Resolution 005-1993
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RESOLUTION NO.
005
-1993
A RESOLUTION FIXING THE DATE, MATURITY
SCHEDULE, INTEREST RATES, INTEREST PAYMENT
DATES, REDEMPTION PROVISIONS AND BOND
REGISTRAR, PAYING AGENT AND CUSTODIAL TRUSTEE
WITH RESPECT TO $4,585,000 CARD SOUND ROAD AND
BRIDGE IMPROVEMENT REVENUE BONDS, SERIES 1993,
OF MONROE COUNTY, FLORIDA; AWARDING THE BONDS .
AT NEGOTIATED SALE TO THE PURCHASER; APPROVIJ{G CD_~
THE FORM AND DISSEMINATION OF THE OFFICIkL 0 ~ ;--
STATEMENT FOR THE BONDS; CANCELLIijb ~ I"'T1 rTl
AUTHORIZATION FOR THE ISSUANCE OF THE BALANCl!:~ z c:P- c,
OF THE BONDS; AUTHORI ZING ALL OTHER NECESSAft?";:: C.) 6
ACTION IN CONNECTION WITH THE ISSUANCE OF T~~ ~ ~
BONDS; AND PROVIDING AN EFFECTIVE DATE, ~~ ~ ~ ~
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BE IT RESOLVED BY THE BOARD OF COUNTY COMMI5SIdNER&O~
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MONROE COUNTY, FLORIDA: C
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SECTION 1. AUTHORITY FOR RESOLUTION. This resolution
is adopted pursuant to Sections 215.84 and 218.385, Florida-
Statutes, and other applicable provisions of law.
SECTION 2. FINDINGS.
determined and declared that:
It is hereby ascertained,
A. A resolution (the "Resolution") of the Board of
County Commissioners (the "Governing Body") of. Monroe County,
Florida (the "Issuer"), duly adopted on January 13, 1993,
authorized the issuance of not exceeding $5,000,000 Card Sound
Road and Bridge Improvement Revenue Bonds, Series 1993 (the
"Bonds"), to finance a portion of the costs of construction of
certain improvements to the Card Sound Bridge and approach road
facilities.
B. Prior to
changes have occurred
interest rates on long
to the Issuer.
adoption of this resolution, significant
in the municipal bond market regarding
term municipal bonds, which are favorable
C. Based upon all available information and advice from
the staff of the Issuer, the Governing Body has determined that
it is in the best interest of the Issuer to respond to these
favorable market conditions without undue delay.
D. There is insufficient time to
favorable market conditions by offering the
sale.
respond to these
Bonds for public
E, The complex
requires lengthy and
unreasonably restricted
sale.
character
detailed
by the
of the issuance of the Bonds
structuring which could be
lack of flexibility at public
F, A negotiated sale of these Bonds will result in the
most favorable bond financing plan and is in the best interest of
the Issuer,
G. There has been filed with the Issuer, prior to
adoption of this resolution, the disclosure statement required by
Section 218,385(4), Florida Statutes,
H. The Issuer has received a commitment (the
"Commitment") for municipal bond insurance from Municipal Bond
Investors Assurance Corporation (the "Insurer") and, therefore,
expects to receive from Standard & Poor's Corporation, New York,
New York, or Moody'S Investors Service, New York, New York, prior
to issuance of the Bonds, a bond rating in one of its 3 highest
classifications.
I. William R. Hough & Co. (the "Purchaser"), has by
written proposal, offered to purchase $4,585,000 aggregate
principal amount of the Bonds at the price of $4,491,595.15 (the
"purchase Price"), plus accrued interest to the date of delivery,
at the interest rates set forth below.
J. It is necessary and desirable at this time to fix
the date, maturity schedule, interest rates, interest payment
dates, redemption provisions and bond registrar, paying agent and
custodial trustee with respect to the Bonds; to award the Bonds
at negotiated sale to the Purchaser; to approve the form and
dissemination of the official statement for the Bonds; to cancel
authorization for the issuance of the balance of the Bonds; and
to authorize all other necessary action in connection with the
issuance of the Bonds.
SECTION 3.
herein shall have
Resolution.
DEFINITIONS.
the meanings
Terms not otherwise defined
ascribed to them by the
SECTION 4. REMAINING FISCAL DETAILS FOR BONDS. The
date, maturity schedule, interest rates, interest payment dates
and redemption provisions for the Bonds shall be as set forth
below.
The Bonds shall be dated January 1, 1993, and bear
interest payable on May 1, 1993, and semiannually thereafter on
November 1 and May 1 of each year.
Bonds in the aggregate principal
shall be issued as serial bonds, shall bear
per annum and shall mature on November 1 in
as follows:
amount of $4,585,000
interest at the rates
the years and amounts
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3Z47/MON59001/AC9
Interest Interest
Year Amount Rate Year Amount Rate
1993 $155,000 2.40% 2001 $335,000 5.10%
1994 175,000 3.10 2002 350,000 5.30
1995 185,000 3.70 2003 370,000 5,40
1996 195,000 4,00 2004 390,000 5.50
1997 205,000 4.30 2005 410,000 5.60
1998 295,000 4.50 2006 435,000 5,70
1999 305,000 4.70 2007 460,000 5.80
2000 320,000 4,80
If after completion of the Project, the Issuer has funds on
deposit in the Construction Fund which are not needed to pay
project costs, then the Issuer shall as soon as practicable after
completion of the Project, to the extent necessary to exhaust
such funds, redeem outstanding Bonds, or portions thereof, in
inverse order of maturity and by lot within a single maturity, at
a price of par and accrued interest to the date of redemption;
provided, however, that no such redemption shall occur before
January 1, 1995,
The Bonds or portions thereof maturing in and prior to
the year 2002 are not subject to redemption prior to their
respective stated dates of maturity, at the option of the Issuer,
To the extent the Issuer has not sold any Option Rights (defined
below) with respect to the Bonds or portions thereof maturing in
the year 2003 and thereafter (collectively, the "Callable
Bonds"), the Callable Bonds shall, at the option of the Issuer,
be redeemable other than by operation of the Bond Amortization
Account, in whole at any time on or after November 1, 2002, or in
part, in such manner determined by the Issuer, on November 1,
2002, or on the first day of any month thereafter, at a price of
par and accrued interest, plus the premiums specified below,
expressed as percentages of the principal amount of the Bonds or
portions thereof to be so redeemed, if redeemed during the
following periods:
Redemption Period
(both dates inclusive)
Premium
November 1, 2002, to October 31, 2003
November 1, 2003, to October 31, 2004
November 1, 2004, and thereafter
2%
1
o
In addition to being subject to optional redemption by
the Issuer as described above, the Callable Bonds, at the option
of the Issuer, are subject to mandatory tender for purchase at
any time on or after November 1, 2002, in whole or in part, in
any order of maturity selected by the Issuer and by lot within a
maturity if less than a full maturity, at a price of par and
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3Z47/MON59001/AC9
accrued interest, plus the premiums specified below, expressed as
percentages of the principal amount of the Bonds or portions
thereof to be so purchased, if purchased during the following
periods:
Purchase Period
(both dates inclusive)
November 1, 2002, to October 31, 2003
November 1, 2003, to October 31, 2004
November 1, 2004, and thereafter
Premium
2%
1
o
The Issuer shall have the right to sell to one or more
third parties, all or any portion of its rights to call the
Callable Bonds or portions thereof for mandatory tender for
purchase (the "Option Rights"). Any such sale will transfer to
the purchaser all or a portion of the rights of the Issuer to
require the mandatory tender for purchase of an identified
maturity and identified principal amount of the Callable Bonds
for an identified period of time prior to the maturity of those
Bonds. If such a sale is made, the Issuer will not have the
right to call for prior redemption, an amount of Bonds equal to
the amount of Bonds for which Option Rights have been sold, with
the same maturity as the maturity of the Bonds as to which option
Rights have been sold for the period during which those Option
Rights may be exercised.
At least 30 days (but no earlier than 180 days) prior to
the execution by the Issuer of a contract for the sale of Option
Rights, the Issuer shall cause the Bond Registrar to mail a
notice by registered or certified mail to the registered owner of
each of the Callable Bonds to the effect that the Issuer is
considering the sale of the Option Rights with respect to the
Callable Bonds. This notice will state that it is a notice of
proposed sale of Option Rights with respect to the Callable
Bonds; shall include the name and address of the person qr entity
who may be contacted for additional information concerning the
proposed sale; and may list, but is not required to list, the
maturities with respect to which the Option Rights are proposed
to be sold and the CUSIP numbers of those maturities. Any error
in the maturities, CUSIP numbers or otherwise, or the failure of
any registered owner to receive such notice will not affect the
ability of the Issuer to proceed with the sale of the Option
Rights,
The details of the sale of Option Rights, including
transfers or exchanges of Option Rights, form of Option Rights
certificates, mechanics of exercise of Option Rights, including
payment of the option purchase price, provisions for periods
during which the Option Rights may be exercised, and provisions
for "linking" an Option Right to a Callable Bond in order to
eliminate the right of the Issuer to call that Bond for prior
redemption and eliminate the right of the Issuer or any other
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3247/MON59001/AC9
pftrty to call that Bond for mandatory tender for purchase, both
for the period of time during which the option Right was
exercisable, will be set forth in a subsequent resolution of the
Governing Body adopted prior to the time Option Rights are sold
without the consent of the registered owners or beneficial owners
of the Bonds,
SECTION 5, BOND REGISTRAR AND PAYING AGENT, The bond
registrar and paying agent with respect to the Bonds shall be
Barnett Banks Trust Company, N.A., Jacksonville, Florida.
SECTION 6.
with respect to the
Tampa, Florida.
CUSTODIAL TRUSTEE. The custodial trustee
Bonds shall be NationsBank, Florida, N.A.,
SECTION 7. AWARD OF BONDS. Bonds in the aggregate
principal amount of $4,585,000 are hereby awarded and sold to the
purchaser at the Purchase Price, plus accrued interest to the
date of delivery, bearing interest as stated above, and upon the
remaining terms and conditions of the purchase proposal,
SECTION 8. STATEMENT OF INSURANCE. There shall be
printed on the back of each Bond a statement to the effect that
payment of the principal of and interest on the Bonds is insured
by the Insurer, and the proper officer of the Issuer is
authorized and directed to pay the premium for such insurance
upon the delivery of the Bonds.
SECTION 9. OFFICIAL STATEMENT. The form and
dissemination of the preliminary official statement ("deemed
final") (except for permitted omissions) as of its date for
purposes of SEC Rule 15c2-12(b)(1)) with respect to and in
connection with the marketing of the Bonds are hereby approved.
The proper officers or agents of the Governing Body or of the
Issuer are hereby authorized and directed to prepare, or cause to
be prepared, the final official statement for the Bonds in
substantially the form of the preliminary official statement with
such changes and additions as may be requested from time to time
by the officers or agents of the Issuer, without further
authorization from this Governing Body.
SECTION 10. CANCELLATION OF BALANCE OF BONDS. The
authorization for issuance of the unsold balance of the Bonds is
hereby cancelled and rescinded.
SECTION 11. NECESSARY ACTION. The proper officers of
the Issuer are hereby designated agents of the Issuer in
connection with the issuance of the Bonds, and are authorized and
empowered, individually or collectively, to take all action and
steps and to execute and deliver any and all instruments,
documents or contracts on behalf of the Issuer which are required
by the Resolution and/or are necessary and desirable in
connection with the execution and delivery of the Bonds, and
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3247/MON59001/AC9
which are not inconsistent with this resolution and any other
action relating to the Bonds, The chief financial officer of the
Issuer, or his designee, is further authorized to make or effect
any election, selection, choice, consent, approval or waiver on
behalf of the Issuer with respect to the Bonds as the Issuer is
permitted or required to make or give under the federal income
tax laws, for the purpose of assuring, enhancing or protecting
favorable tax treatment or characterization of the Bonds or
interest thereon or assisting compliance with requirements for
that purpose, reducing the burden or expense of such compliance,
reducing the rebate amount or payments of penalties thereon, or
making payments in lieu thereof, or obviating such amounts or
payments, as determined by such officer, or his designee. Any
action of such officer, or his designee, in that regard shall be
in writing and signed by the officer, or his designee.
SECTION 12. REPEALING CLAUSE. All resolutions or parts
thereof of the Governing Body in conflict with the provisions
contained in this resolution are, to the extent of such conflict,
hereby superseded and repealed.
SECTION 13. EFFECTIVE DATE. This resolution shall take
effect immediately upon its adoption.
Adopted this January 13, 1993.
MONROE COUNTY, FLORIDA
(SEAL)
ATTEST:
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Clerk, Board of Q6unty
Commissioners
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