exchange, whichever is applicable, duly executed by the Registered Owner or his attorney
duly authorized in writing, the Bond Registrar shall deliver in the name of the Registered
Owner or the transferee or transferees, as the case may be, a new fully registered Bond or
Bonds of authorized denominations and of the same maturity and interest rate and for the
aggregate principal amount which the Registered Owner is entitled to receive; provided,
however, that Current Interest Paying Bonds may only be exchanged for new Current Interest
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Paying Bonds and Capital Appreciation Bonds may only be exchanged for new Capital
Appreciation Bonds.
All Bonds presented for transfer, exchange, redemption or payment (if so required by
the County or the Bond Registrar) shall be accompanied by a written instrument or
instruments of transfer or authorization for exchange, in form and with guaranty of signature
satisfactory to the COlmty or the Bond Registrar, duly executed by the Registered Owner or
by his duly authorized attorney.
The Bond Registrar or the County may require payment from the Registered Owner
or transferee of a sum sufficient to cover any tax, fee or other governmental charge that may
be imposed in connection with any exchange or transfer of the Bonds. Such charges and
expenses shall be paid before any new Bond shall be delivered.
Interest on the Bonds shall be paid to the Registered Owners whose names appear on
the books of the Bond Registrar as of 5:00 p.m. (eastern time) on the Record Date. New
Bonds delivered upon any transfer or exchange shall be valid obligations of the County,
evidencing the same debt as the Bonds surrendered, shall be secured by the Resolution, and
shall be entitled to all of the security and benefits under the Resolution to the same extent
as the Bonds surrendered.
The County and the Bond Registrar may treat the Registered Owner of any Bond as
the absolute owner thereof for all purposes, whether or not such Bond shall be overdue, and
shall not be bound by any notice to the contrary.
Notwithstanding the foregoing provisions set forth under this heading entitled
"REGISTRATION," the County reserves the right, on or prior to the delivery of the Bonds,
to amend or modify the foregoing provisions relating to registration of the Bonds in order to
comply with all applicable laws, rules and regulations of the United States or the State of
Florida relating thereto, including, particularly, any provision of such laws, rules and
regulations as shall permit the use of unregistered instruments and coupons. The provisions
of such instruments and coupons, if applicable, that be set forth in a subsequent resolution
of the Board.
DISPOSITION OF BONDS PAID OR REPLACED. Whenever any Bond shall
be delivered to the Bond Registrar for cancellation, upon payment of the principal amount
thereof, or for replacement, transfer or exchange, such Bond shall, after cancellation, either
be retained by the Bond Registrar for a period of time specified in writing by the County, or
at the option of the County, shall be destroyed by the Bond Registrar as authorized by law,
and counterparts of a certificate of destruction evidencing such destruction shall be furnished
to the County.
C-7
BONDS MUTILATED, DESTROYED, STOLEN OR LOST. In case any Bond
shall become mutilated, or be destroyed, stolen or lost, the County, acting through the Bond
Registrar, may in its discretion issue and deliver a new Bond of like tenor as the Bond so
mutilated, destroyed, stolen, or lost, in exchange and substitution for such mutilated Bond,
upon surrender and cancellation of such mutilated bond or in lieu of and substitution for the
Bond destroyed, stolen or lost, and upon the Registered Owner furnishing satisfactory proof
of his ownership and the loss thereof (if lost, stolen or destroyed) and indemnity satisfactory
to the County, and complying with such other reasonable regulations and conditions as the
County may prescribe and paying (in advance if so required by the County or the Bond
Registrar) such taxes, governmental charges, attorneys fees, printing costs and other expenses
as the County and/or the Bond Registrar may charge and/or incur. All Bonds so surrendered
shall be cancelled by the Bond Registrar. If any such Bond shall have matured or will
mature within 45 days, instead of issuing a substitute Bond, the County may pay the same,
upon being indemnified as aforesaid, and if such Bond be lost, stolen or destroyed, without
surrender thereof.
Any such duplicate Bonds issued pursuant to this Section shall constitute original
contractual obligations on the part of the County, whether or not the lost, stolen or destroyed
Bonds be at any time found by anyone, and such duplicate Bonds shall be entitled to equal
and proportionate benefits and rights as to lien, source and security for payment, pursuant
to the Resolution from the funds, as hereinafter pledged, to the same extent as all other
Bonds issued under the same Resolution.
PROVISIONS FOR REDEMPTION. The bonds or any portions thereof shall be
subject to mandatory and/or optional redemption prior to their respective stated dates of
maturity, at such times and in such manner as shall be determined by subsequent resolution
of the Board adopted on or prior to the sale thereof; however, the Board shall not exercise
any provision for optional redemption of Bonds unless all amounts owed to the insurers
under the Resolution and any reimbursement agreements, with respect to all bond reserve
insurance policies, have been paid in full.
Notice of such redemption shall, at least 30 days prior to the redemption date, be filed
with the Bond Registrar and paying agent and be mailed, postage prepaid, by the Bond
Registrar to all Registered Owners of Bonds to be redeemed at their addresses as they appear
of record on the books of the Bond Registrar as of 45 days prior to the date fixed for
redemption; provided, however, that failure to file and/or mail such notice of redemption
shall not render void or voidable any calling of Bonds for prior redemption. Interest shall
cease to accrue on any Bond duly called for prior redemption on the redemption date, if
payment thereof has been duly provided. The privilege of transfer or exchange of any of the
Bonds selected for redemption shall be suspended.
C-8
Each notice of redemption shall state the date of such notice, the date of issue of the
Bonds, the redemption date, the redemption price, the place or places of redemption
(including the name and appropriate address or addresses of the paying agent), the CUSIP
number (if any) of the maturity or maturities to be redeemed, and, if less than all of any such
maturity, the distinctive certificate numbers of the Bonds of such maturity to be redeemed
and, in the case of Bonds to be redeemed in part only, the respective portions of the principal
amount thereof to be redeemed. Each such notice shall also state that on such date there will
become due and payable on each of such bonds, the redemption price thereof, or of such
specified portion of the principal amount thereof in the case of a Bond to be redeemed in part
only, together with interest accrued thereon to the redemption date; and that from and after
such redemption date, interest thereon shall cease to accrue, and shall require that such
Bonds be then surrendered at the address or addresses of the paying agent specified in the
redemption notice.
SECURITY FOR BONDS. Neither the Bonds nor the interest thereon shall be or
constitute a general indebtedness of the County within the meaning of any constitutional or
statutory provision or limitation, but shall be payable solely from and secured by a lien upon
and a pledge of the Pledged Funds as provided in the Resolution. No Holder or Holders of
any Bonds issued under the Resolution shall ever have the right to require or compel the
exercise of the ad valorem taxing power of the County or taxation in any form of any
property therein for payment thereof, or be entitled to payment of such principal and interest
from any other funds of the County, except for the Pledged Funds in the manner provided
in the Resolution. Until payment has been provided as permitted under the Resolution, the
payment of the principal of and interest on the Bonds and all other payments required by the
Resolution shall be secured forthwith equally and ratably by an inevocable prior hen on the
Pledged Funds, and the County has inevocably pledged and granted a prior lien upon the
same for such purposes.
CREATION OF FUNDS AND ACCOUNTS. The following Funds and Accounts
are created and established under the Resolution: The Revenue Fund, the Sinking Fund, the
Reserve Account, the Bond Amortization Account and the Rebate Fund.
A. TRUST FUNDS. The Funds and Accounts created and established under the
Resolution and any other special funds and accounts created and established by the
Resolution shall constitute trust funds for the purposes provided in the Resolution for such
funds and accounts, and shall be kept separate and distinct from all other funds of the County
and used only for the purposes and in the manner provided by the Resolution. All such
Funds and Accounts shall be continuously secured in the same manner as county deposits
are authorized to be secured by the laws of the State of Florida. Prior to the delivery of any
of the Bonds, the County shall enter into a custodial trust agreement with an institutional
trustee regarding the deposit, investment and disbursement of amounts allocated to such
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Funds (except the Revenue Fund) and Accounts; provided, however, that such agreement
shall not be required with respect to any temporary financing in anticipation of the issuance
of the Bonds, nor shall such agreement control the deposit, investment and/or disbursement
of proceeds derived from such temporary financing.
B. GOVERNMENT ACCOUNTING EFFECT. The cash required to be
accounted for in each of the Funds and Accounts established under the Resolution may be
deposited in a single bank accOlmt, provided that adequate accoooting records are maintained
to reflect and control the restricted allocation of the cash on deposit therein for the various
purposes of such Funds and Accounts. The designation and establishment of the various
Funds and Accounts in and by the Resolution shall not be construed to require the
establishment of any completely independent, self-balancing funds, as such term is
commonly defined and used in governmental accounting, but rather is intended solely to
constitute an earmarking of Pledged Funds for certain purposes and to establish certain
priorities for application of such Pledged Funds as provided by the Resolution.
APPLICATION 0."' REVENUES. For as long as any of the principal of and
interest on any of the Bonds shall be outstanding and unpaid, or until payment has been
provided for as permitted by the Resolution, or until there shall have been set apart in the
Sinking Fund, the Bond Amortization Account and the Reserve Account, a sum sufficient
to pay when due the entire principal of the Bonds remaining unpaid, together with interest
accrued or to accrue thereon, the County covenants with the Holders of any and all Bonds
as follows:
A. REVENUE FUND. The Pledged Foods shall be deposited, as received, in the
Revenue Fund and shall be disposed of on or before the 25th day of each month,
commencing in the month immediately following the delivery of the Bonds, only in the
following manner and in the following order of priority.
B. SINKING FUND. Pledged Funds shall first be applied and allocated to the
Sinking Food in such sums as will be sufficient to pay 1/6th of all interest becoming due on
the Current Interest Paying Bonds on the next semiannual interest payment date therefor,
plus the amount of any prior deficiencies (if Bonds with a variable rate of interest are
outstanding, the County shall deposit in lieu of the 1/6th interest deposit described above,
the interest actually accruing on such Bonds for such month, assuming the interest rate
thereon on the first day of such month will continue through the end of such month, plus any
deficiencies in interest deposits for the preceding month); 1/6th or 1/12th, as the case may
be, of all principal maturing on the Current Interest Paying Serial Bonds on the next maturity
date, plus the amount of any prior deficiencies; and 1/6th or 1/12th, as the case may be, of
the Compounded Amount next becoming due on any Serial Capital Appreciation Bonds
whether by reason of maturity or earlier redemption thereof, plus the amount of any prior
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deficiencies, and an amount sufficient to pay the fees and charges of the Bond Registrar and
paying agents. In the event the first interest payment date or first principal maturity date
shall occur either more or less than 6 months or 12 months, as the case may be, after the
delivel)' of any of the Bonds, then the payments required above shall be adjusted accordingly
to provide for the payment of such principal and interest.
C. BOND AMORTIZATION ACCOUNT. On a parity with the payments
required by Paragraph B above, Pledged Funds shall simultaneously be applied and allocated
to the Bond Amortization Account, to the extent required, in such sums as will be equal to
1/12th of the Amortization Installment required to be made on the next annual payment date
for Term Bonds, plus the amount of any prior deficiencies. Such allocations shall be credited
to a separate special account for each series of Term Bonds outstanding, and if there shall
be more than one stated maturity for Term Bonds of a series, then into a separate special
account in the Bond Amortization Account for each such separate maturity of Term Bonds.
Upon the sale of any Term Bonds, the County shall, by resolution of the Board,
establish the amounts and maturities of such Amortization Installments, and if there shall be
more than one maturity of Term Bonds, the Amortization Installments for the Term Bonds
of each maturity.
Credit shall be allowed against the total interest, Amortization Installment and
principal due on the next interest and principal payment dates, respectively, for any other
funds on hand and available for such purposes in the Sinking Fund and Bond Amortization
Account.
D. RESERVE ACCOUNT. Pledged Funds shall then be applied by the County
to maintain in the Reserve Account a sum equal to the Reserve Account Requirement.
Except as provided below, such sum shall initially be deposited therein from the proceeds
of the sale of the Bonds. Any withdrawals from the Reserve Account shall be restored from
the first available Pledged Funds after making the payments required above. Such
replenishment amounts shall first be used for reimbursement of any drawings under any bond
reserve insurance policies, as described below, and then to replenish any cash withdrawn
from the Reserve Account. No further payments shall be required to be made into the
Reserve Account when there has been deposited therein and as long as there shall remain on
deposit therein a sum equal to the Reserve Account Requirement. The Authorized
Investments on deposit in the Reserve Account shall be valued annually on the last day of
the Fiscal Year in accordance with generally accepted accounting practice.
Notwithstanding the foregoing and with the written consent of the Bond Insurer (if
the outstanding Bonds are then covered by a Bond Insurance Policy), the County shall not
be required to fully capitalize the Reserve Account on the date of issuance of the Bonds from
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proceeds of the sale of the Bonds, if it provides on the date of issuance of the Bonds bond
reserve insurance issued by a reputable and recognized municipal bond insurer rated in the
highest rating category by both S&P and Moody's, and, if rated by A.M. Best & Company,
New York ("A.M. Best"), in the highest rating category by A.M. Best, in an amount equal
to the difference between the Reserve Account Requirement and the sum to be deposited
therein pursuant to the preceding paragraph.
At any time after the issuance of the Bonds, the County may, in its discretion,
withdraw the amount of money on deposit in the Reserve Account and substitute in its place,
a bond reserve insurance policy, in the face amount of such withdrawal, and use the surplus
money so withdrawn for any lawful purpose specified by the Act.
Money in the Reserve Account shall be used only for the purpose of the payment of
maturing Amortization Installments or principal of or interest on the Bonds when the other
money allocated to the Sinking Fund and Bond Amortization Account is insufficient therefor,
and for no other purpose. If and whenever the money applied and allocated to the Reserve
Account exceeds the Reserve Account Requirement on all then outstanding Bonds, such
excess shall be withdrawn and deposited into the Sinking Fund. If the Reserve Account is
funded with a combination of cash and a bond reserve insurance policy, as described above,
any withdrawals shall first be made from cash, and then from the bond reserve insurance
policy. If multiple bond reserve insurance policies have been issued for the Reserve
Account, any drawings under those policies shall be on a pro rata basis.
In the event the County determines to draw upon any bond reserve insurance policy,
it shall cause the paying agent for the Bonds to (1) provide immediate notice of the same to
the insurer, and (2) deliver to such insurer at least 3 days prior to the date on which funds are
required, a demand for payment in the form and manner specified by such insurer.
The paying agent for the Bonds shall be required to maintain adequate records to
ascertain the necessity for a claim or draw upon any bond reserve insurance policy, and the
amounts paid and owing the insurer under the terms of any reimbursement agreement.
E. COMPLETION OF FUNDING REQUIREMENT. The County shall not be
required to make any further applications or allocations to the Sinking Fund, the Bond
Amortization Account or the Reserve Account when the aggregate sums applied and
allocated thereto are and remain at least equal to the sum of all of the annual Debt Service
Requirements then due and becoming due in all ensuing years for the Bonds then
outstanding, plus the amount of redemption premiums, if any, then due and thereafter to
become due on the Bonds then outstanding by operation of the Bond Amortization Account.
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F. BALANCE OF REVENUES. Thereafter the balance of any Pledged Funds
remaining after the above required payments (including deficiencies for prior payments) have
been made shall first be used to pay interest owed any insurer on amounts advanced under
a bond reserve insurance policy, and then may be used by the County for any lawful purpose
specified by the Act.
G. INVESTMENT AND DISPOSITION OF INVESTMENT INCOME. Pledged
Funds on deposit in the Revenue Fund, the Sinking Flmd and the Bond Amortization
Account may be invested and reinvested only in Authorized Investments maturing not later
than the date on which the money therein will be needed. The Pledged Funds in the Reserve
Account may be invested and reinvested in Authorized Investments, provided such
investments mature not later than the final maturity date of the Bonds. Any and all income
received by the County from such investments of Pledged Funds in the above Funds and
Accounts (excluding the Reserve Account) shall be deposited into the Sinking Fund. Income
received from the investment of money on deposit in the Reserve Account shall remain in
the Reserve Account unless it is fully funded, in which case such income shall be deposited
into the Sinking Fund.
H. OPERATION OF BOND AMORTIZATION ACCOUNT. Money held for
credit of the Bond Amortization Account shall be applied to the redemption or open market
purchase (at not exceeding the price of par and accrued interest) of Term Bonds in
accordance with the mandatory redemption provisions and/or the schedule of Amortization
Installments for such Term Bonds. Amortization Installments for any Term Bonds shall be
reduced on a reasonably proportionate basis to the extent that such Term Bonds are
purchased in the open market. The County shall pay from the Sinking Fund all expenses in
connection with such purchase or redemption.
1. COVENANT TO BUDGET AND APPROPRIATE. Until the Bonds are paid
or deemed paid pursuant to the provisions of the Resolution, the County hereby covenants
(1) to budget and appropriate in each Fiscal Year from Non-Ad Valorem Revenues,
sufficient money to fund any deficiency in the Reserve Account existing on the first day of
each Fiscal Year in the event Pledged Funds are insufficient for such purpose, and (2) from
such appropriated funds to deposit into the Reserve Account, the amount of any actual
deficiency.
Such covenant on the part of the County 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 in amounts sufficient to make such required deposit
shall have been budgeted, appropriated and actually deposited. Notwithstanding the
foregoing covenant of the County, the County does not covenant to maintain any services or
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programs, now provided or maintained by the County, 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 does it preclude the County from hereafter pledging
its Non-Ad Valorem Revenues, except as otherwise provided herein with respect to
subsequent covenants or pledges, nor does it require the County to levy and collect any
particular Non-Ad Valorem Revenues. Furthermore such covenant is subject to the payment
of obligations previously issued by the County, secured by a pledge of and lien upon any
Non-Ad Valorem Revenues. However, such covenant to budget and appropriate shall be
subject in all respects to the restrictions of Section 129.07, Florida Statutes (which provides
that the governing body of each county make appropriations for each fiscal year which, in
anyone year, shall not exceed the amount to be received from taxation or other revenue
sources); and to the payment of services and programs which are for essential public
purp9~e~ affecting the health, welfare and safety of the inhabitants of the County, or which
are legally mandated by applicable law.
REBATE FUND. Under the Resolution there is created, established and designated
a special fund to be entitled the "Monroe County, Florida Sales Tax Revenue Bonds Rebate
Fund" (the "Rebate Fund"). Amounts on deposit in the Rebate Fund shall be held in trust
by the County and used solely to make required rebates to the United States (except to the
extent that the same may be transferred to the County) and the Bondholders shall have no
right to have the same applied for debt service on the Bonds. The County agrees to
undertake all actions required of it in its arbitrage certificate(s) relating to the Bonds,
including, but not limited to:
(A) making a determination in accordance with the Code of the amount required
to be deposited in the Rebate Fund;
(B) depositing the amount determined in clause (A) above into the Rebate Fund;
(C) paying on the dates and in the manner required by the Code to the United
States Treasmy from the Rebate Fund and any other legally available moneys of the County
such amounts as shall be required by the Code to be rebated to the United States Treasury;
and
(D) keeping such records of the determinations made pursuant to this Section of
the Resolution as shall be required by the Code, as well as evidence of the fair market value
of any investments purchased with the proceeds of the Bonds.
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The provisions of the above-described arbitrage certificate(s) may be amended
without the consent of any Holder from time to time as shall be necessary, in the opinion of
bond counsel, to comply with the provisions of the Code.
ACCOUNTING RECORDS. The County has covenanted in the Resolution to
maintain separately identifiable accounting records for the receipt of the Pledged Funds by
the use of a fund established in accordance with generally accepted accounting practice, and
any Bondholder and the Bond Insurer (if the outstanding Bonds are then covered by a Bond
Insurance Policy) shall have the right at all reasonable times to inspect all records, accounts
and data of the County relating thereto.
ANNUAL AUDIT. The County has covenanted in the Resolution that after the close
of each Fiscal Year, to cause the books, records and accounts relating to the Pledged Funds
to be properly audited by a recognized Accountant, and shall require the Accountant to
complete its audit report within 12 months after the close of the Fiscal Year. Such audit shall
contain, but not be limited to, the statements required by generally accepted accounting
principles applicable to governmental units, and after consultation with bond counsel to the
County, a certificate by the Accountant disclosing any breach on the part of the County of
any covenant in the Resolution. A copy of such annual audit shall be made available, at all
reasonable times, for inspection by any Bondholder, upon request therefor, and shall be
mailed, postage prepaid, to the Bond Insurer (if the outstanding Bonds are then covered by
a Bond Insurance Policy).
ENFORCEMENT OF COLLECTIONS. The County has covenanted in the
Resolution to no action which would materially impair the ability of the State of Florida to
enforce the collection of the Pledged Funds and their distribution to the County, and to
maintain accurate records with respect to the receipt of the Pledged Funds. All such Pledged
Funds shall, as collected, be held in trust to be applied as provided in the Resolution, and not
otherwise.
NO IMPAIRMENT OF CONTRACT. The County has full power and authority
to irrevocably pledge the Pledged Funds to the payment of the principal of and interest on
the Bonds. The pledge of such Pledged Funds, in the manner provided in the Resolution,
shall not be subject to repeal, modification or impairment by any subsequent resolution,
ordinance or other proceedings of the County or by any subsequent act of the Legislature of
the State of Florida unless the County shall have provided, or such Legislature shall have
made immediately available to the County, such additional or supplemental funds which
shall be sufficient to retire such Bonds and the interest thereon in accordance with their
terms.
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REMEDIES. Any trustee (other than the custodial trustee described under the
heading "CREATION OF FUNDS AND ACCOUNTS" above) or any Holder of Bonds
issued ooder the provisions of the Resolution acting for the Holders of all Bonds may by suit,
action, mandamus or other proceedings in any court of competent jurisdiction, protect and
enforce any and all rights, including the right to the appointment of a receiver, existing under
the laws of the State of Florida, or granted and contained in the Resolution, and may enforce
and compel the performance of all duties required in the Resolution or by any applicable
statutes to be performed by the COooty or by any officer thereof. Nothing in the Resolution,
however, shall be construed to grant to any Holder of such Bonds any lien on any property
of or within the corporate boundaries of the County, except as provided herein. No Holder
of Bonds, however, shall have any right in any manner whatever to affect, disturb or
prejudice the security of the Resolution or to enforce any right under the Resolution except
in the manner provided in the Resolution, and all proceedings at law or in equity shall be
instituted and maintained for the benefit of all Holders of Bonds.
If any payments of Debt Service Requirements are made by a Bond Insurer with
respect to Bonds which have not been defeased in accordance with the provisions of the
Resolution, the lien upon and pledge of the money on deposit from time to time in the Foods
and Accounts created and established herein and all covenants and other obligations of the
County to the Holders of such Bonds shall continue to exist and the Bond Insurer shall be
subrogated to the rights of the Holders of such Bonds with respect to the Debt Service
Requirements paid or insured by such Bond Insurer.
ISSUANCE OF ADDITIONAL OBLIGATIONS. The County has covenanted in
the Resolution and has agreed not to incur any other obligations or indebtedness payable
from the same source as the Bonds, unless such obligations contain an express statement that
such obligations are junior and subordinate in all respects to the Bonds as to lien on and
source and security for payment from the Pledged Funds. Consequently, no Bonds payable
from the Pledged Funds on a senior basis to the Bonds shall be issued.
No additional obligations of the County to be secured by all or any portion of the
Non-Ad Valorem Revenues ("Specific Lien Debt") or a covenant to budget and appropriate
from Non Ad-Valorem Revenues ("Budget Covenant Debt" and collectively with Specific
Lien Debt, "Non-Ad Valorem Debt") shall be issued unless the following conditions are met:
(1) The average of the total Non-Ad Valorem Revenues in the preceding two
Fiscal Years must equal or exceed two times the maximum annual debt service on all
outstanding and proposed Non-Ad Valorem Debt.
(2) The total Non-Ad Valorem Revenues for the preceding Fiscal Year, less (a)
the debt service on outstanding and proposed Specific Lien Debt for the next Fiscal Year,
C-16
and (b) the Non-Ad Valorem Revenue Share of Essential Services Expenditures, must be at
least 1. 1 times the maximum annual debt service on all outstanding and proposed Budget
Covenant Debt.
The term "Non-Ad Valorem Revenue Share of Essential Services Expenditures" shall
be determined by multiplying the total cost of Essential Services for the preceding Fiscal
Year by a fraction, the numerator of which is the total Non-Ad Valorem Revenues for the
preceding Fiscal Year and the denominator of which is total revenues for the preceding
Fiscal Year.
The term "Essential Services" shall include the total expenditures by the County for
public safety and general governmental purposes as reported in the annual audited [mancial
statements of the County, or, if such audited financial statements are unavailable, in other
financial records of the County.
Notwithstanding the foregoing the County may issue obligations for the purpose of
refimding all or a portion of the outstanding Bonds as long as the aggregate debt service with
respect to such refimding obligations will be equal to or lower than the aggregate debt service
with respect to the Bonds refunded, the security for payment of the refunding obligations is
equal to or greater than the security for payment of the refimded bonds, and the final maturity
of the refunding obligations is not later than April 1, 2004.
FEDERAL INCOME TAX COVENANTS. The County has covenanted in the
Resolution with the holders of each series of Bonds (other than taxable Bonds) that it shall
not use the proceeds of such series of Bonds in any manner which would cause the interest
on such series of Bonds to be included in gross income for purposes of federal income
taxation.
The County has covenanted in the Resolution with the holders of each series of Bonds
(other than taxable Bonds) that neither the County nor any person under its control or
direction will make any use of the proceeds of such series of Bonds (or amounts deemed to
be proceeds under the Code) in any manner which would cause such series of Bonds to be
"arbitrage bonds" within the meaning of Section 148 of the Code and neither the County nor
any other person shall do any act or fail to do any act which would cause the interest on such
series of Bonds to be included in gross income for purposes of federal income taxation.
The County has covenanted in the Resolution with the holders of each series of Bonds
(other than taxable Bonds) that it will comply with all provisions of the Code necessary to
maintain the exclusion of interest on such series of Bonds from gross income for purposes
of federal income taxation, including, in particular, the payment of any amount required to
be rebated to the U. S. Treasury pursuant to the Code.
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The County may, if it so elects, issue one or more series of taxable Bonds the interest
on which is (or may be) includible in the gross income of the holder thereof for federal
income taxation purposes, so long as each Bond of such series states in the body thereof that
interest payable thereon is (or may be) subject to federal income taxation and provided that
the issuance thereof will not cause the interest on any other Bonds theretofore issued under
the Resolution to be or become subject to federal income taxation. The covenants set forth
above in this Section shall not apply to any taxable Bonds.
DEFEASANCE. If, at any time, the County shall have paid, or shall have made
provision for the payment of, the principal, interest and redemption premiums, if any, with
respect to the Bonds, or any portion thereof, and all amounts owed to the insurers under the
Resolution and any reimbursement agreements with respect to all bond reserve insurance
policies have been paid in full, then, and in that event, the pledge of and lien on the
applicable portion of the Pledged Funds in favor of the applicable Bondholders shall be no
longer in effect. For purposes of the preceding sentence, deposit of sufficient cash and/or
principal and interest of Federal Securities in irrevocable trust with a banking institution or
trust company, for the sole benefit of the applicable Bondholders, to make timely payment
of the principal, interest, and redemption premiums, if any, on the outstanding Bonds, shall
be considered "provision for payment. "
MODIFICA TION OR AMENDMENT. No adverse material modification or
amendment of the Resolution or of any ordinance or resolution amendatory thereof or
supplemental thereto may be made without the written consent in writing of the Holders of
51 % or more in aggregate principal amount of all the Bonds so affected by such modification
or amendment~ provided, however, that no modification or amendment shall permit a change
in the maturity of the Bonds or a reduction in the rate of interest thereon, or in the amount
of principal obligation thereof, or affect the promise of the County to pay the principal of and
interest on the Bonds as the same shall become due from the Pledged Funds, or reduce the
percentage of the Holders of the Bonds required to consent to any adverse material
modification or amendment thereof without the consent of the Holders of all Bonds~ provided
further, however, that the County may at any time amend the Resolution to provide for the
issuance or exchange of Bonds in coupon form, if and to the extent that doing so will not
affect the tax exempt status of the interest on the Bonds. If the Bonds then outstanding are
insured by a Bond Insurance Policy, the consent of the Bond Insurer shall be required in lieu
of the consent of the Holders of the Bonds so insured, and under such circumstances a copy
of such amendments shall be sent to S&P. F or the purpose of computing the amount of
Bonds held by the Holder of Capital Appreciation Bonds, the principal amount of a Capital
Appreciation Bond shall be deemed to be its Compounded Amount.
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APPENDIX D
FORM OF OPINION OF BOND COUNSEL
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APPENDIX D
FORM OF OPINION OF NABORS, GIBLIN & NICKERSON, P.A.,
WITH RESPECT TO THE SERIES 1998 BONDS
Upon delivery of the Series 1998 Bonds in definitive form, Nabors, Giblin &
Nickerson, P.A., Tampa, Florida, Bond Counsel, proposes to render its opinion with respect
to such Series 1998 Bonds in substantially the following form:
(Date of Delivery)
Board of County Commissioners
of Monroe County, Florida
Key West, Florida
Commissioners:
We have examined a record of proceedings relating to the issuance of $
aggregate principal amount of Monroe County, Florida Sales Tax Refunding Revenue Bonds,
Series 1998 (the "Series 1998 Bonds").
The Series 1998 Bonds are issued under and pursuant to the Laws of the State of
Florida, including, particularly, Section 212.055(2), Florida Statutes, Ordinance No.
013-1989 of Monroe County, Florida (the "County"), adopted on May 23, 1989, and
Resolution No. 206-1990 of the County, adopted on March 27, 1990, as amended and
supplemented, in particular as amended and supplemented by Resolution No. of the
County, adopted on January 14, 1998 (collectively, the "Resolution").
The Series 1998 Bonds are dated and shall bear interest from January 1, 1998, except
as otherwise provided in the Resolution. The Series 1998 Bonds will mature on the dates
and in the principal amounts, and will bear interest at the respective rates per annum, as
provided in the Resolution. Interest shall be payable on each April 1 and October 1,
commencing on April 1, 1998. The Series 1998 Bonds shall not be subject to redemption
prior to maturity.
The Series 1998 Bonds are issued for the principal purpose of providing funds to
refund a portion of the outstanding Monroe County, Florida Sales Tax Revenue Bonds,
Series 1991 (the "Refunded Bonds"). Certain proceeds of the Series 1998 Bonds, together
with other legally available moneys of the County, shall be deposited into an escrow deposit
trust fund (the "Escrow Fund") established pursuant to the Escrow Deposit Agreement, dated
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as of January 1, 1998, between the County and SouthTrust Bank, National Association, Fort
Lauderdale, Florida, and invested in direct obligations of the United States of America (the
"Escrow Securities"), such that the principal of and interest on said obligations, together with
any cash on deposit in the Escrow Fund, shall be sufficient to pay the principal of,
redemption premium, if any, and interest on the Refunded Bonds, as the same become due
or are redeemed prior to maturity.
As to questions of fact material to our OpInIOn, we have relied upon the
representations of the County contained in the Resolution and in the certified proceedings
relating thereto and to the issuance of the Series 1998 Bonds and other certifications of
public officials furnished to us in connection therewith without undertaking to verify the
same by independent investigation.
Based upon the foregoing, we are of the opinion that:
1. The County is a duly created and validly existing political subdivision of the
State of Florida.
2. The County has the right and power under the Constitution and Laws of the
State of Florida to adopt the Resolution, and the Resolution has been duly and lawfully
adopted by the County, is in full force and effect in accordance with its terms and is valid
and binding upon the County and enforceable in accordance with its terms, and no other
authorization for the Resolution is required. The Resolution creates the valid pledge which
it purports to create of the Pledged Funds (as such term is defined in the Resolution), subject
to the provisions of the Resolution permitting the application thereof for the purposes and
on the terms and conditions set forth in the Resolution.
3. The County is duly authorized and entitled to issue the Series 1998 Bonds, and
the Series 1998 Bonds have been duly and validly authorized and issued by the County in
accordance with the Constitution and Laws of the State of Florida and the Resolution. The
Series 1998 Bonds constitute valid and binding obligations of the County as provided in the
Resolution, are enforceable in accordance with their terms and the terms of the Resolution
and are entitled to the benefits of the Resolution and the laws pursuant to which they are
issued. The Series 1998 Bonds shall be issued on parity under the Resolution with that
portion of the Monroe County, Florida Sales Tax Revenue Bonds, Series 1991 which remain
outstanding under the Resolution following the issuance of the Series 1998 Bonds. The
Series 1998 Bonds do not constitute a general indebtedness of the County or the State of
Florida or any agency, department or political subdivision thereof, or a pledge of the faith
and credit of such entities, but are payable from the Pledged Funds (as defined in the
Resolution) in the manner and to the extent provided in the Resolution. No holder of the
Series 1998 Bonds shall ever have the right to compel the exercise of any ad valorem taxing
D-2
power of the County or the State of Florida or any political subdivision, agency or
department thereof to pay the Series 1998 Bonds.
4. The County has covenanted and agreed in the Resolution (a) to budget and
appropriate in each fiscal year, from Non-Ad Valorem Revenues (as defined in the
Resolution), sufficient money to fund any deficiency in the Reserve Account established
under the Resolution existing on the first day of each fiscal year in the event Pledged Funds
are insufficient for such purpose, and (b) from such appropriated funds to deposit into the
Reserve Account the amount of any actual deficiency. Such covenant on the part of the
County 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
in amounts sufficient to make such required deposit shall have been budgeted, appropriated
and actually deposited. Notwithstanding the foregoing covenant of the County, the County
does not covenant to maintain any services or programs, now provided or maintained by the
County, 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
does it preclude the County from hereafter pledging its Non-Ad Valorem Revenues except
as otherwise provided in the Resolution with respect to subsequent covenants or pledges, nor
does it require the County to levy and collect any particular Non-Ad Valorem Revenues.
Furthermore, such covenant to appropriate Non-Ad Valorem Revenues is subject to the
payment of obligations previously issued by the County, secured by a pledge of and lien
upon any Non-Ad Valorem Revenues. However, such covenant to budget and appropriate
shall be subject, in all respects to the restrictions of Section 129.07, Florida Statutes (which
provides that the governing body of each county make appropriations for each fiscal year,
which, in anyone year, shall not exceed the amount to be received from taxation or other
revenue sources); and to the payment of services and programs which are for essential public
purposes affecting the health, welfare and safety of the inhabitants of the County or which
are legally mandated by applicable law.
5. The Series 1998 Bonds and interest thereon are exempt from all present
intangible personal property taxes imposed pursuant to Chapter 199, Florida Statutes.
6. Under existing statutes, regulations, rulings and court decisions, the interest
on the Series 1998 Bonds (a) is excludable from gross income for federal income tax
purposes and (b) is not an item of tax preference for purposes of the federal alternative
minimum tax imposed on individuals and corporations; however, it should be noted that with
respect to certain corporations (as defined for federal income tax purposes), such interest is
taken into account in determining adjusted current earnings for the purpose of computing the
alternative minimum tax. The opinion set forth in clause (a) above is subject to the condition
that the County comply with all requirements of the Internal Revenue Code of 1986, as
amended, that must be satisfied subsequent to the issuance of the Series 1998 Bonds in order
D-3
that interest thereon be (or continues to be) excluded from gross income for federal income
tax purposes. Failure to comply with certain of such requirements could cause the interest
on the Series 1998 Bonds to be so included in gross income retroactive to the date of
issuance of the Series 1998 Bonds. The County has covenanted to comply with all such
requirements. Ownership of the Series 1998 Bonds may result in collateral federal tax
consequences to certain taxpayers. We express no opinion regarding such federal tax
consequences arising with respect to the Series 1998 Bonds.
In rendering the opinions set forth above, we are relying upon (a) the arithmetical
accuracy of certain computations included in schedules provided by Public Financial
Management, Inc. relating to the computations of projected receipts of the Escrow Securities
and any other amounts deposited in the Escrow Fund, of the adequacy of such projected
receipts and other sums to pay the principal of, redemption premium, if any, and interest on
the Refunded Bonds, and of the yield on the Series 1998 Bonds and on the Escrow
Securities, and (b) the verifications of the arithmetical accuracy of such computations by
Causey Demgen & Moore Inc., a firm of independent certified public accountants.
It should be noted that (1) we have not been engaged or undertaken to review the
accuracy, completeness or sufficiency of the Official Statement or other offering material
relating to the Series 1998 Bonds and we express no opinion relating thereto, and (2) we
have not been engaged or Wldertaken to review the compliance with any federal or state law
with regard to the sale or distribution of the Series 1998 Bonds and we express no opinion
relating thereto.
The opinions expressed in paragraphs 2 and 3 hereof are qualified to the extent that
the enforceability of the Resolution and the Series 1998 Bonds may be limited by any
applicable bankruptcy, insolvency, moratorium, reorganization or other similar laws affecting
creditors' rights generally, or by the exercise of judicial discretion in accordance with general
principles of equity.
This opinion is given as of the date hereof and we assume no obligation to update,
revise or supplement this opinion to reflect any facts or circumstances that may hereafter
come to our attention or any changes in law that may hereafter occur.
We have examined the form of the Series 1998 Bonds and, in our opinion, the form
of the Series 1998 Bonds is regular and proper.
Respectfully submitted,
D-4
APPENDIX E
FORM OF CONTINUING DISCLOSURE CERTIFICATE
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APPENDIX E
CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed and
delivered by Monroe County, Florida (the "County") in connection with the issuance of its
$ Sales Tax Refimding Revenue Bonds, Series 1998 (the "Series 1998 Bonds").
The Series 1998 Bonds are being issued pursuant to the County's Resolution No. 206-1990
adopted on March 27, 1990, as amended and supplemented (the "Resolution"). The County
covenants and agrees as follows:
SECTION 1. PURPOSE OF DISCLOSURE CERTIFICA TE. This
Disclosure Certificate is being executed and delivered by the County for the benefit of the
Series 1998 Bondholders and in order to assist the original underwriters of the Series 1998
Bonds in complying with Rule 15c2-12(b)(5) promulgated by the Securities and Exchange
Commission ("SEC") pursuant to the Securities Exchange Act of 1934 (the "Rule").
SECTION 2. PROVISION OF ANNUAL INFORMATION. Except as
otherwise provided herein, the County shall provide to all of the nationally recognized
municipal securities information repositories described in Section 4 hereof (the "NRMSIRs"),
and to any state information depository that is subsequently established within the State of
Florida (the "SID"), on or before April 30 of each year, commencing April 30, 1998, the
information set forth below in this Section 2. Notwithstanding the immediately preceding
sentence, to the extent any such information does not become available to the County before
April 30 of any year, the County shall provide such information when it becomes available,
but no later than one year following the end of the County's Fiscal Year.
(A) the County's Comprehensive Annual Financial Report for the immediately
preceding Fiscal Year (the "CAFR"), which shall include the audited financial statements of
the County for the immediately preceding Fiscal Year prepared in accordance with Generally
Accepted Accounting Principles, as modified by applicable State of Florida requirements and
the governmental accounting standards promulgated by the Government Accounting
Standards Board; provided, however, if the audited financial statements of the County are
not completed prior to April 30 of any year, the County shall provide unaudited financial
statements on such date and shall provide the audited financial statements as soon as
practicable following their completion; and
(B) to the extent not set forth in the CAFR, additional financial information and
operating data of the type included with respect to the County in the final official statement
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prepared in connection with the sale and issuance of the Series 1998 Bonds (as amended, the
"Official Statement"), as set forth below:
1. Updates of information set forth in the Official Statement relating to:
a. Table on page 9 regarding Historical State Sales Tax Collections.
b. Tables on page 11 regarding Historical Local Government
Infrastructure Sales Surtax Revenues Received by Monroe County,
Florida and the Historical Monthly Infrastructure Sales Surtax
Revenues.
2. Description of any indebtedness payable in whole or in part from the
Pledged Funds (as defined in the Official Statement).
3. Any other fmancial information or operating data of the type included
in the Official Statement which would be material to a holder or prospective holders
of the Series 1998 Bonds.
F or purposes of this Disclosure Certificate, "Fiscal Year" means the period
commencing on October 1 and ending on September 30 of the next succeeding year, or such
other period of time provided by applicable law.
SECTION 3. REPORTING SIGNIFICANT EVENTS. The County shall
provide to the NRMSIRs or the Municipal Securities Rulemaking Board (the "MSRB") and
to the SID, on a timely basis, notice of any of the following events, if such event is material
with respect to the Series 1998 Bonds or the County's ability to satisfy its payment
obligations with respect to the Series 1998 Bonds:
(A) Principal and interest payment delinquencies;
(B) Non-payment related defaults;
(C) Unscheduled draws on the debt service reserve fund reflecting financial
difficulties;
(D) Unscheduled draws on credit enhancement reflecting financial difficulties;
(E) Substitution of credit or liquidity providers, or their failure to perform;
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(F) Adverse tax opinions or events affecting the tax-exempt status of the Series
1998 Bonds;
(G) Modifications to rights of Series 1998 Bondholders;
(H) Calls on the Series 1998 Bonds;
(1) Defeasance of the Series 1998 Bonds;
(1) Release, substitution, or sale of property securing repayment of the Series 1998
Bonds;
(K) Rating changes; and
(L) Notice of any failure on the part of the County or any other Obligated Person
(as defined herein) to meet the requirements of Section 2 hereof.
The County may from time to time, in its discretion, choose to provide notice of the
occurrence of certain other events, in addition to those listed in this Section 3, if, in the
judgment of the County, such other events are material with respect to the Series 1998
Bonds, but the County does not specifically undertake to commit to provide any such
additional notice of the occurrence of any material event except those events listed above.
Whenever the County obtains knowledge of the occurrence of a significant event
described in this Section 3, the County shall as soon as possible determine if such event
would be material under applicable federal securities law to holders of Series 1998 Bonds,
provided, that any event under clauses (D), (E), (F), (K) or (L) above will always be deemed
to be material.
SECTION 4. NRMSIRs. The NRMSIRs to which the County shall provide
the information described in Sections 2 and 3 above, to the extent required, shall be the
following organizations, their successors and assigns:
(A) Bloomberg Municipal Repository
P.O. Box 840
Princeton, New Jersey 08542-0840
Phone: 609/279-3200
Fax: 609/279-5962
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(B) Thomson NRMSIR
Attn: Municipal Disclosure
395 Hudson Street, 3rd Floor
New York, New York 10004
Phone: 212/807-5001
Fax: 212/989-2078
(C) Kenny Information Systems, Inc.
65 Broadway, 16th Floor
New York, New York 10006
Attn: Kenny Repository Service
Phone: 212/770-4595
Fax: 212/797-7994
(D) DPC Data Inc.
One Executive Drive
Fort Lee, New Jersey
Phone: 201/346-0701
Fax: 201/947-0107
(E) Any NRMSIRs that are established subsequently and approved by the SEe.
(F) A list of the names and addresses of all designated NRMSIRs as of any date
may currently be obtained by calling the SEC's Fax on Demand Service at 202/942-8088 and
requesting document number 0206.
SECTION 5. NO EVENT OF DEFAULT. Notwithstanding any other
provision in the Resolution to the contrary, failure of the County to comply with the
provisions of this Disclosure Certificate shall not be considered an event of default under the
Resolution; provided, however, any Series 1998 Bondholder may take such actions as may
be necessary and appropriate, including pursuing an action for mandamus or specific
performance, as applicable, by court order, to cause the County to comply with its
obligations hereunder. For purposes of this Disclosure Certificate, "Series 1998 Bondholder"
shall mean any person who (A) has the power, directly or indirectly, to vote or consent with
respect to, or to dispose of ownership of, any Series 1998 Bonds (including persons holding
Series 1998 Bonds through nominees, depositories or other intermediaries), or (B) is treated
as the owner of any Series 1998 Bond for federal income tax purposes.
SECTION 6. INCORPORA TION BY REFERENCE. Any or all of the
information required herein to be disclosed may be incorporated by reference from other
documents, including official statements or debt issues of the County of related public
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entities, which have been submitted to each of the NRMSIRs and the SID, if any, or the SEC.
If the document incorporated by reference is a final official statement, it must be available
from the MSRB. The County shall clearly identify each document incorporated by
reference.
SECTION 7. DISSEMINATION AGENTS. The County may, from time to
time, appoint or engage a dissemination agent to assist it in carrying out its obligations under
this Disclosure Certificate, and may discharge any such agent, with or without appointing
a successor disseminating agent.
SECTION 8. TERMINA TION. The County's obligations under this
Disclosure Certificate shall terminate upon (A) the legal defeasance, prior redemption or
payment in full of all of the Series 1998 Bonds, or (B) the termination of the continuing
disclosure requirements of the Rule by legislative, judicial or administrative action.
SECTION 9. AMENDMENTS. Notwithstanding any other provision of this
Disclosure Certificate, the County may amend this Disclosure Certificate, and any provision
may be waived, if such amendment or waiver is supported by an opinion of counsel that is
nationally recognized in the area of federal securities laws, to the effect that such amendment
or waiver would not, in and of itself, cause the undertakings herein to violate the Rule if such
amendment or waiver had been effective on the date hereof but taking into account any
subsequent change in or official interpretation of the Rule.
SECTION 10. ADDITIONAL INFORMATION. Nothing in this Disclosure.
Certificate shall be deemed to prevent the County from disseminating any other information,
using the means of dissemination set forth in this Disclosure Certificate or any other means
of communication, or including any other information in its annual information described in
Section 2 hereof or notice of occurrence of a significant event described in Section 3 here9f,
in addition to that which is required by this Disclosure Certificate. If the County chooses to
include any information in its annual information or notice of occurrence of a significant
event in addition to that which is specifically required by this Disclosure Certificate, the
County shall have no obligation under this Disclosure Certificate to update such information
or include it in its future annual information or notice of occurrence of a significant event.
SECTION 11. OBLIGA TED PERSONS. If any person, other than the
County, becomes an Obligated Person (as defined in the Rule) relating to the Series 1998
E-5
Bonds, the County shall use its best efforts to require such Obligated Person to comply with
all provisions of the Rule applicable to such Obligated Person.
Dated: January 1, 1998
MONROE COUNTY, FLORIDA
By:
Mayor/Chairman, Board of County
Commissioners
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APPENDIX F
SPECIMEN MUNICIPAL BOND INSURANCE POLICY
[This page intentionally left blank]
A1BIA
FINANCIAL GUARANTY INSURANCE POLICY
MBIA Insurance Corporation
Armonk, New York 10504
Policy No. [NUMBER]
MBIA Insurance Corporation (the "Insurer"), in consideration of the payment of the premium and subject to the terms of this policy, hereby
unconditionally and irrevocably guarantees to any owner, as hereinafter defined, of the following descnbed obligations, the full and complete payment
required to be made by or on behalf of the Is.<;uer to (INSERT NAME OF PAYING AGENT] or its successor (the "Paying Agent") of an amount equal
to (i) the principal of (either at the stated maturity or by any advancement of maturity pursuant to a mandatory sinking fund payment) and interest on,
the Obligations (as that tenn is defined below) as such payments shall become due but shall not be so paid (except that in the event of any acceleration
of the due date of such principal by reason of mandatory or optional redemption or acceleration resulting from defuult or otherwise, other than any
advancement of maturity pursuant to a mandatory sinking fund payment, the payments guaranteed hereby shall be made in such amounts and at such
times as such payments of principal would have been due had there not been any such acceleration); and (ii) the reimbursement of any such payment
which is subsequently recovered from any owner pursuant to a final judgment by a court of competent jwisdiction that such payment constitutes an
avoidable prefm:nce to such owner within the meaning of any applicable bankruptcy law. The amounts referred to in clauses (i) and (ii) of the
preceding sentence shall be referred to herein collectively as the "Insured Amounts." "Obligations" shal1 mean:
[PAR]
[LEGAL NAME OF ISSUE]
Upon receipt of telephonic or telegraphic notice, such notice subsequently confirmed in writing by registered or certified mail, or upon receipt of written
notice by registered or certified mail, by the Insurer from the Paying Agent or any owner of an Obligation the payment of an Insured Amount for which
is then due, that such required payment has not been made, the Insurer on the due date of such payment or within one business day after receipt of notice
of such nonpayment, whichever is later, will make a deposit of funds, in an aCcOlmt with State Street Bank and Trost Company, NA., in New York,
New York, or its successor, sufficient for the payment of any such Insured Amounts which are then due. Upon presentment and surrender of such
Obligations or presentment of such other proof of ownership of the Obligations, together with any appropriate instruments of assignment to evidence
the assignment of the Insured Amounts due on the Obligations as are paid by the Insurer, and appropriate instruments to effect the appointment of the
Insurer as agent for such owners of the Obligations in any legal proceeding related to payment of Insured AmOlmts on the Obligations, such instruments
being in a form satisfactory to State Street Bank and Trost Company, NA., State Street Bank and Trust Company, NA. shall disburse to such owners,
or the Paying Agent payment of the Insured Amounts due on such Obligations, less any amount held by the Paying Agent for the payment of such
Insured Amounts and legally available therefor. This policy does not insure against loss of any prepayment premium which may at any time be payable
with respect to any Obligation.
As used herein, the tenn "owner" shall mean the registered owner of any Obligation as indicated in the books maintained by the Paying Agent, the
Issuer, or any designee of the Issuer for such purpose. The tenn owner shall not include the Issuer or any party whose agreement with the Issuer
constitutes the underlying security for the Obligations.
Any service of process on the Insurer may be made to the Insurer at its offices located at 113 King Street, Armonk, New York 10504 and such service
of process shall be valid and binding.
This policy is non-cancellable for any reason. The premium on this policy is not refundable for any reason including the payment prior to maturity of
the Obligations.
The insurance provided by this policy is not covered by the Florida Insurance Guaranty Association created under chapter 631, Florida StIlUtes.
IN WIlNESS WHEREOF, the Insurer has caused this policy to be executed in facsimile on its behalfby its duly authorized officers, this [DA Y] day of
[MON1H, YEAR].
COUNTERSIGNED:
MBIA Insurance Corporation
Resident Licensed Agent
~€
A~ ""mntS=t<y elM € IV
City, State
SID-RCS-FL-6
4195
FORM OF CUSTODY OF FUNDS AGREEMENT
EXHIBIT D
CUSTODY OF FUNDS AGREEMENT
THIS AGREEMENT, dated as of January 1, 1998, by and between Monroe County,
Florida, (the "County"), and SouthTrust Bank, National Association, Fort Lauderdale,
Florida, a national banking association duly organized and existing under the laws of the
United States of America (the "Custodian").
WIT N E SSE T H:
WHEREAS, the County previously issued its Monroe County, Florida Sales Tax
Revenue Bonds, Series 1991 (the "Series 1991 Bonds"), for which The Bank of New York
is acting as paying agent, registrar and custodian (the "1991 Custodian")~ and
WHEREAS, the County has determined to issue $ aggregate principal
amount of its Monroe County, Florida Sales Tax Refunding Revenue Bonds, Series 1998 (the
"Series 1998 Bonds") pursuant to Resolution No. 206-1990 of the County, adopted on
March 27, 1990, as amended and supplemented, in particular as amended and supplemented
by Resolution No. adopted by the County on January 14, 1998 (collectively, the
"Resolution") for the principal purpose of refunding a portion of the Series 1991 Bonds~ and
WHEREAS, the County desires to provide that the Sinking Fund, Reserve Account
and Bond Amortization Account established by the Resolution, including all accounts or
subaccounts therein, be held by the Custodian, with respect to the Series 1998 Bonds only,
in accordance with the terms of the Resolution and this Agreement~
NOW, THEREFORE, the County and the Custodian agree as follows:
SECTION 1. ESTABLISHMENT OF FUNDS AND ACCOUNTS. The
Sinking Fund Reserve Account and Bond Amortization Account (collectively, the "Bond
Funds") required by the Resolution are hereby established with the Custodian, but only with
respect to the Series 1998 Bonds.
SECTION 2. MAINTENANCE OF BOND FUNDS.
A. The Bond Funds shall be held and administered by the Custodian in
accordance with the terms of the Resolution and this Agreement, but only with respect to the
Series 1998 Bonds.
B. Amounts received from the County for deposit to the Bond Funds shall be
deposited immediately upon receipt in the applicable funds and accounts as designated by
the County.
C. Moneys in the Bond Funds shall be invested and reinvested in Authorized
Investments (as defmed in the Resolution) in accordance with the provisions of the
Resolution only upon telephonic direction of the County, promptly followed by written
confIrmation.
D. Moneys in the Bond Funds, including investment income thereon, shall be
applied in accordance with the provisions of the Resolution.
SECTION 3. MONTHLY REPORTS. The Custodian shall provide the County
monthly reports of the amounts in each account or subaccount of the Bond Funds, the value
thereof, and any transfer to and from the accounts and subaccounts of the Bond Funds. The
Custodian shall also provide such information at such other times as the County may
reasonably request.
SECTION 4. RESERVE ACCOUNT. The County hereby acknowledges that
there is on deposit in the Reserve Account maintained by the 1991 Custodian a surety bond
(the "Surety Bond") issued by MBlA Insurance Corporation (#22253), which Surety Bond
secures both the Series 1991 Bonds and the Series 1998 Bonds. If the Custodian is required
pursuant to the terms of the Resolution to access the Reserve Account to pay debt service on
the Series 1998 Bonds, it shall notify the 1991 Custodian and coordinate drawing on the
Surety Bond with the 1991 Custodian. Upon the fmal payment of the Series 1991 Bonds
(April 1, 1994) the County shall direct the 1991 Custodian to deliver the Surety Bond to the
Custodian for deposit to the Reserve Account maintained hereunder.
SECTION 5. ACCEPTANCE OF DUTIES AND OBLIGATIONS. The
Custodian accepts and agrees to the duties and obligations hereby created, but only upon the
terms, limitations and conditions set forth in this Agreement and the Resolution, and only
upon and subject to the following terms and conditions:
( a) The Custodian shall have no responsibility in respect to the validity or
sufficiency of this Agreement or the execution hereof by the County.
2
(b) The Custodian shall not be liable or responsible because of the failure of the
County or any of its employees or agents to make any collections or deposits or to perform
any act required of it herein or in the Resolution.
(c) The Custodian shall not be liable for any error in judgment made in good faith
by it or any of its officers or employees or agents, unless it shall be established that the
Custodian was negligent in ascertaining the pertinent facts.
(d) The Custodian assumes and shall be under no responsibility for the correctness
of the recitals, statements and representations of the County contained herein.
( e ) The Custodian shall not be required to give any bond or surety with respect to
the execution of the duties undertaken by it hereunder.
(f) The Custodian shall not be liable for acting on any document believed by it to
be genuine and believed by it to be signed by the proper party or parties.
(g) The Custodian shall not be liable in connection with the performance of its
duties hereunder except for its own negligence or willful default. The Custodian shall not
be liable for any loss resulting from any investment made pursuant to the terms and
provisions of this Agreement and the instructions of the County.
SECTION 6. AGENTS OF CUSTODIAN. The Custodian may perform any of
the duties required of it herein by or through their attorneys, agents or employees. The
Custodian shall be entitled to rely conclusively on the advice of counsel concerning all
matters of its duties hereunder, and shall be entitled to reimbursement for the reasonable
compensation and expenses of such attorneys and agents as it may employ in connection
with the performance of its duties hereunder, Whenever the Custodian shall deem it
necessary or desirable that a matter be proved or established prior to taking, permitting or
omitting any action under this Agreement, the Custodian can conclusively establish such
matter by a certificate signed by an authorized officer of the County.
SECTION 7. PURCHASE OF SERIES 1998 BONDS. The Custodian and its
directors, officers, employees and agents may, in good faith, buy, sell, own, hold and deal
in any of the Series 1998 Bonds and may join in any action which any holder of Series 1998
Bonds may be entitled to take with like effect as if the Custodian was not a party to this
Agreement. The Custodian may also engage in or be interested in any fmancial or other
transaction with the County, or holder or holders of the Series 1998 Bonds secured hereby,
or other obligations of the County
3
SECTION 8. RESIGNA TION OF CUSTODIAN. The Custodian may resign
and be discharged of its obligations under this Agreement by executing an instrument in
writing resigning its position, specifying the date when such resignation shall take effect, and
filing the same with the County not less than sixty (60) days before the date specified in such
instrument for such resignation to take effect; provided, however, no such resignation shall
be effective until a successor Custodian has been appointed. Such resignation shall take
effect on the date specified in such instrument unless prior to such date a successor
Custodian shall be appointed as hereinafter provided, in which event such resignation shall
take effect immediately upon the appointment of such successor Custodian. Upon the
effective date of such resignation, the Custodian will have no further duty or liability
hereunder. In the event that no appointment of a successor Custodian shall have been made
within sixty days (60) after written notice of resignation of the Custodian has been given, the
Custodian may apply to any court of competent jurisdiction for the appointment of a
successor Custodian and such court may thereupon, after such notice, if any, as it shall deem
proper, appoint such successor Custodian.
SECTION 9. REMOVAL OF CUSTODIAN. The Custodian or any successor
hereunder may be removed at any time, with or without cause, upon 30 days written notice
by the County; provided, however, such removal may not occur until a successor Custodian
has been appointed.
SECTION 10. MERGER OF CUSTODIAN. Any cOIporation or association, into
which the Custodian hereunder may be converted or merged or with which it may be
consolidated or to which it may sell or transfer substantially all of its cOIporate trust assets,
or any cOIporation or association resulting from any of the foregoing, shall be the successor
Custodian under this Agreement without the execution or filing of any paper or further act
on the part of the parties hereto, anything herein to the contrary notwithstanding.
SECTION 11. GENERAL PROVISIONS. The County and the Custodian further
agree that the Custodian is hereby authorized, empowered and directed to disregard, in its
sole discretion, any and all notices, orders, and warnings given by any other person or
corporation excepting only orders of the County or of a court issued with or without
jurisdiction; and the Custodian is hereby expressly authorized to comply with and obey any
and all orders, judgments, or decrees of the County or of any court entered or issued with or
without jurisdiction; and in case the Custodian obeys or complies with any such orders,
judgments, or decrees, the Custodian shall not be liable to any of the parties hereto or to any
person, firm, or cOIporation, by reason of such compliance, notwithstanding that such order,
judgment, or decree may be subsequently reversed, modified, annulled, set aside, or vacated.
The County agrees to indemnify and save the Custodian harmless against any loss, liability
or damage to any person or party hereto on account thereof.
4
The County agrees that in case of any suit or proceeding regarding the instruments,
papers, and/or money connected herewith, to which the Custodian is or may at any time be
a party, the Custodian shall have the right to defend, and if it deems the same necessary, to
prosecute the same, and to incur all necessary and reasonable costs, attorney's fees and
solicitor's fees, and other expenses which the Custodian may incur or become liable for on
account thereof; and the County agrees to pay the Custodian, upon demand, all such costs,
fees, and expenses so incurred.
SECTION 12. COMPENSATION. The Custodian shall be compensated for
services provided hereunder as agreed to between the Custodian and the County.
SECTION 13. AMENDMENT. This Agreement may be modified at any time by
a written instrument executed by the parties hereto and filed with the County.
SECTION 14. APPLICABLE LAW. This Agreement shall be construed
according to the laws of the State of Florida.
SECTION 15. NOTICES. Notices or directions hereunder shall be given by
personal delivery, telecopy or First Class Mail.
5
IN WITNESS WHEREOF, the Board of County Commissioners has caused this
Agreement to be signed by its Mayor/Chairman, and its seal to be affixed and attested by its
Clerk, and the Custodian has caused this Agreement to be executed and its seal to be affixed,
as of the date and year fIrst above written.
MONROE COUNTY, FLORIDA
(SEAL)
Mayor, Board of County Commissioners
ATTEST:
Clerk
SOUTHTRUST
ASSOCIA TION
BANK,
NA TIONAL
(SEAL)
Authorized Signatory
ATTEST:
Authorized Signatory
6
FORM OF ESCROW DEPOSIT AGREEMENT
EXHIBIT E
ESCROW DEPOSIT AGREEMENT
ESCROW DEPOSIT AGREEMENT, dated as of JanuaI)' 1, 1998, between
MONROE COUNTY, FLORIDA, a duly established and validly existing political
subdivision of the State of Florida (the "County"), and SOUTHTRUST BANK,
NA TIONAL ASSOCIATION (the "Escrow Agent"), a national banking association
organized and existing under the laws of the United States of America, having its designated
corporate trust office in Ft. Lauderdale, Florida, as escrow agent hereunder.
WHEREAS, the County has heretofore issued its Monroe County, Florida Sales Tax
Revenue Bonds, Series 1991 (the "Series 1991 Bonds") pursuantto Resolution No. 206-1990
adopted by the Board of County Commissioners of the County (the "Board") on March 27,
1990, as amended and supplemented, in particular as amended and supplemented by
Resolution No. adopted by the Board on JanuaI)' 14, 1998 (collectively, the
"Resolution"); and
WHEREAS, the County has determined to exercise its option under the Resolution
to refund the outstanding Series 1991 Bonds which mature on April 1, 2001 through April 1,
2004 (the "Refunded Bonds"); and
WHEREAS, the County has determined to issue its $ Monroe County,
Florida Sales Tax Refunding Revenue Bonds, Series 1998 (the "Series 1998 Bonds")
pursuant to the Resolution, a portion of the proceeds of which Series 1998 Bonds, together
with certain other legally available moneys of the County, will be used to purchase certain
securities in order to provide payment for the Refunded Bonds and to discharge the pledge
of and lien on the Pledged Funds (as defmed in the Resolution) in favor of the holders of
such Refunded Bonds; and
WHEREAS, the issuance of the Series 1998 Bonds, the purchase by the Escrow
Agent of the hereinafter defined Escrow Securities, the deposit of such Escrow Securities and
certain cash into an escrow deposit trust fund to be held by the Escrow Agent and the
discharge of the pledge of and lien on the Pledged Funds (as defmed in the Resolution) in
favor of the holders of such Refunded Bonds shall occur as a simultaneous transaction; and
WHEREAS, this Agreement is intended to effectuate such simultaneous transaction;
NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants
hereinafter set forth, the parties hereto agree as follows:
E-l
SECTION 1. PREAMBLES. The recitals stated above are true and correct and
incorporated herein.
SECTION 2. RECEIPT OF RESOLUTION AND VERIFICATION
REPORT. Receipt of a true and correct copy of the above-mentioned Resolution and this
Agreement is hereby acknowledged by the Escrow Agent. The applicable and necessary
provisions of the Resolution, including, without limitation, Section 6,05 thereof, are
incorporated herein by reference. The Escrow Agent also acknowledges receipt of the
verification report of Causey Demgen & Moore Inc., a fmn of independent public
accountants, dated February 5, 1998 (the "Verification Report"). Reference herein to or
citation herein of any provisions of the Resolution or the Verification Report shall be deemed
to incorporate the same as a part hereof in the same manner and with the same effect as if
the same were fully set forth herein.
SECTION 3. DISCHARGE OF PLEDGE OF HOLDERS OF REFUNDED
BONDS. In accordance with Section 6.05 of the Resolution, the County by this writing
exercises its option to cause the pledge of and lien on the Pledged Funds in favor of the
holders of the Refunded Bonds to no longer be in effect in accordance with the terms of the
Resolution.
SECTION 4. ESTABLISHMENT OF ESCROW FUND. There is hereby
created and established with the Escrow Agent a special, segregated and irrevocable escrow
fund designated the "Monroe County, Florida Sales Tax Revenue Bonds, Series 1991 Escrow
Deposit Trust Fund" (the "Escrow Fund"). The Escrow Fund shall be held in the custody
of the Escrow Agent as a trust fund for the benefit of the holders of the Refunded Bonds,
separate and apart from other funds and accounts of the County and the Escrow Agent. The
Escrow Agent hereby accepts the Escrow Fund and acknowledges the receipt of and deposit
to the credit of the Escrow Fund the sum of $ received from the County from
proceeds of the Series 1998 Bonds (the "Bond Proceeds") and the sum of $
received from the County from certain moneys on deposit in certain of the funds and
accounts established for the holders of the Refunded Bonds (the "County Moneys").
SECTION 5. DEPOSIT OF MONEYS AND SECURITIES IN ESCROW
FUND. The Issuer hereby directs, and the Escrow Agent represents and acknowledges that,
concurrently with the deposit of the Bond Proceeds and the County Moneys under Section
4 above, the Escrow Agent has used $ of the Bond Proceeds and $
of the County Moneys to purchase on behalf of and for the account of the County certain
United States Treasury obligations - State and Local Government Series (collectively,
together with any other securities which may be on deposit, from time to time, in the Escrow
Food, the "Escrow Securities"), which are described in Schedule A hereto, and the Escrow
E-2
Agent will deposit such Escrow Securities and $ of the County Moneys (the
"Cash Deposit") in the Escrow Fund. All Escrow Securities shall be noncallable, direct
obligations of the United States of America,
In the event any of the Escrow Securities described in Schedule A hereto are not
available for delivery on February 5, 1998, the Issuer may, with the approval of Bond
Counsel, direct the Escrow Agent to substitute other noncallable, direct obligations of the
United States of America and to credit such other obligations to the Escrow Fund and hold
such obligations until the aforementioned Escrow Securities have been delivered. Bond
Counsel may, as a condition precedent to giving its approval, require the County to provide
it with a revised Verification Report in regard to the adequacy of the Escrow Securities,
taking into account the substituted obligations to pay the Refunded Bonds in accordance with
the terms hereof. The Escrow Agent shall in no manner be responsible or liable for failure
or delay of Bond Counselor the County to promptly approve the substitutions of other
United States obligations for the Escrow Fund.
SECTION 6. SUFFICIENCY OF ESCROW SECURITIES AND CASH
DEPOSIT. In reliance upon the Verification Report, the County represents that the interest
on and the principal amounts successively maturing on the Escrow Securities in accordance
with their terms (without consideration of any reinvestment of such maturing principal and
interest), together with the Cash Deposit, are sufficient such that moneys will be available
to the Escrow Agent in amounts sufficient and at the times required to pay the amounts of
principal of, redemption premiwn, if any, and interest due and to become due on the
Refunded Bonds as described in Schedule B attached hereto. If the Escrow Securities and
Cash Deposit shall be insufficient to make such redemption payments, the County shall
timely deposit to the Escrow Fund, solely from legally available funds of the County such
additional amounts as may be required to pay the Refunded Bonds as described in Schedule
B hereto. Notice of any insufficiency shall be given by the Escrow Agent to the County as
promptly as possible, but the Escrow Agent shall in no manner be responsible for the
County's failure to make such deposits.
SECTION 7. ESCROW SECURITIES AND CASH DEPOSIT IN TRUST
FOR HOLDERS OF REFUNDED BONDS. The deposit of the Escrow Securities and the
Cash Deposit in the Escrow Fund shall constitute an irrevocable deposit of Federal Securities
(as defined in the Resolution) and cash in trust solely for the payment of the principal of,
redemption premiwn, if any, and interest on the Refunded Bonds at such times and in such
amounts as set forth in Schedule B hereto, and the principal of and interest earnings on such
Escrow Securities shall be used solely for such purpose.
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SECTION 8. ESCROW AGENT TO PAY REFUNDED BONDS FROM
ESCROW FUND. The County hereby directs, and the Escrow Agent hereby agrees, that
it will take all actions required to be taken by it under the provisions of the Resolution
referenced in this Agreement, including the timely transfer of, but solely from funds on
deposit in the Escrow Fund, money to the Paying Agent for the Refunded Bonds as provided
in the Resolution, in order to effectuate this Agreement and to pay the Refunded Bonds in
the amounts and at the times provided in Schedule B hereto. The Escrow Securities and the
Cash Deposit shall be used to pay the principal of, redemption premium, if any, and interest
on the Refunded Bonds as the same may mature or be redeemed. If any payment date shall
be a day on which either the Paying Agent for the Refunded Bonds or the Escrow Agent is
not open for the acceptance or delivery of funds, then the Escrow Agent shall make payment
on the next business day. The liability of the Escrow Agent for the payment of the principal
of, redemption premium, if any, and interest on the Refunded Bonds pursuant to this
Agreement shall be limited to the application of the Escrow Securities and the interest
earnings thereon, together with the Cash Deposit, available for such purposes in the Escrow
Fund.
SECTION 9. REINVESTMENT OF MONEYS AND SECURITIES IN
ESCROW FUND. Moneys deposited in the Escrow Fund shall be invested only in the
Escrow Securities listed in Schedule A hereto, except as provided in Section 5 hereof and
this Section 9, neither the County nor the Escrow Agent shall otherwise invest or reinvest
any moneys in the Escrow Fund.
Except as provided in Section 5 hereof and in this Section 9, the Escrow Agent may
not sell or otherwise dispose of any or all of the Escrow Securities in the Escrow Fund and
reinvest the proceeds thereof in other securities nor may it substitute securities for any of the
Escrow Securities, except upon written direction of the County and where, prior to any such
reinvestment or substitution, the Escrow Agent has received from the County the following:
(a) a written verification report by an independent certified public accountant or
firm of independent certified public accountants, of recognized standing,
appointed by the County, to the effect that after such reinvestment or
substitution the principal amount of Escrow Securities, together with the
interest thereon, will be sufficient to pay the principal, interest and premium
on the Refunded Bonds, as the same shall become due, as described in
Schedule B hereto (such verification shall not be necessary in the event the
County shall determine to reinvest cash in Escrow Securities which mature on
or before the next principal and/or interest payment date for the Refunded
Bonds); and
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(b) a written opinion of nationally recognized Bond Counsel to the effect that (i)
such investment will not cause the Refunded Bonds to be "arbitrage bonds"
within the meaning of Section 148 of the Internal Revenue Code, as amended,
and the regulations promulgated thereunder or otherwise cause the interest on
the Refunded Bonds or the Series 1998 Bonds to be included as gross income
for purposes of federal income taxation, and (ii) such investment does not
violate any provision of Florida law or of the Resolution.
The above-described verification report need not be provided in the event the County
purchases Escrow Securities with the proceeds of maturing Escrow Securities and such
purchased Escrow Securities mature on or before the next interest payment date for the
Refunded Bonds in an amount at least equal to the proceeds of the maturing Escrow
Securities.
In the event the above-referenced verification concludes that there are surplus moneys
in the Escrow Fund, such surplus moneys shall be released to the County upon its written
direction. The Escrow Fund shall continue in effect until the date upon which the Escrow
Agent makes the fmal payment to the Paying Agent for the Refunded Bonds in an amount
sufficient to pay the Refunded Bonds as described in Schedule B hereto, whereupon the
Escrow Agent shall sell or redeem any Escrow Securities remaining in the Escrow Fund, and
shall remit to the County the proceeds thereof, together with all other money, if any, then
remaining in the Escrow Fund.
SECTION 10. REDEMPTION OF REFUNDED BONDS. The County hereby
irrevocably instructs the Escrow Agent to request, on behalf of the Issuer, that the Bond
Registrar for the Refunded Bonds (The Bank of New York) give at the appropriate times the
notice or notices, if any, required by the Resolution in connection with the redemption of the
Refunded Bonds. The Refunded Bonds shall be redeemed on April 1, 1998 at a redemption
price of 102%, plus accrued interest.
SECTION 11. DEFEASANCE OF REFUNDED BONDS. Concurrently with the
deposit of the Escrow Securities set forth in Section 5 hereof, the County represents that, in
reliance upon the Verification Report, the Refunded Bonds shall be deemed to have been
paid within the meaning and with the effect expressed in Section 6,05 of the Resolution.
SECTION 12. ESCROW FUND IRREVOCABLE. The Escrow Fund hereby
created shall be irrevocable and the holders of the Refunded Bonds shall have an express lien
on the Cash Deposit and all Escrow Securities deposited in the Escrow Fund pursuant to the
terms hereof and the interest earnings thereon until paid out, used and applied in accordance
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with this Agreement and the Resolution, Neither the County nor the Escrow Agent shall
cause nor pennit any other lien or interest whatsoever to be imposed upon the Escrow Fund.
SECTION 13. AMENDMENTS TO AGREEMENT. This Agreement is made
for the benefit of the County and the holders from time to time of the Refunded Bonds and
it shall not be repealed, revoked, altered or amended without the written consent of all such
holders and the written consent of the Escrow Agent~ provided, however, that the County and
the Escrow Agent may, without the consent of, or notice to, such holders, enter into such
agreements supplemental to this Agreement as shall not adversely affect the rights of such
holders and as shall not be inconsistent with the terms and provisions of this Agreement, for
anyone or more of the following purposes:
(a) to cure any ambiguity or formal defect or omission in this Agreement~
(b) to grant, or confer upon, the Escrow Agent for the benefit of the holders of the
Refunded Bonds, any additional rights, remedies, powers or authority that may
lawfully be granted to, or conferred upon, such holders or the Escrow Agent~
and
(c) to subject to this Agreement additional funds, securities or properties.
The Escrow Agent shall be entitled to rely exclusively upon an unqualified opinion
of nationally recognized Bond Counsel with respect to compliance with this Section 13,
including the extent, if any, to which any change, modification or addition affects the rights
of the holders of the Refunded Bonds, or that any instrument executed hereunder complies
with the conditions and provisions of this Section 13.
SECTION 14. FEES AND EXPENSES OF ESCROW AGENT;
INDEMNIFICA TION. In consideration of the services rendered by the Escrow Agent
under this Agreement, the County agrees to and shall pay to the Escrow Agent the fees and
expenses as shall be agreed to in writing by the parties hereto. The Escrow Agent shall have
no lien whatsoever upon any of the Escrow Securities or the Cash Deposit in said Escrow
Fund for the payment of such proper fees and expenses. The County further agrees to
indemnify and save the Escrow Agent, its agents and employees, harmless, to the extent
allowed by law, against any liabilities, obligations, losses, damages, penalties, claims,
actions, suits, costs, expenses and disbursements of whatsoever kind or nature, which it may
incur in the exercise and performance of its powers and duties hereunder, including legal
expenses, and which are not due to its negligence or misconduct. Indemnification provided
under this Section 14 shall survive the termination of this Agreement.
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Whenever the Escrow Agent shall deem it necessary or desirable that a matter be
proved or established prior to taking, suffering or omitting any action under this Agreement,
such matter may be deemed to be conclusively established by a certificate signed by an
authorized officer of the County. The Escrow Agent may conclusively rely, as to the
correctness of statements, conclusions and opinions therein, upon any certificate, report,
opinion or other document furnished to the Escrow Agent pursuant to any provision of this
Agreement; the Escrow Agent shall be protected and shall not be liable for acting or
proceeding, in good faith, upon such reliance; and the Escrow Agent shall be under no duty
to make any investigation or inquiry as to any statements contained or matters referred to in
any such instrument. The Escrow Agent may consult with counsel, who may be counsel to
the County or independent counsel, with regard to legal questions, and the opinion of such
counsel shall be full and complete authorization and protection in respect of any action taken
or suffered by it hereunder in good faith in accordance herewith. Prior to retaining such
independent counsel, the Escrow Agent shall notify the County of its intention,
The Escrow Agent and its successors, agents and servants shall not be held to any
personal liability whatsoever, in tort, contract or otherwise, by reason of the execution and
delivery of this Agreement, the establishment of the Escrow Fund, the acceptance and
disposition of the various moneys and funds described herein, the purchase, retention or
disposition of the Escrow Securities or the proceeds thereof, any payment, transfer or other
application of funds or securities by the Escrow Agent in accordance with the provisions of
this Agreement or any nonnegligent act, omission or error of the Escrow Agent made in good
faith in the conduct of its duties. The Escrow Agent shall, however, be liable to the County
and to holders of the Refunded Bonds to the extent of their respective damages for negligent
or willful acts, omissions or errors of the Escrow Agent which violate or fail to comply with
the terms of this Agreement. The duties and obligations of the Escrow Agent shall be
determined by the express provisions of this Agreement.
SECTION 15. REPORTING REQUIREMENTS OF ESCROW AGENT. As
soon as practicable after the Refunded Bonds are redeemed on April 1, 1998 the Escrow
Agent shall forward in writing to the County a statement regarding the Escrow Fund,
including the income earned therein and withdrawals of money therefrom, since the date of
its establishment.
SECTION 16. RESIGNATION OR REMOVAL OF ESCROW AGENT. The
Escrow Agent, at the time acting hereunder, may at any time resign and be discharged from
the duties and obligations hereby created by giving not less than 60 days' written notice to
the County and mailing notice thereof, specifying the date when such resignation will take
effect, to the holders of all Refunded Bonds then outstanding, but no such resignation shall
take effect unless a successor Escrow Agent shall have been appointed by the holders of a
majority in aggregate principal amount of the Refunded Bonds then outstanding or by the
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County as hereinafter provided and such successor Escrow Agent shall have accepted such
appointment, in which event such resignation shall take effect immediately upon the
appointment and acceptance of a successor Escrow Agent.
The Escrow Agent may be replaced at any time by an instrument or concurrent
instruments in writing, delivered to the Escrow Agent and signed by either the County or the
holders of a majority in aggregate principal amount of the Refunded Bonds then outstanding,
Such instrument shall provide for the appointment of a successor Escrow Agent, which
appointment shall occur simultaneously with the removal of the Escrow Agent.
In the event the Escrow Agent hereunder shall resign or be removed, or be dissolved,
or shall be in the course of dissolution or liquidation, or otherwise become incapable of
acting hereunder, or in case the Escrow Agent shall be taken under the control of any public
officer or officers, or of a receiver appointed by a court, a successor may be appointed by the
holders of a majority in aggregate principal amount of the Refunded Bonds then outstanding
by an instrument or concurrent instruments in writing, signed by such holders, or by their
attorneys in fact, duly authorized in writing; provided, nevertheless, that in any such event,
the County shall appoint a temporary Escrow Agent to fill such vacancy until a successor
Escrow Agent shall be appointed by the holders of a majority in aggregate principal amount
of the Refunded Bonds then outstanding in the manner above provided, and any such
temporary Escrow Agent so appointed by the County shall immediately and without further
act be superseded by the Escrow Agent so appointed by such holders. The County shall mail
notice of any such appointment made by it at the times and in the manner described in the
frrst paragraph of this Section 16.
In the event that no appointment of a successor Escrow Agent or a temporary
successor Escrow Agent shall have been made by such holders or the County pursuant to the
foregoing provisions of this Section 16 within 60 days after written notice of resignation of
the Escrow Agent has been given to the County, the holder of any of the Refunded Bonds
or any retiring Escrow Agent may apply to any court of competent jurisdiction for the
appointment of a successor Escrow Agent, and such court may thereupon, after such notice,
if any, as it shall deem proper, appoint a successor Escrow Agent.
In the event of replacement or resignation of the Escrow Agent, the Escrow Agent
shall remit to the County the prorated portion of prepaid fees not yet incurred or payable, less
any termination fees and expenses at the time of discharge, and shall have no further liability
hereunder and the County shall indemnify and hold harmless Escrow Agent from any such
liability, including costs or expenses incurred by Escrow Agent or its counsel.
No successor Escrow Agent shall be appointed unless such successor Escrow Agent
shall be a corporation with trust powers organized under the banking laws of the United
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States or any State, and shall have at the time of appointment capital and surplus of not less
than $30,000,000 or trust assets under management of not less than $500,000,000.
Every successor Escrow Agent appointed hereunder shall execute, acknowledge and
deliver to its predecessor and to the County an instrument in writing accepting such
appointment hereunder and thereupon such successor Escrow Agent, without any further act,
deed or conveyance, shall become fully vested with all the rights, immunities, powers, trusts,
duties and obligations of its predecessor; but such predecessor shall nevertheless, on the
written request of such successor Escrow Agent or the County execute and deliver an
instrument transferring to such successor Escrow Agent all the estates, properties, rights,
powers and trust of such predecessor hereunder; and every predecessor Escrow Agent shall
deliver all securities and moneys held by it to its successor; provided, however, that before
any such delivery is required to be made, all fees, advances and expenses of the retiring or
removed Escrow Agent shall be paid in full. Should any transfer, assignment or instrument
in writing from the County be required by any successor Escrow Agent for more fully and
certainly vesting in such successor Escrow Agent the estates, rights, powers and duties
hereby vested or intended to be vested in the predecessor Escrow Agent, any such transfer,
assignment and instruments in writing shall, on request, be executed, acknowledged and
delivered by the County.
Any corporation into which the Escrow Agent, or any successor to it in the trusts
created by this Agreement, may be merged or converted or with which it or any successor
to it may be consolidated, or any corporation resulting from any merger, conversion,
consolidation or reorganization to which the Escrow Agent or any successor to it shall be a
party shall be the successor Escrow Agent under this Agreement without the execution or
filing of any paper or any other act on the part of any of the parties hereto, anything herein
to the contrary notwithstanding.
SECTION 17. TERMINA TION OF AGREEMENT. This Agreement shall
terminate when all transfers and payments required to be made by the Escrow Agent under
the provisions hereof shall have been made. Upon such termination, all moneys remaining
in the Escrow Fund shall be released to the County except as otherwise provided in the
Escrow Reinvestment Agreement.
SECTION 18. GOVERNING LAW. This Agreement shall be governed by the
applicable laws of the State of Florida.
SECTION 19. SEVERABILITY. If anyone or more of the covenants or
agreements provided in this Agreement on the part of the County or the Escrow Agent to be
performed should be determined by a court of competent jurisdiction to be contrary to law,
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such covenant or agreement shall be deemed and construed to be severable from the
remaining covenants and agreements herein contained and shall in no way affect the validity
of the remaining provisions of this Agreement.
SECTION 20. COUNTERPARTS. This Agreement may be executed in several
counterparts, all or any of which shall be regarded for all purposes as one original and shall
constitute and be but one and the same instrument.
SECTION 21. NOTICES. Any notice, authorization, request or demand required
or permitted to be given in accordance with the terms of this Agreement shall be in writing
and sent by registered or certified mail addressed to:
SouthTrust Bank, National Association
C/o Reliance Trust Company
101 N.E. Third Avenue, Suite 100
Fort Lauderdale, Florida 33301
Attention: Corporate Trust Department
Monroe County, Florida
500 Whitehead Street
Key West, Florida 33040
Attention: Clerk to the Board of County Commissioners
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IN WITNESS WHEREOF, the parties hereto have made and executed this Escrow
Deposit Agreement as of the date fITst written herein: the County through its Board of
County Commissioners, signing by and through its Mayor and Clerk of the County,
authorized to execute same by Board action on the _ day of January 1998, and
SouthTrust Bank, National Association duly authorized to execute same.
MONROE COUNTY, FLORIDA
(SEAL)
By:
Mayor/Chairman
ATTEST:
Clerk
SOUTHTRUST BANK, NA TIONAL
ASSOCIATION, as Escrow Agent
(SEAL)
By:
Authorized Signatory
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Type of Security
Type of Security
ESCROW SECURITIES
Bond Proceeds
Par Amount
Rate
County Moneys
Par Amount Rate
A-I
Price
~
SCHEDULE A
Maturity Date
Maturity Date
SCHEDULE B
DEBT SERVICE REQUIREMENTS FOR REFUNDED BONDS
~
Interest
Principal
Imal
B-1
BLANKET LETTER OF REPRESENTATIONS
EXHIBIT F
..
.
.
Blanket Issuer Letter of Representations
[To be Completed by Issuer]
Monroe County, Florida
[Name ofIssuer]
January 14, 1998
[Date:
Attention: Underwriting Department - Eligibility
The Depository Trust Company
55 Water Street; 50th Floor
New York,?\T)' 10041-0099
Ladies and Gentlemen:
This letter sets forth our understanding with respect to all issues (the .'Securities") that Issuer
shall request be made eligible for deposit by The Depository Trust Company ("DTC").
To induce DTC to accept the Securities as eligible for deposit at DTC, and to act in accordance
with DTC's Rules with respect to the Securities, Issuer represents to DTC that Issuer will comply
with the requirements stated in DTC's Operational Arrangements, as they may be amended from
time to time,
Note:
Schedule A contains statements that DTC believes
accuratel" describe DTC, the method of effecting book-
entry traDsfers of securities distributed through DTC, and
certain related matters.
Very truly yours,
Monroe County, Florida
(Issuer)
By:
Received and Accepted:
(Authorized Officer's Signature)
James Roberts, County Administrator
(T~e Same & TItle)
5100 College Road
Public Service BUi~, Wing II
(Street )
Key West, Florida 33040
THE DEPOSITORY TRUST COMPA.1\'Y
By:
(City) (State)
(305) 292-4441
(Zip)
(Phone Number)
SCHEDULE A
SAMPLE OFFERING DOCUME1\7 LANGUAGE
DESCRIBING BOOK-ENTRY-ONLY ISSUANCE
(Prepared by DTC-bracketed material ma)' be applicable only to certain issues)
1. The Depository Trost Company ("DTC"), New York, l\TY, will act as securities depository for the
securities (the "Securities"). The Securities will be issued as fully-registered securities registered in the
name of Cede & Co. (DTC's partnership nominee). One fully-registered Security certificate will be
issued for [each issue of] the Securities, [each] in the aggregate principal amount of such issue, and will
be deposited \\ith DTC. [If, however, the aggregate principal amount of [any] issue exceeds 5200
million, one certificate will be issued with respect to each $200 million of principal amount and an
additional certificate will be issued with respect to any remaining principal amount of such issue,]
2. DTC is a limited-purpose trust company organized under the New York Banking Law, a "banking
organization" within the meaning of the New York Banking Law, a member of the Federal Reserve
System, a "clearing corporation" within the meaning of the New York Unifonn Commercial Code, and a
"clearing agency" registered pursuant to the provisions of Section 17 A of the Securities Exchange Act of
1934. DTC holds securities that its participants ("Participants") deposit with DTC. DTC also facilitates
the settlement among Participants of securities transactions, such as transfers and pledges, in deposited
securities through electronic computerized book-entry changes in Participants' accounts, thereby
eliminating the need for physical movement of securities certificates. Direct Participants include
securities brokers and dealers, banks, trust companies, clearing corporations, and certain other
organizations. DTC is owned by a number of its Direct Participants and by the New York Stock
Exchange, Inc., the American Stock Exchange, Inc., and the National Association of Securities Dealers,
Inc. Access to the DTC system is also available to others such as securities brokers and dealers, banks,
and trust companies that clear through or maintain a custodial relationship with a Direct Participant,
either directly or indirectly ("Indirect Participants"). The Rules applicable to DTC and its Participants
are on file with the Securities and Exchange Commission.
3. Purchases of Securities under the DTC system must be made by or through Direct Participants,
which will receive a credit for the Securities on DTC's records. The ownership interest of each actual
purchaser of each Security ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect
Participants' records. Beneficial Owners will not receive written confinnation from DTC of their
purchase, but Beneficial Owners are expected to receive written confinnations providing details of the
transaction, as well as periodic statements of their holdings. from the Direct or Indirect Participant
through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the
Securities are to be accomplished by entries made on the books of Participants acting on behalf of
Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests
in Securities, except in the event that use of the book-enoy system for the Securities is discontinued.
4. To facilitate subsequent transfers, all Securities deposited by Participants with DTC are registered
in the name of DTC's partnership nominee, Cede & Co. The deposit of Securities with DTC and their
registration in the name of Cede & Co, effect no change in beneficial ownership. DTC has no
knowledge of the actual Beneficial Owners of the Securities; DTC's records reflect only the identity of
the Direct Participants to whose accounts such Securities are credited, which mayor may not be the
Beneficial Owners. The Participants will remain responsible for keeping account of their holdings on
behalf of their customers.
S. Conveyance of notices and other communications by DTC to Direct Participants, by Direct
Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial
Owners will be governed by arrangements among them, subject to any statutory or regulatory
requirements as may be in effect from time to time.
[6. Redemption notices shall be sent to Cede & Co. If less than all of the Securities within an issue are
being redeemed, DTC's practice is to detennine by lot the amount of the interest of each Direct
Participant in such issue to be redeemed.]
7. Neither DTC nor Cede & Co. will consent or vote with respect to Securities. Under its usual
procedures, DTC mails an Omnibus Proxy to the Issuer as soon as possible after the record date. The
Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose
accounts the Securities are credited on the record date (identified in a listing attached to the Omnibus
Proxy).
8. Principal and interest payments on the Securities will be made to DTC. DTC's practice is to credit
Direct Participants' accounts on payable date in accordance with their respective holdings shown on
DTC's records unless DTC has reason to believe that it will not receive payment on payable date.
Payments by Participants to Beneficial Owners will be governed by standing instructions and customary
practices, as is the case with securities held for the accounts of customers in bearer fonn or registered in
Mstreet name," and will be the responsibility of such Participant and not of DTC, the Agent, or the
Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time.
Payment of principal and interest to DTC is the responsibility of the Issuer or the Agent, disbursement
of such payments to Direct Participants shall be the responsibility of DTC, and disbursement of such
payments to the Beneficial Owners shall be the responsibility of Direct and Indirect Participants.
[9. A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through
its Participant, to the [Tender/Remarketing] Agent, and shall effect delivery of such Securities by causing
the Direct Participant to transfer the Participant's interest in the Securities, on DTC's records, to the
[Tender/RemarketingJ Agent. The requirement for physical delivery of Securities in connection with a
demand for purchase or a mandatory purchase will be deemed satisfied when the ownership rights in
the Securities are transferred by Direct Participants on DTC's records.]
10. DTC may discontinue providing its services as securities depository with respect to the Securities
at any time by giving reasonable notice to the Issuer or the Agent. Under such circumstances, in the
event that a successor securities depository is not obtained, Security certificates are required to be
printed and delivered.
11. The Issuer may decide to discontinue use of the system of book-enny transfers through DTC (or
a successor securities depository). In that event, Security certificates will be printed and delivered.
12. The infonnation in this section concerning DTC and DTC's book-enoy system has been obtained
from sources that the Issuer believes to be reliable, but the Issuer takes no responsibility for the
accuracy thereof.
EXHIBIT G
FORM OF CONTINUING DISCLOSURE CERTIFICATE
CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed and
delivered by Monroe County, Florida (the "County") in connection with the issuance of its
$ Sales Tax Refunding Revenue Bonds, Series 1998 (the "Series 1998 Bonds").
The Series 1998 Bonds are being issued pursuant to the County's Resolution No. 206-1990
adopted on March 27, 1990, as amended and supplemented (the "Resolution"). The County
covenants and agrees as follows:
SECTION 1. PURPOSE OF DISCLOSURE CERTIFICA TE. This
Disclosure Certificate is being executed and delivered by the County for the benefit of the
Series 1998 Bondholders and in order to assist the original underwriters of the Series 1998
Bonds in complying with Rule 15c2-12(b)(5) promulgated by the Securities and Exchange
Commission ("SEC") pursuant to the Securities Exchange Act of 1934 (the "Rule").
SECTION 2. PROVISION OF ANNUAL INFORMATION. Except as
otherwise provided herein, the County shall provide to all of the nationally recognized
municipal securities information repositories described in Section 4 hereof (the "NRMSIRs"),
and to any state information depository that is subsequently established within the State of
Florida (the "SID"), on or before April 30 of each year, commencing April 30, 1998, the
information set forth below in this Section 2. Notwithstanding the immediately preceding
sentence, to the extent any such information does not become available to the County before
April 30 of any year, the County shall provide such information when it becomes available,
but no later than one year following the end of the County's Fiscal Year.
(A) the County's Comprehensive Annual Financial Report for the immediately
preceding Fiscal Year (the "CAFR"), which shall include the audited fmandal statements of
the County for the immediately preceding Fiscal Year prepared in accordance with Generally
Accepted Accounting Principles, as modified by applicable State of Florida requirements and
the governmental accounting standards promulgated by the Government Accounting
Standards Board; provided, however, if the audited fmancial statements of the County are
not completed prior to April 30 of any year, the County shall provide unaudited fmancial
statements on such date and shall provide the audited fmancial statements as soon as
practicable following their completion; and
(B) to the extent not set forth in the CAFR, additional fmancial information and
operating data of the type included with respect to the County in the fmal official statement
prepared in connection with the sale and issuance of the Series 1998 Bonds (as amended, the
"Official Statement"), as set forth below:
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1. Updates of information set forth in the Official Statement relating to:
a. Table on page 9 regarding Historical State Sales Tax Collections.
b. Tables on page 11 regarding Historical Local Government
Infrastructure Sales Surtax Revenues Received by Monroe County,
Florida and the Historical Monthly Infrastructure Sales Surtax
Revenues.
2. Description of any indebtedness payable in whole or in part from the
Pledged Funds (as defmed in the Official Statement),
3. Any other financial information or operating data of the type included
in the Official Statement which would be material to a holder or prospective holders
of the Series 1998 Bonds.
For purposes of this Disclosure Certificate, "Fiscal Year" means the period
commencing on October 1 and ending on September 30 of the next succeeding year, or such
other period of time provided by applicable law.
SECTION 3. REPORTING SIGNIFICANT EVENTS. The County shall
provide to the NRMSIRs or the Municipal Securities Rulemaking Board (the "MSRB") and
to the SID, on a timely basis, notice of any of the following events, if such event is material
with respect to the Series 1998 Bonds or the County's ability to satisfy its payment
obligations with respect to the Series 1998 Bonds:
(A) Principal and interest payment delinquencies;
(B) Non-payment related defaults;
(C) Unscheduled draws on the debt service reserve fund reflecting fmancial
difficulties;
(D) Unscheduled draws on credit enhancement reflecting fmancial difficulties;
(E) Substitution of credit or liquidity providers, or their failure to perform;
(F) Adverse tax opinions or events affecting the tax-exempt status of the Series
1998 Bonds;
(G) Modifications to rights of Series 1998 Bondholders;
G-2
(H) Calls on the Series 1998 Bonds;
(I) Defeasance of the Series 1998 Bonds;
(1) Release, substitution, or sale of property securing repayment of the Series 1998
Bonds;
(K) Rating changes; and
(L) Notice of any failure on the part of the County or any other Obligated Person
(as defmed herein) to meet the requirements of Section 2 hereof.
The County may from time to time, in its discretion, choose to provide notice of the
occurrence of certain other events, in addition to those listed in this Section 3, if, in the
judgment of the County, such other events are material with respect to the Series 1998
Bonds, but the County does not specifically undertake to commit to provide any such
additional notice of the occurrence of any material event except those events listed above,
Whenever the County obtains knowledge of the occurrence of a significant event
described in this Section 3, the County shall as soon as possible determine if such event
would be material under applicable federal securities law to holders of Series 1998 Bonds,
provided, that any event under clauses (D), (E), (F), (K) or (L) above will always be deemed
to be material.
SECTION 4. NRMSIRs. The NRMSIRs to which the County shall provide
the information described in Sections 2 and 3 above, to the extent required, shall be the
following organizations, their successors and assigns:
(A) Bloomberg Municipal Repository
P.O. Box 840
Princeton, New Jersey 08542-0840
Phone: 609/279-3200
Fax: 609/279-5962
Email: munis@bloomberg.com
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(B) Thomson NRMSIR
Attn: Municipal Disclosure
395 Hudson Street, 3rd Floor
New York, New York 10014
Phone: 212/807-5001
800/689-8466
Fax: 212/989-2078
Email: Disclosure@muller.com
(C) Kenny Information Systems, Inc.
65 Broadway, 16th Floor
New York, New York 10006
Attn: Kenny RepositOlY Service
Phone: 212/770-4595
Fax: 212/797-7994
(D) DPC Data Inc.
One Executive Drive
Fort Lee, New Jersey 07024
Phone: 201/346-0701
Fax: 201/947-0107
Email: NRMSIR@dpcdata.com
(E) Any NRMSIRs that are established subsequently and approved by the SEe.
(F) A list of the names and addresses of all designated NRMSIRs as of any date
may currently be obtained by calling the SEC's Fax on Demand Service at 202/942-8088 and
requesting document number 0206.
SECTION 5. NO EVENT OF DEFAULT. Notwithstanding any other
provision in the Resolution to the contrary, failure of the County to comply with the
provisions of this Disclosure Certificate shall not be considered an event of default under the
Resolution; provided, however, any Series 1998 Bondholder may take such actions as may
be necessary and appropriate, including pursuing an action for mandamus or specific
performance, as applicable, by court order, to cause the County to comply with its
obligations hereunder. For purposes of this Disclosure Certificate, "Series 1998 Bondholder"
shall mean any person who (A) has the power, directly or indirectly, to vote or consent with
respect to, or to dispose of ownership of, any Series 1998 Bonds (including persons holding
Series 1998 Bonds through nominees, depositories or other intermediaries), or (B) is treated
as the owner of any Series 1998 Bond for federal income tax purposes,
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SECTION 6. INCORPORATION BY REFERENCE. Any or all of the
information required herein to be disclosed may be incorporated by reference from other
documents, including official statements or debt issues of the County of related public
entities, which have been submitted to each of the NRMSIRs and the SID, if any, or the SEe.
If the document incorporated by reference is a fmal official statement, it must be available
from the MSRB. The County shall clearly identify each document incorporated by
reference.
SECTION 7. DISSEMINATION AGENTS. The County may, from time to
time, appoint or engage a dissemination agent to assist it in carrying out its obligations under
this Disclosure Certificate, and may discharge any such agent, with or without appointing
a successor disseminating agent.
SECTION 8. TERMINA TION. The County's obligations under this
Disclosure Certificate shall terminate upon (A) the legal defeasance, prior redemption or
payment in full of all of the Series 1998 Bonds, or (B) the termination of the continuing
disclosure requirements of the Rule by legislative, judicial or administrative action.
SECTION 9. AMENDMENTS. Notwithstanding any other provision of this
Disclosure Certificate, the County may amend this Disclosure Certificate, and any provision
may be waived, if such amendment or waiver is supported by an opinion of counsel that is
nationally recognized in the area of federal securities laws, to the effect that such amendment
or waiver would not, in and of itself, cause the undertakings herein to violate the Rule if such
amendment or waiver had been effective on the date hereof but taking into account any
subsequent change in or official interpretation of the Rule.
SECTION 10. ADDITIONAL INFORMATION. Nothing in this Disclosure
Certificate shall be deemed to prevent the County from disseminating any other information,
using the means of dissemination set forth in this Disclosure Certificate or any other means
of communication, or including any other information in its annual information described in
Section 2 hereof or notice of occurrence of a significant event described in Section 3 hereof,
in addition to that which is required by this Disclosure Certificate. If the County chooses to
include any information in its annual information or notice of occurrence of a significant
event in addition to that which is specifically required by this Disclosure Certificate, the
County shall have no obligation under this Disclosure Certificate to update such information
or include it in its future annual information or notice of occurrence of a significant event.
SECTION 11. OBLIGA TED PERSONS. If any person, other than the
County, becomes an Obligated Person (as defmed in the Rule) relating to the Series 1998
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Bonds, the COWlty shall use its best efforts to require such Obligated Person to comply with
all provisions of the Rule applicable to such Obligated Person.
Dated: January 1, 1998
MONROE COUNTY, FLORIDA
By:
Mayor, Board of COWlty Commissioners
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