Backup Documents 09/11/2018 Item #11A ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 1 1 A
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1.
2.
3. County Attorney Office County Attorney Office JAK 9/27/18
4. BCC Office Board of County R {
Commissioners \j- / > ck\2-1,\\`%
5. Minutes and Records Clerk of Court's Office Ct 19"1�d (Q:4112^
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees
above,may need to contact staff for additional or missing information.
Name of Primary Staff Derek Johnssen,Assistant Finance Director Phone Number 252-7863
Contact/Department
Agenda Date Item was 9/11/18 Agenda Item Number 11-At„V"..--
Approved by the BCC
Type of Document Resolution—Amending Resolution No. Number of Original One
Attached 2017-141 Documents Attached
PO number or account n/a r t S5
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature JAK
2. Does the document need to be sent to another agency for additional signatures? If yes, JAK
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be JAK
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's JAK
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the JAK
document or the fmal negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JAK
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this JAK
routing slip should be provided to the County Attorney Office at the time the item is
input into MinuteTraq. Some documents are time sensitive and require forwarding
to Tallahassee within a certain time frame or the BCC's actions are nullified. Be
aware of your deadlines!
8. The document was approved by the BCC on 9/11/18 and all changes made during the JAK N/A is not
meeting have been incorporated in the attached document. The County Attorney's an option for
Office has reviewed the changes,if applicable. "^-.. ,this line.
9. Initials of attorney verifying that the attached document is the version approved by th � �. A is not
BCC,all changes directed by the BCC have been made,and the document is ready fo th, an ption for
Chairman's signature. f - thi
[04-COA-01081/1344830/111:Forms!County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;
Revised 11/30/12
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MEMORANDUM
Date: September 27, 2018
To: Derek Johnssen, Finance Director
Clerk of Courts Finance Department
From: Teresa Cannon, Deputy Clerk
Minutes & Records Department
Re: Resolution 2018-155: Tourist Development Tax Revenue Bonds
Attached is certified copy of the document referenced above, (#11A) adopted by the
Board of County Commissioners on Tuesday, September 11, 2018.
If you have any questions, please feel free to contact me at 252-8411.
Thank you.
Attachment
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RESOLUTION 2018- 1 55
A RESOLUTION OF THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA
AMENDING AND SUPPLEMENTING RESOLUTION
NO. 2017-141 IN CERTAIN RESPECTS, WHICH
RESOLUTION NO. 2017-141 AUTHORIZED THE
ISSUANCE BY COLLIER COUNTY OF TOURIST
DEVELOPMENT TAX REVENUE BONDS FROM TIME
TO TIME; AUTHORIZING THE ISSUANCE OF NOT
EXCEEDING $70,000,000 AGGREGATE PRINCIPAL
AMOUNT OF COLLIER COUNTY, FLORIDA TOURIST
DEVELOPMENT TAX REVENUE BONDS, SERIES 2018
IN ORDER TO FINANCE COSTS OF THE
DEVELOPMENT, ACQUISITION, CONSTRUCTION
AND EQUIPPING OF A REGIONAL TOURNAMENT
CALIBER AMATEUR SPORTS COMPLEX; MAKING
CERTAIN COVENANTS AND AGREEMENTS WITH
RESPECT TO SAID BONDS; AUTHORIZING THE
AWARDING OF SAID BONDS PURSUANT TO A
PUBLIC BID; DELEGATING CERTAIN AUTHORITY TO
THE COUNTY MANAGER FOR THE AWARD OF THE
BONDS AND THE APPROVAL OF THE TERMS AND
DETAILS OF SAID BONDS; AUTHORIZING THE
PUBLICATION OF A NOTICE OF SALE FOR THE
BONDS OR A SUMMARY THEREOF; AUTHORIZING
THE DISTRIBUTION OF A PRELIMINARY OFFICIAL
STATEMENT AND THE EXECUTION AND DELIVERY
OF AN OFFICIAL STATEMENT WITH RESPECT
THERETO; APPOINTING THE PAYING AGENT AND
REGISTRAR FOR SAID BONDS; ESTABLISHING A
BOOK-ENTRY SYSTEM OF REGISTRATION FOR THE
BONDS; AUTHORIZING THE EXECUTION AND
DELIVERY OF A CONTINUING DISCLOSURE
CERTIFICATE; AND PROVIDING AN EFFECTIVE
DATE.
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA:
SECTION 1. FINDINGS. It is hereby found and determined that:
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(A) On July 11, 2017, the Board of County Commissioners of Collier County,
Florida (the "Issuer") duly adopted Resolution No. 2017-141 (the "Original Resolution"),
authorizing, among other things, the issuance by the Issuer of Tourist Development Tax
Revenue Bonds from time to time.
(B) Pursuant to the Original Resolution, the Issuer authorized the issuance of its
Collier County, Florida Tourist Development Tax Revenue Bonds, Series 2017 (the
"Series 2017 Bonds") to finance costs of the Initial Project (as defined in the Original
Resolution) and initiated bond validation proceedings in the Circuit Court for the
Twentieth Judicial Circuit in and for Collier County, Florida, which Court issued a Final
Judgment dated October 20, 2017, validating such Series 2017 Bonds; no appeal was
taken with respect to such Final Judgment.
(C) The Issuer previously found in the Original Resolution, among other things,
that the Initial Project should be acquired, constructed and equipped in order to promote
tourism and attract tourists within the Issuer and to improve the health, safety and welfare
of the Issuer's inhabitants and that it was in the best interest of the Issuer to finance costs
of the Initial Project through the issuance of the Series 2017 Bonds pursuant to the
provisions of the Original Resolution.
(D) The Issuer deems it now to be an appropriate time to issue the Series 2017
Bonds to finance costs of the Initial Project; provided, however, because it is now
calendar year 2018, the Series 2017 Bonds will be re-designated and issued as the Collier
County, Florida Tourist Development Tax Revenue Bonds, Series 2018 (the "Series 2018
Bonds") and all references to the Series 2017 Bonds in the Original Resolution and herein
shall mean the Series 2018 Bonds.
(E) In accordance with Section 218.385, Florida Statutes, and pursuant to this
Supplemental Resolution (as defined in the Original Resolution), the Series 2018 Bonds
shall be advertised for competitive bids pursuant to the Official Notice of Sale, the form
of which is attached hereto as Exhibit A (the "Official Notice of Sale").
(F) Pursuant to the Official Notice of Sale, any competitive bids received in
accordance with the Official Notice of Sale on or prior to the time and date determined by
the County Manager upon the advice of the Issuer's financial advisor, PFM Financial
Advisors LLC (the "Financial Advisor"), in accordance with the terms and provisions of
the Official Notice of Sale, shall be publicly opened and announced.
(G) It is desirable for the Issuer to be able to advertise and award the
Series 2018 Bonds at the most advantageous time and date which shall be determined by
the County Manager upon the advice of the Financial Advisor; and, accordingly, the
Issuer hereby determines to delegate the advertising and awarding of the Series 2018
Bonds to the County Manager within the parameters described herein.
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(H) It is necessary and appropriate that the Board determine certain parameters
for the terms and details of the Series 2018 Bonds and to delegate certain authority to the
County Manager for the award of the Series 2018 Bonds and the approval of the terms of
the Series 2018 Bonds in accordance with the provisions hereof, of the Original
Resolution and of the Official Notice of Sale.
(I) In the event Bond Counsel to the Issuer shall determine that the Series 2018
Bonds have not been awarded competitively in accordance with the provisions of
Section 281.385, Florida Statutes, the Board shall adopt such resolutions and make such
findings as shall be necessary to authorize and ratify a negotiated sale of the Series 2018
Bonds in accordance with said Section 218.385, Florida Statutes.
(J) It is necessary and desirable to amend the Original Resolution in certain
respects (as so amended hereby and as it may be amended and supplemented from time to
time, the "Resolution").
(K) The Series 2018 Bonds shall not be or constitute general obligations or
indebtedness of the Issuer as "bonds" within the meaning of any constitutional or
statutory provision but shall be special obligations of the Issuer, payable solely from and
secured by a lien upon and pledge of the Pledged Funds, in the manner and to the extent
provided in the Resolution.
(L) The covenants, pledges and conditions in the Resolution shall be applicable
to the Series 2018 Bonds herein authorized and said Series 2018 Bonds shall constitute
"Bonds" within the meaning of the Resolution.
SECTION 2. DEFINITIONS; AUTHORITY FOR THIS
SUPPLEMENTAL RESOLUTION. When used in this Supplemental Resolution, the
terms defined in the Resolution shall have the meanings therein stated, except as such
definitions may be hereinafter amended or defined. This Supplemental Resolution is
adopted pursuant to the provisions of the Act and the Resolution.
SECTION 3. REIMBURSEMENT. The Issuer is authorized to reimburse
itself for any of its own funds it has expended for the Initial Project in accordance with
the provisions of the Code and which are approved by Bond Counsel.
SECTION 4. DESCRIPTION OF THE SERIES 2018 BONDS. The
Issuer hereby authorizes the issuance of a Series of Bonds in the aggregate principal
amount of not exceeding $70,000,000 to be known as the "Collier County, Florida
Tourist Development Tax Revenue Bonds, Series 2018" (or such other series designation
as the County Manager may determine), for the purpose of financing and reimbursing
Costs of the Initial Project and paying costs of issuance of the Series 2018 Bonds. All
references to the Series 2017 Bonds in the Original Resolution shall mean the Series 2018
Bonds. The aggregate principal amount of the Series 2018 Bonds to be issued pursuant
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to the Resolution shall be determined by the County Manager, upon the advice of the
Financial Advisor, provided such aggregate principal amount does not exceed
$70,000,000. The Series 2018 Bonds shall be dated as of their date of delivery or such
other date as the County Manager may determine, 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 preceded by the letter "R",
shall bear interest from the dated date determined therefor, payable semi-annually, on
April 1 and October 1 of each year (the "Interest Dates"), commencing on April 1, 2019,
or such other dates as may be determined by the County Manager, upon the advice of the
Financial Advisor.
Interest on the Series 2018 Bonds shall be payable by check or draft of TD Bank,
N.A., Cherry Hill, New Jersey, as Paying Agent (the "Paying Agent"), made payable and
mailed to the Holder in whose name such Series 2018 Bonds shall be registered at the
close of business on the date which shall be the fifteenth day (whether or not a business
day) of the calendar month next preceding the applicable Interest Date, or, at the request
of such Holder, by bank wire transfer to the account of such Holder. Principal of or
Redemption Price, if applicable, on the Series 2018 Bonds is payable to the Holder upon
presentation, when due, at the designated corporate trust office of the Paying Agent.
Interest shall be calculated on the basis of a 360-day year consisting of twelve 30-day
months. All payments of principal, premium, if applicable, and interest on the Series
2018 Bonds shall be payable in any coin or currency of the United States of America
which at the time of payment is legal tender for the payment of public and private debts.
The Series 2018 Bonds shall bear interest at such rates and yields, shall mature on
October 1 of each of the years and in the principal amounts corresponding to such years,
and shall have such redemption provisions as determined by the County Manager subject
to the conditions set forth in Sections 4, 5 and 6 hereof and the provisions of the Official
Notice of Sale. The final maturity of the Series 2018 Bonds shall not be later than
October 1, 2048. All of the terms of the Series 2018 Bonds will be included in a
certificate to be executed by the County Manager, or his designee, following the award of
the Series 2018 Bonds (the "Award Certificate") and shall be set forth in the final Official
Statement, as described herein.
SECTION 5. AWARD OF SERIES 2018 BONDS. The County Manager,
on behalf of the Issuer and only in accordance with the terms hereof and of the Official
Notice of Sale, shall award the Series 2018 Bonds to the underwriter or underwriters (the
"Underwriters") that submit a bid proposal which complies in all respects with the
Resolution, this Supplemental Resolution and the Official Notice of Sale and offers to
purchase the Series 2018 Bonds at the lowest true interest cost to the Issuer, as calculated
by the Issuer's Financial Advisor in accordance with the terms and provisions of the
Official Notice of Sale. In accordance with the provisions of the Official Notice of Sale,
the County Manager may, in his sole discretion, reject any and all bids.
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SECTION 6. REDEMPTION PROVISIONS FOR SERIES 2018
BONDS. The Series 2018 Bonds may be redeemed prior to their respective maturities
from any moneys legally available therefor, upon notice as provided in the Resolution,
upon the terms and provisions as determined by the County Manager, in his discretion
and upon the advice of the Financial Advisor; provided, however, with respect to optional
redemption terms for the Series 2018 Bonds, if any, the first optional redemption date
may be no later than October 1, 2028 and there shall be no call premium relating to any
optional redemption. Terms Bonds may be established in accordance with the provisions
of the Official Notice of Sale. The redemption provisions for the Series 2018 Bonds, if
any, shall be set forth in the Award Certificate and in the final Official Statement.
Notwithstanding the foregoing, the County Manager, upon the advice of the Financial
Advisor, may determine to issue the Series 2018 Bonds without any optional redemption
provisions.
SECTION 7. FULL BOOK-ENTRY. Notwithstanding the provisions set
forth in Section 2.07 of the Resolution, the Series 2018 Bonds shall be initially issued in
the form of a separate single certificated fully registered Series 2018 Bond for each of the
maturities of the Series 2018 Bonds. Upon initial issuance, the ownership of each such
Bond shall be registered in the registration books kept by the Registrar in the name of
Cede & Co., as nominee of The Depository Trust Company ("DTC"). As long as the
Series 2018 Bonds are registered in the name of Cede & Co., all of the Outstanding
Series 2018 Bonds shall be registered in the registration books kept by the Registrar in
the name of Cede & Co., all payments of principal on the Series 2018 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 2018 Bonds, upon presentation of the Series 2018 Bonds to be paid,
to the Paying Agent.
With respect to Series 2018 Bonds registered in the registration books kept by the
Registrar in the name of Cede & Co., as nominee of DTC, the Issuer, the Registrar and
the Paying Agent shall have no responsibility or obligation to any direct or indirect
participant in the DTC book-entry program (the "Participants"). Without limiting the
immediately preceding sentence, the Issuer, the Registrar and the Paying Agent shall
have no responsibility or obligation with respect to (A) the accuracy of the records of
DTC, Cede & Co. or any Participant with respect to any ownership interest on the
Series 2018 Bonds, (B) the delivery to any Participant or any other Person other than a
Bondholder, as shown in the registration books kept by the Registrar, of any notice with
respect to the Series 2018 Bonds, including any notice of redemption, or (C) the payment
to any Participant or any other Person, other than a Bondholder, as shown in the
registration books kept by the Registrar, of any amount with respect to principal of,
Redemption Price, if any, or interest on the Series 2018 Bonds. The Issuer, the Registrar
and the Paying Agent may treat and consider the Person in whose name each Series 2018
Bond is registered in the registration books kept by the Registrar as the Holder and
absolute owner of such Bond for the purpose of payment of principal, Redemption Price,
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if any, and interest with respect to such Bond, for the purpose of giving notices of
redemption and other matters with respect to such Bond, for the purpose of registering
transfers with respect to such Bond, and for all other purposes whatsoever. The Paying
Agent shall pay all principal of, Redemption Price, if any, and interest on the Series 2018
Bonds only to or upon the order of the respective Holders, as shown in the registration
books kept by the Registrar, or their respective attorneys duly authorized in writing, as
provided herein and all such payments shall be valid and effective to fully satisfy and
discharge the Issuer's obligations with respect to payment of principal of, Redemption
Price, if any, and interest on the Series 2018 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
Registrar, shall receive a certificated Bond evidencing the obligation of the Issuer to
make payments of principal, Redemption Price, if any, and interest pursuant to the
provisions of the Resolution. 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 in the Resolution with respect to transfers during the 15 days
next preceding an Interest Date or first mailing of notice of redemption, the words "Cede
& Co." in this Supplemental Resolution shall refer to such new nominee of DTC; and
upon receipt of such notice, the Issuer shall promptly deliver a copy of the same to the
Registrar and the Paying Agent.
Upon (A) receipt by the Issuer of written notice from DTC (i) to the effect that a
continuation of the requirement that all of the outstanding Series 2018 Bonds be
registered in the registration books kept by the Registrar in the name of Cede & Co., as
nominee of DTC, is not in the best interest of the beneficial owners of the Series 2018
Bonds or (ii) to the effect that DTC is unable or unwilling to discharge its responsibilities
and no substitute depository willing to undertake the functions of DTC hereunder can be
found which is willing and able to undertake such functions upon reasonable and
customary terms, or (B) determination by the Issuer that such book-entry only system is
burdensome or undesirable to the Issuer and compliance by the Issuer with all applicable
policies and procedures of DTC regarding discontinuing the book-entry only registration
system, the Series 2018 Bonds shall no longer be restricted to being registered in the
registration books kept by the Registrar in the name of Cede & Co., as nominee of DTC,
but may 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
Registrar shall authenticate, transfer and exchange the Series 2018 Bonds of like
principal amount and maturity, in denominations of $5,000 or any integral multiple
thereof to the Holders thereof. The foregoing notwithstanding, until such time as
participation in the book-entry only system is discontinued, the provisions set forth in the
Blanket Issuer Letter of Representations previously executed by the Issuer and delivered
to DTC shall apply to the payment of principal of, premium, if any, and interest on the
Series 2018 Bonds.
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SECTION 8. APPLICATION OF SERIES 2018 BOND PROCEEDS.
The proceeds derived from the sale of the Series 2018 Bonds shall be applied by the
Issuer as follows:
(A) A sufficient amount of the Series 2018 Bond proceeds shall be deposited to
the Series 2018 Account of the Construction Fund established under Section 9 hereof and
applied to pay Costs of the Initial Project.
(B) A sufficient amount of the Series 2018 Bond proceeds shall be applied to
the payment of costs and expenses relating to the issuance of the Series 2018 Bonds.
Any Series 2018 Bond Proceeds that remain after all costs of issuance have been paid
shall be transferred to the Interest Account and used to pay interest on the Series 2018
Bonds.
SECTION 9. ESTABLISHMENT OF SERIES 2018 PROJECT
ACCOUNT. Subject in all respects to the award of the Series 2018 Bonds in accordance
with this Supplemental Resolution and the Official Notice of Sale, there is hereby
established within the Construction Fund a separate account to be known as the
"Series 2018 Project Account." Moneys deposited to the Series 2018 Project Account
shall be used to pay and/or reimburse Costs of the Initial Project and for the other
purposes allowed under the Resolution. The Series 2018 Project Account shall be
maintained and administered in accordance with the provisions of the Resolution,
particularly Section 4.03 thereof.
SECTION 10. RESERVE ACCOUNT REQUIREMENT. In accordance
with the Resolution, particularly Section 4.04(A)(4) of the Resolution, the Issuer hereby
establishes the Reserve Account Requirement for the Series 2018 Bonds as zero dollars
and zero cents ($0.00).
SECTION 11. PRELIMINARY OFFICIAL STATEMENT. The Issuer
hereby authorizes the distribution and use of the Preliminary Official Statement in
substantially the form attached hereto as Exhibit B in connection with the offering of the
Series 2018 Bonds for sale. If between the date hereof and the mailing of the Preliminary
Official Statement, it is necessary to make insertions, modifications or changes in the
Preliminary Official Statement, the Chairman and the County Manager are each hereby
authorized to approve such insertions, changes and modifications. The Chairman and the
County Manager are each hereby authorized to deem the Preliminary Official Statement
"final" within the meaning of Rule 15c2-12(b)(1) under the Securities Exchange Act of
1934 in the form as mailed. Execution of a certificate by the Chairman or the County
Manager deeming the Preliminary Official Statement "final" as described above shall be
conclusive evidence of the approval of any insertions, changes or modifications.
SECTION 12. OFFICIAL STATEMENT. The form, terms and provisions
of the Official Statement relating to the Series 2018 Bonds shall be substantially as set
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forth in the Preliminary Official Statement and shall include all of the specific financial
terms of the Series 2018 Bonds. Subject in all respects to the award of the Series 2018
Bonds in accordance with this Supplemental Resolution and the Official Notice of Sale,
the Chairman 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 Underwriters with such changes, amendments,
modifications, omissions and additions as may be approved by the Chairman. Said
Official Statement, including any such changes, amendments, modifications, omissions
and additions as approved by the Chairman and the information contained therein are
hereby authorized to be used in connection with the sale of the Series 2018 Bonds to the
public. Execution by the Chairman of the Official Statement shall be deemed to be
conclusive evidence of approval of such changes.
SECTION 13. OFFICIAL NOTICE OF SALE. The form of the Official
Notice of Sale attached hereto as Exhibit A and the terms and provisions thereof are
hereby authorized and approved. The County Manager is hereby authorized to make
such changes, insertions and modifications as he shall deem necessary prior to the
advertisement of such Official Notice of Sale or a summary thereof. The County
Manager is hereby authorized to cause the advertisement and publication of the Official
Notice of Sale or a summary thereof at such time as he shall deem necessary and
appropriate, upon the advice of the Issuer's Financial Advisor, to accomplish the
competitive sale of the Series 2018 Bonds.
SECTION 14. APPOINTMENT OF PAYING AGENT AND
REGISTRAR. Subject in all respects to the award of the Series 2018 Bonds in
accordance with this Supplemental Resolution and the Official Notice of Sale, TD Bank,
N.A., Cherry Hill, New Jersey, is hereby designated Registrar and Paying Agent for the
Series 2018 Bonds. The Chairman and/or 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. SECONDARY MARKET DISCLOSURE. Subject in all
respects to the award of the Series 2018 Bonds in accordance with this Supplemental
Resolution and the Official Notice of Sale, the Issuer hereby covenants and agrees that, in
order to provide for compliance by the Issuer with the secondary market disclosure
requirements of Rule 15c2-12 of the Securities 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 2018
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 attached hereto
as Exhibit C with such changes, amendments, modifications, omissions and additions as
shall be approved by the Chairman who is hereby authorized to execute and deliver such
Certificate. Notwithstanding any other provision of the Resolution, failure of the Issuer
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to comply with such Continuing Disclosure Certificate shall not be considered an Event
of Default under the Resolution; provided, however, any Series 2018 Bondholder may
take such actions as may be necessary and appropriate, including seeking mandate or
specific performance by court order, to cause the Issuer to comply with its obligations
under this Section 15 and the Continuing Disclosure Certificate. For purposes of this
Section 15, "Series 2018 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 2018 Bonds (including persons holding Series 2018 Bonds through nominees,
depositories or other intermediaries), or (B) is treated as the owner of any Series 2018
Bonds for federal income tax purposes. Digital Assurance Certification, L.L.C., is hereby
appointed as initial Dissemination Agent for the Issuer.
SECTION 16. AMENDMENTS TO ORIGINAL RESOLUTION. (A)
Section 1.01 of the Original Resolution is hereby amended to include the following two
new definitions which shall appear in Section 1.01 in alphabetical order:
"Full TDT Revenues" shall have the meaning ascribed thereto in
the definition of Tourist Development Tax Revenues set forth herein.
"Limited TDT Revenues" shall have the meaning ascribed thereto
in the definition of Tourist Development Tax Revenues set forth herein.
(B) The definition of "Tourist Development Tax Revenues" set forth in Section
1.01 of the Original Resolution is hereby amended and restated in its entirety to read as
follows:
"Tourist Development Tax Revenues" shall mean the proceeds of
the tourist development tax received by the Issuer from its levy of such tax
at the rate of five percent (5%) pursuant to the Tourist Development Tax
Ordinance, and, to the extent provided by Supplemental Resolution of the
Issuer, any additional tourist development tax moneys received by the
Issuer pursuant to the Act (the "Full TDT Revenues"). "Tourist
Development Tax Revenues" shall not include proceeds of any future
increases in the tourist development tax above the fifth percent (5th%)
received by the Issuer pursuant to the Act, except as otherwise provided by
Supplemental Resolution. Notwithstanding the foregoing, in the event a
Series of Bonds is issued hereunder the proceeds of which are to be used to
finance or refinance a Project for which not all of the tourist development
tax proceeds received by the Issuer may be used for the payment of Debt
Service on such Series of Bonds pursuant to the Act, or the Issuer
determines that it does not want to utilize or pledge all of the Full TDT
Revenues, the Tourist Development Tax Revenues with respect to such
Series of Bonds shall be those tourist development tax proceeds set forth in
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the Supplemental Resolution authorizing the issuance of such Series of
Bonds (the "Limited TDT Revenues").
(C) Section 5.02(A) of the Original Resolution is hereby amended and restated
in its entirety to read as follows:
(A) Except as otherwise provided in Section 5.02(D) hereof, there
shall have been obtained and filed with the Issuer a certificate of an
Authorized Issuer Officer: (1) stating that he or she has examined the
books and records of the Issuer relating to the Tourist Development Tax
Revenues which have been received by the Issuer; (2) setting forth the
amount of the Full TDT Revenues and the Limited TDT Revenues, if any,
received by the Issuer during any twelve (12) consecutive months
designated by the Issuer within the twenty-four (24) months immediately
preceding the date of delivery of such Additional Bonds with respect to
which such statement is made; and (3) stating that (a) the aggregate amount
of such Full TDT Revenues received by the Issuer during the
aforementioned 12 month period equals at least 2.00 times the Maximum
Annual Debt Service on all Bonds then Outstanding and such Additional
Bonds with respect to which such statement is made, and (b) if such
Additional Bonds are to be secured by Limited TDT Revenues only, the
aggregate amount of such Limited TDT Revenues received by the Issuer
during the aforementioned 12 month period equals at least 2.00 times the
Maximum Annual Debt Service on all then Outstanding Bonds that are
secured by such Limited TDT Revenues and such Additional Bonds with
respect to which such statement is made. Such report may be partially
based upon a certification of certain matters related to the calculation of the
Maximum Annual Debt Service by the Issuer's Financial Advisor.
SECTION 17. GENERAL AUTHORITY. The members of the Board, the
County Manager, the Clerk 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 Notice of Sale, the Official
Statement or the Continuing Disclosure Certificate or desirable or consistent with the
requirements hereof or the Resolution, the Official Notice of Sale, the Official Statement
or the Continuing Disclosure Certificate for the full punctual and complete performance
of all the terms, covenants and agreements contained herein or in the Series 2018 Bonds,
the Resolution, the Official Notice of Sale, the Official Statement and the Continuing
Disclosure Certificate and each member, employee, attorney and officer of the Issuer or
the Board and the Clerk is hereby authorized and directed to execute and deliver any and
all papers and instruments and to do and cause to be done any and all acts and things
necessary or proper for carrying out the transactions contemplated hereunder. If the
Chairman is unavailable or unable at any time to perform any duties or functions
10
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hereunder, including but not limited to those described in Sections 4, 5 and 6 hereof, the
Vice-Chairman is hereby authorized to act on his or her behalf. Bond Counsel and the
Issuer's Financial Advisor are hereby authorized and directed to take all action necessary
and desirable to carry-out the intent and purposes of this Supplemental Resolution.
SECTION 18. SEVERABILITY AND INVALID PROVISIONS. If any
one or more of the covenants, agreements or provisions herein contained shall be held
contrary to any express provision of law 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 2018 Bonds.
SECTION 19. RESOLUTION TO CONTINUE IN FORCE. Except as
herein expressly provided, the Resolution and all the terms and provisions thereof are and
shall remain in full force and effect.
SECTION 20. EFFECTIVE DATE. This Supplemental Resolution shall
become effective immediately upon its adoption.
DULY ADOPTED, in Regular Session this l lth day of September 2018.
COLLIE CO TY, F '. o
(SEAL)
Flo
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Chairman, Board of County Commissioners
ATTEST:
(4‘_S9-13•)`-52°'-
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Crystal K. I ,tzel Clerk
Attest as to talrrilan s
signature only
Approv;. as to F.i,m and Legal
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EXHIBIT A
FORM OF OFFICIAL NOTICE OF SALE
11i
OFFICIAL NOTICE OF SALE
Collier County, Florida
Tourist Development Tax Revenue Bonds,
Series 2018
Electronic Bids, as Described Herein, Will Be Accepted Until
10:00 a.m. Eastern Daylight Savings Time, October 9, 2018*
*Preliminary,subject to change.
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OFFICIAL NOTICE OF SALE
Collier County, Florida
Tourist Development Tax Revenue Bonds,
Series 2018
NOTICE IS HEREBY GIVEN that electronic bids will be received in the manner, on the date
and up to the time specified below:
DATE: October 9, 2018*
TIME: 10:00 a.m. Eastern Daylight Savings Time*
ELECTRONIC BIDS: May be submitted only through BiDCOMP/Parity® Electronic Bid
Submission System (the "Parity System") as described below. No
other form of bid or provider of electronic bidding services will be
accepted.
GENERAL
Bids will be received at the office of the County Manager of Collier County, Florida,
Collier County Government Complex, 3299 Tamiami Trail East, Naples, Florida 34112, for the
purchase of all, but not less than all, of the $ * Collier County, Florida Tourist
Development Tax Revenue Bonds, Series 2018 (the "Bonds") to be issued by Collier County,
Florida (the "County") pursuant to the terms and conditions of Resolution No. 2017-141,
adopted by the Board of County Commissioners of Collier County, Florida on July 11, 2017,
as amended and supplemented by Resolution No. adopted by the Governing Body on
September 11, 2018 (collectively, the "Bond Resolution"). Such bids will be opened in public
in accordance with applicable legal requirements.
The Bond proceeds will be used for the development, acquisition, construction and
equipping of a regional tournament caliber amateur sports complex, as more particularly
described in the Bond Resolution and the plans and specifications on file with the County, as
the same may be amended or modified from time to time and to pay costs of issuing the Bonds.
The Bonds are more particularly described in the Preliminary Official Statement dated
September , 2018 (the "Preliminary Official Statement") relating to the Bonds, available
from the County's financial advisor, PFM Financial Advisors LLC, at (786) 671-7480 or
masvidals@pfm.com. This Official Notice of Sale contains certain information for quick
reference only. It is not, and is not intended to be, a summary of the Bonds. Each bidder is
required to read the entire Preliminary Official Statement to obtain information essential to
making an informed investment decision.
*Preliminary,subject to change.
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Prior to accepting bids, the County reserves the right to change the principal amount of
the Bonds being offered and the terms of the Bonds, to postpone the sale to a later date or time,
or cancel the sale. Notice of a change or cancellation will be announced via The Bond Buyer
news service at the internet website address www.tm3.com, not later than 12:00 p.m., Eastern
Daylight Savings Time, on the day preceding the bid opening or as soon as practicable. Such
notice will specify the revised principal amount or terms, if any, and any later date or time
selected for the sale, which may be postponed or cancelled in the same manner. If the sale is
postponed, a later public sale may be held at the hour, in the manner, and on such date as
communicated upon at least twenty-four (24) hours' notice via The Bond Buyer news service at
the internet website address www.tm3.com. The County reserves the right, after the bids are
opened, to adjust the principal amount of the Bonds, as further described herein. See
"ADJUSTMENT OF AMOUNTS AND MATURITIES."
To the extent any instructions or directions set forth in the Parity System conflict with
this Official Notice of Sale, the terms of this Official Notice of Sale shall control. For further
information about the Parity System and to subscribe in advance of the bid, potential bidders
may contact the Parity System at (212) 849-5021.
Each prospective electronic bidder must be a subscriber to the Parity System. Each
qualified prospective electronic bidder shall be solely responsible to make necessary
arrangements to view the bid form on the Parity System and to access the Parity System for the
purposes of submitting its bid in a timely manner and in compliance with the requirements of
the Official Notice of Sale. Neither the County nor the Parity System shall have any duty or
obligation to provide or assure access to the Parity System to any prospective bidder, and
neither the County nor the Parity System shall be responsible for a bidder's failure to register to
bid or for proper operation of, or have any liability for any delays or interruptions of, or any
damages caused by, the Parity System. The County is using the Parity System as a
communication mechanism, and not as the County's agent, to conduct the electronic bidding
for the Bonds. The County is not bound by any advice and determination of the Parity System
to the effect that any particular bid complies with the terms of this Official Notice of Sale and,
in particular, the bid specifications hereinafter set forth. All costs and expenses incurred by
prospective bidders in connection with their registration and submission of bids via the Parity
System are the sole responsibility of such bidders and the County shall not be responsible,
directly or indirectly, for any such costs or expenses. If a prospective bidder encounters any
difficulty in submitting, modifying or withdrawing a bid for the Bonds, the prospective bidder
should immediately telephone the Parity System at (212) 849-5021, and notify the County's
Financial Advisor, PFM Financial Advisors LLC, at (786) 671-7480 or masvidals@pfm.com.
The County shall have no responsibility for technological or transmission errors that any
bidder may experience in transmitting a bid. The use of the Parity System shall be at the
bidder's risk and expense, and the County shall have no liability with respect thereto.
THE BONDS
The Bonds will be issued in fully registered, book-entry only form, without coupons,
will be dated as of their date of delivery (currently anticipated to be October 24, 2018), will be
issued in denominations of $5,000 or integral multiples thereof, will bear interest from their
dated date until paid at the annual rate or rates specified by the successful bidder, subject to the
limitations specified below, payable as shown on the Summary Table set forth herein. Interest
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will be computed on the basis of a 360-day year of twelve 30-day months. The Bonds must
meet the minimum and maximum coupon and reoffering price criteria shown in the Summary
Table on a maturity and aggregate basis.
The Bonds will mature on the dates, in the years and principal amounts shown on the
Summary Table as serial bonds except as otherwise combined into term bonds as described
under "STRUCTURE" below.
STRUCTURE
Any two to five consecutive maturities of the Bonds bearing interest at the same rate
may be combined, at the option of the bidder, into term bonds with mandatory sinking fund
installments equal to the amounts and years specified in the Official Notice of Sale combined
to form a term bond.
OPTIONAL REDEMPTION
The Bonds maturing on or after October 1, 2029 are subject to redemption in whole or
in part, at any time, on or after October 1, 2028, in such order of maturities as may be
determined by the County (less than all of a single maturity to be selected by lot), at a
Redemption Price equal to 100% of the principal amount of the Bonds to be redeemed plus
accrued interest to the date fixed for redemption, without premium.
SECURITY
Bonds will be payable from and will be secured by a pledge of and lien upon the
Pledged Funds (as defined in the Bond Resolution) which include the Tourist Development
Tax Revenues (as defined in the Bond Resolution), and moneys on deposit in certain funds and
accounts established under the Bond Resolution, on a parity with any Additional Bonds (as
defined in the Bond Resolution) subsequently issued pursuant to the Bond Resolution, all in
the manner and to the extent provided in the Bond Resolution and as described in the
Preliminary Official Statement.
See the Preliminary Official Statement for more information regarding the security for
the Bonds.
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Summary Table
If numerical or date references contained in the body of this Official Notice of Sale conflict with this Summary Table, the body of this
Official Notice of Sale shall control. Consult the body of this Official Notice of Sale for a detailed explanation of the items contained in
the Summary Table,including interpretation of such items and methodologies used to determine such items. Prospective purchasers of the
bonds must read the entire Official Notice of Sale and the entire Preliminary Official Statement.
Terms of the Bonds
Dated Date: Date of Delivery
Anticipated Date of Delivery: October 24,2018*
Interest Payment Dates: April 1 and October 1,commencing April 1,2019
Principal Payment Dates(October 1):
Year* Principal Amount*
Interest Calculation: 360-day year of twelve 30-day months
Ratings: Moody's:
Fitch:
Bidding Parameters
Sale Date: October 2018*
Bidding Method: Parity System
All or none vs.Maturity-by-Maturity: All-or-none
Bid Award Method: Lowest true interest cost
Bid Confirmation: Fax or emailed(PDF)signed Official Confirmation of Bid
Bid Award: As soon as practicable on day of sale
Good Faith Deposit: $ ; See"GOOD FAITH DEPOSIT"herein
Coupon Multiples: 1/8 or 1/20 of 1%
Optional Redemption: Yes,on or after October 1,2028
Term Bonds: Yes,at bidder's option. See"STRUCTURE"herein.
Maximum Reoffering Price: Maturity Unlimited
Aggregate Unlimited
Minimum Reoffering Price: Maturity 98%
Aggregate 98%
Insurance: At bidder's option. See "MUNICIPAL BOND INSURANCE
OPTION"herein.
Adjustment Parameters
Principal Increases: Maturity Unlimited
Aggregate 15.0%
Principal Reductions: Maturity Unlimited
Aggregate 15.0%
*Preliminary,subject to change.
**May be combined into term bonds. See"STRUCTURE"herein.
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ADJUSTMENT OF AMOUNTS AND MATURITIES
The aggregate principal amount of each maturity of Bonds is subject to adjustment
by the County after the receipt and opening of the bids for their purchase. Changes to be
made after the opening of the bids will be communicated to the successful bidder directly
prior to 8:00 a.m., Eastern Daylight Savings Time on the date following the sale date.
The County may cancel the sale of the Bonds or adjust the aggregate principal
amount. The County may increase or decrease the principal amount of the Bonds or any
maturity thereof by no more than the individual maturity or aggregate principal
percentages, if any, shown in the Summary Table. This may include the elimination of
one or more maturities. The County will consult with the successful bidder before
adjusting the amount of any maturity of the Bonds or canceling the Bonds; however, the
County reserves the sole right to make adjustments, within the limits described above, or
cancel the sale of the Bonds.
Adjustment to the size of the Bonds within the limits described above does not
relieve the purchaser from its obligation to purchase all of the Bonds offered by the
County.
Each bid must specify the initial reoffering prices to the public of each maturity of
Bonds. Adjustments may be made to the principal amounts based on the reoffering
prices shown on the Parity System. In determining whether there will be any revision to
the principal amount of or maturity of the Bonds subsequent to the bid opening and
award, the County expects that changes may be made that are necessary to increase or
decrease the principal amount of the Bonds to meet the County's funding objectives, all
subject to the limitations set forth above.
In the event that the principal amount of any maturity of the Bonds is revised after
the award, the interest rate and reoffering price for each maturity and the Underwriter's
Discount on the Bonds as submitted by the successful bidder shall be held constant. The
"Underwriter's Discount" shall be defined as the difference between the purchase price of
the Bonds submitted by the bidder and the price at which the Bonds will be issued to the
public, calculated from information provided by the bidder, divided by the par amount of
the Bonds bid.
FORM AND PAYMENT
The Bonds will be issued in fully registered, book-entry only form and a bond
certificate for each maturity will be issued to The Depository Trust Company, New York,
New York ("DTC"), registered in the name of its nominee, Cede & Co. A book-entry
system will be employed, evidencing ownership of the Bonds, with transfers of
ownership effected on the records of DTC and its participants pursuant to rules and
procedures adopted by DTC and its participants. The successful bidder, as a condition to
delivery of the Bonds, will be required to deposit the Bond certificates with DTC or the
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Registrar (as defined below), registered in the name of Cede & Co. Principal of,
premium, if any, and interest on the Bonds will be payable by TD Bank, N.A., Cherry
Hill, New Jersey, the paying agent and registrar (the "Paying Agent" or the "Registrar")
for the Bonds by wire transfer or in clearinghouse funds to DTC or its nominee as
registered owner of the Bonds. Transfer of principal, premium, if any, and interest
payments to the beneficial owners by participants of DTC will be the responsibility of
such participants and other nominees of beneficial owners. Neither the County nor the
Registrar will be responsible or liable for payments by DTC to its participants or by DTC
participants to beneficial owners or for maintaining, supervising or reviewing the records
maintained by DTC, its participants or persons acting through such participants.
Principal of, and premium, if any, on the Bonds will be payable upon presentation
and surrender thereof at the designated corporate office of the Registrar on the dates, in
the years and amounts established in accordance with the award of the Bonds. Interest on
the Bonds is payable on the dates shown in the Summary Table. The Paying Agent will
mail interest payments on the Bonds on each interest payment date to the owners of the
Bonds at the addresses listed on the registration books maintained by the Registrar for
such purpose at the close of business on the date which shall be the fifteenth day (whether
or not a business day) of the calendar month next proceeding the applicable payment
date, as described in the Bond Resolution. So long as DTC or its nominee is the
registered owner of the Bonds, payments of principal, interest and any redemption
premium on the Bonds will be made by the Paying Agent to DTC or its nominee.
PRELIMINARY OFFICIAL STATEMENT AND FINAL OFFICIAL
STATEMENT
The County has authorized the preparation and distribution of a Preliminary
Official Statement containing information relating to the Bonds. The Preliminary
Official Statement has been deemed final by the County as required by Rule 15c2-12 of
the Securities and Exchange Commission. The County will furnish the successful bidder
on the date of closing, with its certificate as to the completeness and accuracy of the
Official Statement.
The Preliminary Official Statement and this Official Notice of Sale and any other
information concerning the proposed financing will be available from PFM Financial
Advisors LLC, Financial Advisor to the County, 2222 Ponce de Leon Boulevard, Third
Floor, Coral Gables, Florida 33134, telephone: (786) 671-7480, facsimile:
(305) 448-7131 or email masvidals@pfm.com.
The Preliminary Official Statement, when amended to reflect the actual amount of
the Bonds sold, the interest rates specified by the successful bidder and the price or yield
at which the successful bidder will reoffer the Bonds to the public, together with any
other information required by law, will constitute a final "Official Statement" with
respect to the Bonds as that term is defined in Rule 15c2-12. The County shall furnish at
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its expense within seven (7) business days after the Bonds have been awarded to the
successful bidder no more than 100 copies of the final Official Statement. Additional
copies of the Official Statement may be provided at the request and expense of the
winning bidder. If the Bonds are awarded to a syndicate, the County will designate the
senior managing underwriter of the syndicate as its agent for purposes of distributing
copies of the Official Statement to each participating underwriter. Any underwriter
submitting a bid with respect to the Bonds agrees thereby that if its bid is accepted, it
shall accept such designation and shall enter into a contractual relationship with all
participating underwriters for the purpose of assuring the receipt and distribution by each
participating underwriter of the Official Statement.
LEGAL OPINIONS
The Bonds will be sold subject to the opinion of Nabors, Giblin & Nickerson,
P.A., the County's Bond Counsel, as to the legality thereof and such opinion will be
furnished without cost to the purchaser and all bids will be so conditioned. A form of
Bond Counsel's opinion is attached to the Preliminary Official Statement as Appendix D.
Certain matters will be passed on for the County by Jeffrey A. Klatzkow, Esq., County
Attorney and Bryant Miller Olive P.A., the County's Disclosure Counsel.
A legal opinion (or reliance letter thereon) of Bryant Miller Olive P.A., Tampa,
Florida, Disclosure Counsel, and a legal opinion of Jeffrey A. Klatzkow, Esq., County
Attorney, with respect to certain matters concerning the Official Statement will be
furnished without charge to the successful bidder at the time of delivery of the Bonds.
MUNICIPAL BOND INSURANCE OPTION
The purchase of municipal bond insurance, if available, will be at the option and
expense of the bidder. The successful bidder will be responsible for the payment of all
costs associated with any such insurance, including the premium charged by the insurer.
The bidder understands, by submission of its bid, that the bidder is solely responsible for
the selection of any insurer and for all negotiations with the insurer as to the premium to
be paid. If all or a portion of the Bonds are awarded on an insured basis, reference to the
provisions of neither the Bond Resolution nor any other financing document will be
altered nor will the County consent to make additional representations, undertakings or
warranties.
In addition, if the successful bidder is arranging for bond insurance for all or a
portion of the Bonds, it also shall provide the amount of the premium to be paid and
certification that the present value of the premium is less than the present value of the
interest reasonably expected to be saved as a result of the insurance and that the premium
does not exceed a reasonable arms-length charge for the transfer of credit risk
accomplished through bond insurance.
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BIDDING PROCEDURE
Only electronic bids submitted via the Parity System will be accepted. No other
provider of electronic bidding services will be accepted. No bid delivered in person or by
facsimile directly to the County will be accepted. Bidders are permitted to submit bids
for the Bonds during the bidding time period, provided they are eligible to bid as
described under "GENERAL" above. Each electronic bid submitted via the Parity
System shall be deemed an irrevocable offer in response to this Official Notice of Sale
and shall be binding upon the bidder as if made by a signed, sealed bid delivered to the
County. All bids remain firm until an award is made.
FORM OF BID
Bidders must bid to purchase all maturities of the Bonds. Each bid must specify
(1) an annual rate of interest for each maturity, (2) reoffering price or yield for each
maturity and (3) a dollar purchase price for the entire issue of the Bonds. No more than
one (1) bid from any bidder will be considered.
A bidder must specify the rate or rates of interest per annum (with no more than
one rate of interest per maturity), which the Bonds are to bear, to be expressed in
multiples of 1/8 or 1/20 of 1%. Any number of interest rates may be named, but the
Bonds of each maturity must bear interest at the same single rate for all bonds of that
maturity.
Each bid for the Bonds must meet the minimum and maximum reoffering price
criteria shown in the Summary Table on a maturity and aggregate basis.
Each bidder must specify, as part of its bid, the prices or yields at which a
substantial amount (i.e., at least 10%) of the Bonds of each maturity will be offered and
sold to the public. Reoffering prices presented as a part of the bids will not be used in
computing the bidder's true interest cost. As promptly as reasonably possible after bids
are received, the County will notify the successful bidder that it is the apparent winner.
AWARD OF BID
The County expects to award the Bonds to the winning bidder as soon as
practicable after the bids are opened on the sale date. Bids may not be withdrawn prior to
the award. Unless all bids are rejected, the Bonds will be awarded by the County on the
sale date to the bidder whose bid complies with this Official Notice of Sale and results in
the lowest true interest cost ("TIC") to the County. The lowest TIC will be determined
by doubling the semi-annual interest rate, compounded semi-annually, necessary to
discount the debt service payments from the payment dates to the dated date of the Bonds
and to the aggregate purchase price of the Bonds. If two or more responsible bidders
offer to purchase the Bonds at the same lowest TIC, the County will award the Bonds to
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one of such bidders by lot. Only the final bid submitted by any bidder through the Parity
System will be considered. The right reserved to the County shall be final and binding
upon all bidders with respect to the form and adequacy of any proposal received and as in
its conformity to the terms of this Official Notice of Sale.
RIGHT OF REJECTION
THE COUNTY RESERVES THE RIGHT, IN ITS DISCRETION, TO REJECT
ANY AND ALL BIDS, FOR ANY REASON, AND TO WAIVE IRREGULARITY OR
INFORMALITY IN ANY BID.
DELIVERY AND PAYMENT
Delivery of the Bonds will be made by the County to DTC in book-entry only
form, in New York, New York on or about the delivery date shown in the Summary
Table, or such other date agreed upon by the County and the successful bidder. Payment
for the Bonds must be made in Federal Funds or other funds immediately available to the
County at the time of delivery of the Bonds. Any expenses incurred in providing
immediate funds, whether by transfer of Federal Funds or otherwise, will be borne by the
purchaser. The County intends to conduct the closing in Naples, Florida.
RIGHT OF CANCELLATION
The successful bidder will have the right, at its option, to cancel its obligation to
purchase the Bonds if the Registrar fails to authenticate the Bonds and tender the same
for delivery within 60 days from the date of sale thereof, and in such event the successful
bidder will be entitled to the return of the Good Faith Deposit accompanying its bid.
GOOD FAITH DEPOSIT
The successful bidder for the Bonds is required to submit its Good Faith Deposit
to the County in the form of a wire transfer in federal funds not later than 2:30 p.m.,
Eastern Daylight Savings Time, on the day of the award. If such deposit is not received
by that time, the County may reject such bid and award the Bonds to the bidder that
submitted the next best bid in accordance with the terms of the Official Notice of Sale.
Wiring instructions for the Good Faith Deposit are as follows:
Bank: First Florida Integrity Bank
Routing #: 067016325
Acct. Name: Collier County BOCC-Concentration Account
Acct. #: 1056407
REF: 2018 Tourist Development Tax Revenue Bonds Closing
Attention: Ronald S. Dortch
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The Good Faith Deposit so wired will be retained by the County until the delivery
of such Bonds, at which time the good faith deposit will be applied against the purchase
price of such Bonds or the Good Faith Deposit will be retained by the County as partial
liquidated damages in the event of the failure of the successful bidder to take up and pay
for such Bonds in compliance with the terms of the Official Notice of Sale and of its bid.
The County will pay no interest on the good faith deposit. The balance of the purchase
price must be wired in federal funds to the account detailed in the closing memorandum
provided by the County to the successful purchaser, simultaneously with delivery of such
Bonds.
CUSIP NUMBERS
It is anticipated that CUSIP numbers will be printed on the Bonds, but neither
failure to print such numbers on any Bonds nor any error with respect thereto will
constitute cause for a failure or refusal by the purchaser thereof to accept delivery of and
pay for the Bonds. Bond Counsel will not review or express any opinion as to the
correctness of such CUSIP numbers. The policies of the CUSIP Service Bureau will
govern the assignment of specific numbers to the Bonds. The County's Financial Advisor
will be responsible for applying for and obtaining CUSIP numbers for the Bonds. All
expenses in relation to the printing of CUSIP numbers on the Bonds will be paid for by
the County; provided, however, that the CUSIP Service Bureau charge for the assignment
of said numbers will be the responsibility of and will be paid for by the successful bidder.
BLUE SKY
The County has not undertaken to register the Bonds under the securities laws of
any state, nor investigated the eligibility of any institution or person to purchase or
participate in the underwriting of the Bonds under any applicable legal investment,
insurance, banking or other laws. By submitting a bid for the Bonds, the successful
bidder represents that the sale of the Bonds in states other than Florida will be made only
under exemptions from registration or, wherever necessary, the successful bidder will
register the Bonds in accordance with the securities laws of the state in which the Bonds
are offered or sold. The County agrees to cooperate with the successful bidder, at the
bidder's written request and expense, in registering the Bonds or obtaining an exemption
from registration in any state where such action is necessary; provided, however, that the
County shall not be required to consent to suit or to service of process in any jurisdiction.
CERTAIN DISCLOSURE OBLIGATIONS OF THE PURCHASER
Section 218.38(1)(b)(2), Florida Statutes, requires that the successful purchaser
file a statement with the County containing information with respect to any fee, bonus or
gratuity paid, in connection with the Bonds, by any underwriter or financial consultant to
any person not regularly employed or engaged by such underwriter or consultant.
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Receipt of such statement is a condition precedent to the delivery of the Bonds to such
successful bidder.
The winning bidder must (1) complete the Truth-in-Bonding Statement provided
by Bond Counsel (the form of which is attached hereto as Exhibit A) and (2) indicate
whether such bidder has paid any finder's fee to any person in connection with the sale of
the Bonds in accordance with Section 218.386, Florida Statutes.
ESTABLISHMENT OF ISSUE PRICE
The winning bidder shall assist the County in establishing the issue price of the
Bonds and shall execute and deliver to the County on or prior to the closing date for the
Bonds an "issue price" or similar certificate setting forth the reasonably expected initial
offering prices to the public or the actual sales price or prices of the Bonds, together with
the supporting pricing wires or equivalent communications, substantially in the
applicable form attached hereto as Exhibit B, with such modifications as may be
appropriate or necessary, in the reasonable judgment of the winning bidder, the County
and Bond Counsel.
The County intends that the provisions of Treasury Regulation Section 1.148-
1(f)(3)(i) (defining "competitive sale" for purposes of establishing the issue price of the
Bonds) will apply to the initial sale of the Bonds ("competitive sale requirements")
because:
(1) the County has disseminated this Official Notice of Sale to potential
underwriters in a manner that is reasonably designed to reach potential
underwriters;
(2) all bidders shall have an equal opportunity to bid;
(3) the County may receive bids from at least three underwriters of
municipal bonds who have established industry reputations for underwriting new
issuances of municipal bonds; and
(4) the County anticipates awarding the sale of the Bonds to the bidder
who submits a firm offer to purchase the Bonds at the lowest true interest cost, as
set forth in this Official Notice of Sale.
Any bid submitted pursuant to this Official Notice of Sale shall be considered a
firm offer for the purchase of the Bonds, as specified in the bid. BY SUBMITTING A
BID FOR THE BONDS, A BIDDER REPRESENTS AND WARRANTS TO THE
COUNTY THAT THE BIDDER HAS AN ESTABLISHED INDUSTRY
REPUTATION FOR UNDERWRITING NEW ISSUANCES OF MUNICIPAL
BONDS SUCH AS THE BONDS AND SUCH BIDDER'S BID IS SUBMITTED
FOR AND ON BEHALF OF SUCH BIDDER BY AN OFFICER OR AGENT WHO
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IS DULY AUTHORIZED TO BIND THE BIDDER TO A LEGAL, VALID AND
ENFORCEABLE CONTRACT FOR THE PURCHASE OF THE BONDS. Once
the bids are communicated electronically via the Parity System to the County, each bid
will constitute an irrevocable offer to purchase the Bonds on the terms herein and therein
provided.
In the event that the competitive sale requirements are not satisfied, the County
shall so advise the winning bidder. In such case, the County shall treat the first price at
which 10% of a maturity of the Bonds is sold to the public (the "10% test") as the issue
price of that maturity, applied on a maturity-by-maturity basis. The winning bidder shall
advise the County if any maturity of the Bonds satisfies the 10% test as of the date and
time of the award of the Bonds. The County will not require bidders to comply with the
"hold-the-offering-price rule" set forth in Treasury Regulation Section 1.148-1(f)(2)(ii)
and therefore does not intend to use the initial offering price to the public as of the sale
date of any maturity of the Bonds as the issue price of that maturity. Bids will not be
subject to cancellation in the event that the competitive sale requirements are not
satisfied; provided, however, the County reserves the right to reject any and all bids, for
any reason, as set forth under "RIGHT OF REJECTION" herein. Bidders should prepare
their bids on the assumption that all of the maturities of the Bonds will be subject to the
10% test in order to establish the issue price of the Bonds.
If the competitive sale requirements are not satisfied, then until the 10% test has
been satisfied as to each maturity of the Bonds, the winning bidder agrees to promptly
report to the County the prices at which the unsold Bonds of each maturity have been
sold to the public. That reporting obligation shall continue, whether or not the closing
date for the Bonds has occurred, until the 10% test has been satisfied for each maturity or
until all Bonds of that maturity have been sold.
By submitting a bid and if the competitive sale requirements are not met, each
bidder confirms that: (i) any agreement among underwriters, any selling group
agreement and each retail distribution agreement (to which the bidder is a party) relating
to the initial sale of the Bonds to the public, together with the related pricing wires,
contains or will contain language obligating each underwriter, each dealer who is a
member of the selling group, and each broker-dealer that is a party to such retail
distribution agreement, as applicable, to report the prices at which it sells to the public the
unsold Bonds of each maturity allotted to it until it is notified by the winning bidder that
either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that
maturity have been sold to the public, if and for so long as directed by the winning bidder
and as set forth in the related pricing wires, and (ii) any agreement among underwriters
relating to the initial sale of the Bonds to the public, together with the related pricing
wires, contains or will contain language obligating each underwriter that is a party to a
retail distribution agreement to be employed in connection with the initial sale of the
Bonds to the public to require each broker-dealer that is a party to such retail distribution
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agreement to report the prices at which it sells to the public the unsold Bonds of each
maturity allotted to it until it is notified by the winning bidder or such underwriter that
either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that
maturity have been sold to the public, if and for so long as directed by the winning bidder
or such underwriter and as set forth in the related pricing wires.
Sales of any Bonds to any person that is a related party to an underwriter shall not
constitute sales to the public for purposes of this Official Notice of Sale. Further, for
purposes of this Official Notice of Sale:
(i) "public" means any person other than an underwriter or a related
party,
(ii) "underwriter" means (A) any person that agrees pursuant to a written
contract (i.e. this Official Notice of Sale) with the County (or with the lead
underwriter to form an underwriting syndicate) to participate in the initial sale of
the Bonds to the public and (B) any person that agrees pursuant to a written
contract directly or indirectly with a person described in clause (A) to participate
in the initial sale of the Bonds to the public (including a member of a selling group
or a party to a retail distribution agreement participating in the initial sale of the
Bonds to the public),
(iii) a purchaser of any of the Bonds is a "related party" to an underwriter
if the underwriter and the purchaser are subject, directly or indirectly, to (i) at least
50% common ownership of the voting power or the total value of their stock, if
both entities are corporations (including direct ownership by one corporation of
another), (ii) more than 50% common ownership of their capital interests or profits
interests, if both entities are partnerships (including direct ownership by one
partnership of another), or (iii) more than 50% common ownership of the value of
the outstanding stock of the corporation or the capital interests or profit interests of
the partnership, as applicable, if one entity is a corporation and the other entity is a
partnership (including direct ownership of the applicable stock or interests by one
entity of the other), and
(iv) "sale date" means the date that the Bonds are awarded by the County
to the winning bidder.
CONTINUING DISCLOSURE
The County has covenanted to provide ongoing disclosure in accordance with
Rule 15c2-12 of the Securities and Exchange Commission. The specific nature of the
information to be contained in the annual report and the notices of material events are set
forth in the Continuing Disclosure Certificate which is reproduced in its entirety in
Appendix E attached to the Preliminary Official Statement for the Bonds. The covenants
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have been undertaken by the County in order to assist the successful purchaser in
complying with clause (b) (5) of Rule 15c2-12 of the Securities and Exchange
Commission.
CERTIFICATE
The County will deliver to the purchaser of the Bonds a certificate of an official of
the County, dated the date of delivery of said Bonds, stating that as of the date thereof, to
the best of the knowledge and belief of said official, the Official Statement does not
contain an untrue statement of a material fact or omit to state any material fact necessary
in order to make the statements made therein, in light of the circumstances under which
they were made, not misleading, and further certifying that the signatory knows of no
material adverse change in the financial condition of the County.
CHOICE OF LAW
Any litigation or claim arising out of any bid submitted (regardless of the means of
submission) pursuant to this Official Notice of Sale shall be governed by and construed in
accordance with the laws of the State of Florida. The venue situs for any such action
shall be the state courts of the Twentieth Judicial Circuit in and for Collier County,
Florida.
NOTICE OF BIDDERS REGARDING PUBLIC ENTITY CRIMES
A person or affiliate who has been placed on the Convicted Vendor List (as
described in Florida Statutes) following a conviction for a public entity crime may not
submit a bid.
COLLIER COUNTY, FLORIDA
By: /s/Andy Solis
Chairman, Board of County Commissioners
of Collier County, Florida
Dated: September_, 2018
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EXHIBIT A
TRUTH-IN-BONDING STATEMENT
October , 2018
Board of County Commissioners
of Collier County, Florida
Re: Collier County, Florida Tourist Development Tax Revenue Bonds,
Series 2018
Dear Commissioners:
The purpose of the following two paragraphs is to furnish, pursuant to the
provisions of Sections 218.385(2) and (3), Florida Statutes, as amended, the truth-in-
bonding statement required thereby, as follows:
(a) The County is proposing to issue $ principal amount of the
above-referenced Bonds for the principal purposes of development, acquisition,
construction and equipping of a regional tournament caliber amateur sports complex, as
more particularly described in the plans and specifications on file with the County, and
paying certain costs of issuance of the Bonds. This obligation is expected to be repaid
over a period of approximately years. At a true interest cost of %, total interest
paid over the life of the obligation will be approximately $
(b) The Bonds are special limited obligations of the County. The principal
source of repayment or security for the Bonds is certain tourist development tax revenues
(as described in the Official Statement for the Bonds). Authorizing this debt will result in
approximately $ (representing the average annual debt service with respect
to the Bonds) of such moneys being used to pay debt service on the Bonds each year for
years.
The foregoing is provided for information purposes only and shall not affect or
control the actual terms and conditions of the Bonds.
Very truly yours,
Underwriter
By:
Authorized Signatory
A-1
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EXHIBIT B
FORM OF ISSUE PRICE CERTIFICATE
COLLIER COUNTY, FLORIDA
TOURIST DEVELOPMENT TAX REVENUE BONDS, SERIES 2018
ISSUE PRICE CERTIFICATE
The undersigned, on behalf of (" "), hereby represents and
warrants that it has an established industry reputation for underwriting new issuances of
municipal bonds and certifies as set forth below with respect to the sale of the above-
captioned obligations (the "Bonds").
[Alternate 1 - Competitive Safe Harbor Met]
[1. Reasonably Expected Initial Offering Price. (a) As of the Sale Date, the
reasonably expected initial offering prices of the Bonds to the Public by are
the prices listed in Schedule A (the "Expected Offering Prices"). The Expected Offering
Prices are the prices for the Maturities of the Bonds used by in formulating
its bid to purchase the Bonds. Attached as Schedule B are true and correct copies of the
bid provided by to purchase the Bonds and the pricing wire or equivalent
communication for the Bonds.
(b) was not given the opportunity to review other bids prior to
submitting its bid.
(c) The bid submitted by constituted a firm offer to purchase the
Bonds.]
[Alternate 2 - Competitive Sale Requirements Not Met— General Rule to Apply]
[1. Sale of the Bonds. As of the date of this certificate, for each Maturity of
the Bonds, the first price at which at least 10% of such Maturity of the Bonds was sold to
the Public is the respective price listed in Schedule A. Each maturity of the Bonds of
which at least 10% of such maturity has not yet been sold to the public (the "Unsold
Bonds") is also identified in Schedule A. Attached as Schedule B are true and correct
copies of the bid provided by to purchase the Bonds, and the pricing wire or
equivalent communication for the Bonds. has and will comply with the
requirements set forth under the heading "Establishment of Issue Price Certificate" in the
Official Notice of Sale for the Bonds, including reporting on the sale prices of the Unsold
Bonds after the date hereof as provided therein.]
2. Defined Terms. (a)Issuer means Collier County, Florida.
B-1
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(b) Maturity means Bonds with the same credit and payment terms. Bonds
with different maturity dates, or Bonds with the same maturity date but different stated
interest rates, are treated as separate Maturities.
(c) Public means any person (including an individual, trust, estate, partnership,
association, company, or corporation) other than an Underwriter or a related party to an
Underwriter. The term "related party" for purposes of this certificate generally means
any two or more persons who have greater than 50 percent common ownership, directly
or indirectly.
(d) Sale Date means the first day on which there is a binding contract in
writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is
October , 2018.
(e) Underwriter means (i) any person that agrees pursuant to a written contract
with the Issuer (or with the lead underwriter to form an underwriting syndicate) to
participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees
pursuant to a written contract directly or indirectly with a person described in clause (i) of
this paragraph to participate in the initial sale of the Bonds to the Public (including a
member of a selling group or a party to a retail distribution agreement participating in the
initial sale of the Bonds to the Public).
The representations set forth in this certificate are limited to factual matters only.
Nothing in this certificate represents 's interpretation of any laws, including
specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and
the Treasury Regulations thereunder. The undersigned understands that the foregoing
information will be relied upon by the Issuer with respect to certain of the representations
set forth in the Certificate as to Arbitrage and Certain Other Tax Matters relating to the
Bonds and with respect to compliance with the federal income tax rules affecting the
Bonds, and by Nabors, Giblin &Nickerson, P.A. in connection with rendering its opinion
that the interest on the Bonds is excluded from gross income for federal income tax
purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal
income tax advice that it may give to the Issuer from time to time relating to the Bonds.
By:
[Name]
Dated: October , 2018
B-2
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SCHEDULE A
EXPECTED OFFERING PRICES
OR
PRICES OF SOLD AND UNSOLD BONDS
1 1 A
SCHEDULE B
COPY OF UNDERWRITER'S BID AND PRICING WIRE
1 1 A
EXHIBIT B
FORM OF PRELIMINARY OFFICIAL STATEMENT
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PRELIMINARY OFFICIAL STATEMENT DATED ,2018
NEW ISSUE-Book-Entry Only See"RATINGS"herein
DAC BOND LOGO
In the opinion of Nabors, Giblin & Nickerson, P.A., Tampa, Florida ("Bond Counsel"), under existing
statutes, regulations, rulings and court decisions and subject to the conditions described herein under "TAX
EXEMPTION," interest on the Series 2018 Bonds is (a) excludable from gross income of the owners thereof for
federal income tax purposes except as otherwise described herein under the caption "TAX EXEMPTION,"and(b)
not an item of tax preference for purposes of the federal alternative minimum tax. However, it should be noted that
such interest is included in adjusted current earnings in calculating corporate alternative minimum taxable income
for taxable years beginning prior to January 1, 2018. Such interest also may be subject to other federal income tax
consequences referred to herein under "TAX EXEMPTION." See "TAX EXEMPTION" herein for a general
discussion of Bond Counsel's opinion and other tax considerations.
COLLIER COUNTY,FLORIDA
Tourist Development Tax Revenue Bonds,
Series 2018
Dated:Date of Delivery Due: October 1,as shown on the
inside cover page hereof
The Tourist Development Tax Revenue Bonds, Series 2018 (the "Series 2018 Bonds") are being
issued by Collier County, Florida (the "County") as fully-registered bonds and, when issued, will be
registered in the name of Cede & Co., as registered owner and nominee of The Depository Trust
Company,New York,New York("DTC"). DTC will act as securities depository for the Series 2018 Bonds.
Purchasers of the Series 2018 Bonds will not receive certificates representing their interests in the Series
2018 Bonds purchased. Ownership by the Beneficial Owners(as defined herein) of the Series 2018 Bonds
will be evidenced by book-entry only. Principal of, redemption premium, if any, and interest on the
Series 2018 Bonds will be paid by TD Bank, N.A., (the "Paying Agent" and
"Registrar"), to DTC, which in turn will remit such principal, redemption premium, if any, and interest
payments to its participants for subsequent disbursement to the Beneficial Owners of the Series 2018
Bonds. As long as Cede & Co. is the registered owner as nominee of DTC, payments on the Series 2018
Bonds will be made to such registered owner and disbursal of such payments to Beneficial Owners will
be the responsibility of DTC and its participants. See "DESCRIPTION OF THE SERIES 2018 BONDS -
Book-Entry Only System" herein. Interest on the Series 2018 Bonds is payable semiannually on each
April 1 and October 1,commencing April 1,2019.
The Series 2018 Bonds are subject to redemption prior to their respective maturities as set forth
herein. See"DESCRIPTION OF THE SERIES 2018 BONDS—Redemption of Series 2018 Bonds"herein.
The Series 2018 Bonds are authorized pursuant to the Constitution and laws of the State of
Florida, including Chapter 125, Florida Statutes, Section 125.0104, Florida Statutes, Ordinance No. 92-60
duly enacted by the Board of County Commissioners of the County (the "Board") on August 18, 1992, as
amended and supplemented from time to time,particularly as amended by an Ordinance enacted by the
Board on July 11, 2017 (the "Tourist Development Tax Ordinance"), and other applicable provisions of
law (collectively, the "Act"), Resolution No. 2017-141 adopted by the Board on July 11,2017, as amended
25694/007/01369090.DOCv5
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and supplemented from time to time, and as particularly amended and supplemented by Resolution No.
2018-_adopted by the Board on ,2018(collectively,the"Resolution").
The proceeds of the Series 2018 Bonds will be used to (1) finance and/or refinance the cost of the
acquisition, construction and equipping of a regional tournament caliber amateur sports complex, as
more particularly described herein under "THE 2018 PROJECT", and (2) pay costs of issuance related to
the Series 2018 Bonds.
The principal and interest on the Series 2018 Bonds will be payable from and will be secured by a
lien upon and pledge of(i) Tourist Development Tax Revenues, and (ii)until applied in accordance with
the Resolution, all moneys, including investments thereof, in certain funds and accounts created under
the Resolution (the "Pledged Funds"). "Tourist Development Tax Revenues" shall mean the proceeds of
the tourist development tax received by the County from its levy of such tax at the rate of five percent
(5%) pursuant to the Tourist Development Tax Ordinance, and, to the extent provided by Supplemental
Resolution of the County, any additional tourist development tax moneys received by the County
pursuant to the Act (the "Full TDT Revenues"). "Tourist Development Tax Revenues" shall not include
proceeds of any future increases in the tourist development tax above the fifth percent(5th%)received by
the County pursuant to the Act, except as otherwise provided by Supplemental Resolution.
Notwithstanding the foregoing, in the event a Series of Bonds is issued pursuant to the Resolution the
proceeds of which are to be used to finance or refinance a Project for which not all of the tourist
development tax proceeds received by the County may be used for the payment of Debt Service on such
Series of Bonds pursuant to the Act, or the County determines that it does not want to utilize or pledge all
of the Full TDT Revenues, the Tourist Development Tax Revenues with respect to such Series of Bonds
shall be those tourist development tax proceeds set forth in the Supplemental Resolution authorizing the
issuance of such Series of Bonds(the"Limited TDT Revenues").
THE SERIES 2018 BONDS SHALL NOT BE OR CONSTITUTE GENERAL OBLIGATIONS OR
INDEBTEDNESS OF THE COUNTY AS "BONDS" WITHIN THE MEANING OF ANY
CONSTITUTIONAL OR STATUTORY PROVISION, BUT SHALL BE SPECIAL OBLIGATIONS OF THE
COUNTY, PAYABLE SOLELY FROM AND SECURED BY A LIEN UPON AND PLEDGE OF THE
PLEDGED FUNDS IN ACCORDANCE WITH THE TERMS OF THE RESOLUTION. NO HOLDER OR
HOLDERS OF ANY OBLIGATIONS ISSUED UNDER THE RESOLUTION SHALL EVER HAVE THE
RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREM TAXING POWER TO PAY SUCH
OBLIGATIONS FROM ANY MONEYS OF THE COUNTY EXCEPT FROM THE PLEDGED FUNDS IN
THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION.
This cover page contains certain information for quick reference only. It is not a summary of this
issue. Investors must read the entire Official Statement to obtain information essential to make an
informed investment decision.
THE MATURITIES, AMOUNTS, INTEREST RATES, PRICES OR YIELDS AND INITIAL CUSIP
NUMBERS ON THE SERIES 2018 BONDS ARE DESCRIBED ON THE INSIDE COVER HEREOF.
The Series 2018 Bonds will be offered when,as and if delivered to the Underwriters, subject to the approval
of the legality thereof by Nabors, Giblin &Nickerson, P.A., Tampa, Florida, Bond Counsel. Certain legal matters
will be passed upon for the County by Jeffrey A. Klatzkow, Esq., County Attorney. Certain matters relating to
disclosure will be passed upon for the County by its Disclosure Counsel,Bryant Miller Olive P.A., Tampa, Florida.
25694/007/01369090.DOCv5
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PFM Financial Advisors LLC, Coral Gables, Florida is serving as Financial Advisor to the County. It is expected
that the Series 2018 Bonds will be available for delivery through DTC on or about ,2018.
Electronic bids for the Series 2018 Bonds will be received through Parity Electronic Bid
Submission System as described in the Official Notice of Sale.
This Official Statement is dated ,2018.
*Preliminary,subject to change.
25694/007/01369090.DOCv5
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MATURITIES,PRINCIPAL AMOUNTS,INTEREST RATES,
YIELDS,PRICES AND INITIAL CUSIP NUMBERS
COLLIER COUNTY,FLORIDA
Tourist Development Tax Revenue Bonds,
Series 2018
$ Serial Bonds
Maturity Principal Interest Initial CUSIP
(October 1)* Amount* Rate Yield Price Number**
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
* Preliminary,subject to change.
** The County is not responsible for the use of the CUSIP Numbers referenced herein nor is any
representation made by the County as to their correctness. The CUSIP Numbers provided herein
are included solely for the convenience of the readers of this Official Statement.
*** May be combined into term bonds. See"STRUCTURE"in the Official Notice of Sale.
25694/007/01369090.DOCv5
Ila
RED HERRING LANGUAGE:
This Preliminary Official Statement and the information contained herein are subject to completion or
amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell
or a solicitation of an offer to buy,nor shall there be any sale of the Series 2018. Bonds in any jurisdiction
in which such offer, solicitation or sale would be unlawful prior to registration, qualification or
exemption under the securities laws of such jurisdiction. The County has deemed this Preliminary
Official Statement "final," except for certain permitted omissions, within the contemplation of Rule
15c2-12 promulgated by the Securities and Exchange Commission.
25694/007/01369090.DOCv5
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COLLIER COUNTY,FLORIDA
3339 Tamiami Trail East,Suite 302
Naples,Florida 34112
(239)252-2351
BOARD OF COUNTY COMMISSIONERS
Andy Solis,Chairman
William L.McDaniel,Jr.,Vice Chairman
Donna Fiala,Commissioner
Burt L. Saunders,Commissioner
Penny Taylor,Commissioner
COUNTY MANAGER
Leo E.Ochs,Jr.
CLERK OF THE CIRCUIT COURT AND COMPTROLLER
Crystal K.Kinzel*
DIRECTOR OF FINANCE AND ACCOUNTING
Crystal K.Kinzel
COUNTY ATTORNEY
Jeffrey A.Klatzkow,Esq.
BOND COUNSEL
Nabors,Giblin&Nickerson,P.A.
Tampa,Florida
DISCLOSURE COUNSEL
Bryant Miller Olive P.A.
Tampa,Florida
FINANCIAL ADVISOR
PFM Financial Advisors LLC
Coral Gables,Florida
* Crystal K. Kinzel was appointed as Clerk of Courts by Governor Rick Scott in June 2018 following the
death of the former Clerk of Courts. She will serve as Clerk of Courts until November 13, 2018, a
week after the general election pursuant to which a new Clerk of Courts will be elected.
25694/007/01369090.DOCv5
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No dealer, broker, salesman or other person has been authorized by the County or the
Underwriters to give any information or to make any representations in connection with the Series 2018
Bonds, other than as contained in this Official Statement, and, if given or made, such information or
representations must not be relied upon as having been authorized by the County. This Official
Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any
sale of the Series 2018 Bonds by any person in any jurisdiction in which it is unlawful for such person to
make such offer,solicitation or sale.
The information set forth herein has been obtained from the County, The Depository Trust
Company ("DTC") and other sources that are believed to be reliable,but is not guaranteed as to accuracy
or completeness by, and is not to be construed as a representation by, the Underwriters. The
Underwriters listed on the cover page hereof have reviewed the information in this Official Statement in
accordance with and as part of their responsibilities to investors under the federal securities laws as
applied to the facts and circumstances of this transaction, but the Underwriters do not guarantee the
accuracy or completeness of such information. The information and expressions of opinion stated herein
are subject to change, and neither the delivery of this Official Statement nor any sale made hereunder
shall create, under any circumstances, any implication that there has been no change in the matters
described herein since the date hereof.
IN CONNECTION WITH THIS OFFERING OF THE SERIES 2018 BONDS, THE
UNDERWRITERS MAY OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR
MAINTAIN THE MARKET PRICE OF SUCH SERIES 2018 BONDS AT LEVELS ABOVE THAT WHICH
MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED,
MAY BE DISCONTINUED AT ANY TIME.
All summaries herein of documents and agreements are qualified in their entirety by reference to
such documents and agreements,and all summaries herein of the Series 2018 Bonds are qualified in their
entirety by reference to the form thereof included in the aforesaid documents and agreements.
NO REGISTRATION STATEMENT RELATING TO THE SERIES 2018 BONDS HAS BEEN FILED
WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "COMMISSION") OR WITH ANY
STATE SECURITIES COMMISSION. IN MAKING ANY INVESTMENT DECISION,INVESTORS MUST
RELY ON THEIR OWN EXAMINATIONS OF THE COUNTY AND THE TERMS OF THE OFFERING,
INCLUDING THE MERITS AND RISKS INVOLVED. THE SERIES 2018 BONDS HAVE NOT BEEN
APPROVED OR DISAPPROVED BY THE COMMISSION OR ANY STATE SECURITIES COMMISSION
OR REGULATORY AUTHORITY. THE FOREGOING AUTHORITIES HAVE NOT PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE
CONTRARY MAY BE A CRIMINAL OFFENSE.
25694/007/01369090.D OCv5
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TABLE OF CONTENTS
Paee
INTRODUCTION 1
THE 2018 PROJECT 2
DESCRIPTION OF THE SERIES 2018 BONDS 3
General 3
Book-Entry Only System 3
Redemption of Series 2018 Bonds 6
Interchangeability,Negotiability and Transfer 7
Series 2018 Bonds Mutilated,Destroyed,Stolen or Lost 8
SECURITY FOR THE BONDS 9
General 9
Funds and Accounts 9
Construction Fund 10
No Reserve Funding 10
Disposition of Tourist Development Tax Revenues 10
Rebate Fund 14
Investments 14
Additional Bonds 15
DESCRIPTION OF TOURIST DEVELOPMENT TAX REVENUES 16
PRO-FORMA DEBT SERVICE COVERAGE 23
ESTIMATED SOURCES AND USES OF FUNDS 24
DEBT SERVICE SCHEDULE 25
COLLIER COUNTY GOVERNMENT 26
INVESTMENT POLICY 26
VALIDATION 29
LITIGATION 29
ENFORCEABILITY OF REMEDIES 29
TAX EXEMPTION 30
Opinion of Bond Counsel 30
Internal Revenue Code of 1986 30
Collateral Tax Consequences 30
Other Tax Matters 31
Original Issue Discount 31
Bond Premium 31
AUDITED FINANCIAL STATEMENTS 32
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS 32
RATINGS 33
LEGAL MATTERS 33
FINANCIAL ADVISOR 34
UNDERWRITING 34
CONTINUING DISCLOSURE 35
CONTINGENT FEES 36
ACCURACY AND COMPLETENESS OF OFFICIAL STATEMENT 36
AUTHORIZATION OF OFFICIAL STATEMENT 37
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APPENDIX A- General Information Regarding Collier County,Florida
APPENDIX B- Collier County Comprehensive Annual Financial Report For Fiscal Year Ended
September 30,2017
APPENDIX C- Composite of the Resolution
APPENDIX D- Form of Bond Counsel Opinion
APPENDIX E- Form of Continuing Disclosure Certificate
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OFFICIAL STATEMENT
Related to
COLLIER COUNTY,FLORIDA
Tourist Development Tax Revenue Bonds,
Series 2018
INTRODUCTION
The purpose of this Official Statement, including the cover page and appendices, is to set forth
information concerning Collier County, Florida (the "County") and the Collier County, Florida
$ *aggregate principal amount of its Tourist Development Tax Revenue Bonds, Series 2018
(the"Series 2018 Bonds"),in connection with the sale of the Series 2018 Bonds.
The County was established in 1923 by the Legislature of the State of Florida (the "State") from
portions of Lee and Monroe Counties. Its territorial limits, as they presently exist, contain approximately
2,026 square miles. In terms of land area,it is the largest county in the State. The County is located on the
southwest coast of the Florida peninsula directly west of the Miami-Fort Lauderdale area. In 2017, the
County had an estimated population of 360,846. Principal industries within the County include
wholesale and retail trade,tourism,agriculture,forestry,fishing,cattle ranching and construction. Part of
the Everglades National Park, the United States' only subtropical national park, comprises a portion of
the County. See "APPENDIX A — General Information Regarding Collier County, Florida" attached
hereto for more information about the County.
The Series 2018 Bonds are authorized pursuant to the Constitution and laws of the State of
Florida, including Chapter 125, Florida Statutes, Section 125.0104, Florida Statutes, Ordinance No. 92-60
duly enacted by the Board of County Commissioners of the County (the "Board") on August 18, 1992, as
amended and supplemented from time to time,particularly as amended by an Ordinance enacted by the
Board on July 11, 2017 (the "Tourist Development Tax Ordinance"), and other applicable provisions of
law (collectively, the "Act"), Resolution No. 2017-141 adopted by the Board on July 11, 2017, as amended
and supplemented from time to time, and as particularly amended and supplemented by Resolution No.
2018-_adopted by the Board on ,2018(collectively,the"Resolution").
The proceeds of the Series 2018 Bonds will be used to (1) finance and/or refinance the cost of the
acquisition, construction and equipping of a regional tournament caliber amateur sports complex, and(2)
pay costs of issuance related to the Series 2018 Bonds.
The principal and interest on the Series 2018 Bonds will be payable from and will be secured by a
lien upon and pledge of(i)Tourist Development Tax Revenues, and (ii)until applied in accordance with
the Resolution, all moneys, including investments thereof, in certain funds and accounts created under
the Resolution (the "Pledged Funds"). "Tourist Development Tax Revenues" shall mean the proceeds of
the tourist development tax received by the County from its levy of such tax at the rate of five percent
(5%) pursuant to the Tourist Development Tax Ordinance, and, to the extent provided by Supplemental
Resolution of the County, any additional tourist development tax moneys received by the County
pursuant to the Act (the "Full TDT Revenues"). "Tourist Development Tax Revenues" shall not include
Preliminary, subject to change.
25694/007/01369090.DOCv5 1
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proceeds of any future increases in the tourist development tax above the fifth percent(5th%)received by
the County pursuant to the Act, except as otherwise provided by Supplemental Resolution.
Notwithstanding the foregoing, in the event a Series of Bonds is issued pursuant to the Resolution the
proceeds of which are to be used to finance or refinance a Project for which not all of the tourist
development tax proceeds received by the County may be used for the payment of Debt Service on such
Series of Bonds pursuant to the Act,or the County determines that it does not want to utilize or pledge all
of the Full TDT Revenues, the Tourist Development Tax Revenues with respect to such Series of Bonds
shall be those tourist development tax proceeds set forth in the Supplemental Resolution authorizing the
issuance of such Series of Bonds(the"Limited TDT Revenues").
THE SERIES 2018 BONDS SHALL NOT BE OR CONSTITUTE GENERAL OBLIGATIONS OR
INDEBTEDNESS OF THE COUNTY AS "BONDS" WITHIN THE MEANING OF ANY
CONSTITUTIONAL OR STATUTORY PROVISION, BUT SHALL BE SPECIAL OBLIGATIONS OF THE
COUNTY, PAYABLE SOLELY FROM AND SECURED BY A LIEN UPON AND PLEDGE OF THE
PLEDGED FUNDS IN ACCORDANCE WITH THE TERMS OF THE RESOLUTION. NO HOLDER OR
HOLDERS OF ANY OBLIGATIONS ISSUED UNDER THE RESOLUTION SHALL EVER HAVE THE
RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREM TAXING POWER TO PAY SUCH
OBLIGATIONS FROM ANY MONEYS OF THE COUNTY EXCEPT FROM THE PLEDGED FUNDS IN
THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION.
The County has covenanted to provide certain continuing disclosure information pursuant to
Rule 15c2-12 of the Securities and Exchange Commission relating to the Series 2018 Bonds. See
"CONTINUING DISCLOSURE"herein.
Capitalized terms used but not otherwise defined herein have the same meaning ascribed thereto
in the Resolution unless the context would clearly indicate otherwise. Complete descriptions of the terms
and conditions of the Series 2018 Bonds are set forth in the Resolution, a composite of which is attached
as APPENDIX C to this Official Statement. The descriptions of the Series 2018 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. A copy
of the Resolution and all documents of the County referred to herein may be obtained from Crystal K.
Kinzel*,Clerk of the Circuit Court and Comptroller of Collier County,Collier County Courthouse Annex,
3315 Tamiami Trail East,2nd Floor,Naples,Florida 34112-5324,Phone(239)252-2646.
THE 2018 PROJECT
The 2018 Project consists of the acquisition, construction and equipping of a regional tournament
caliber amateur sports complex complete with eight multi-purpose fields, parking, championship
stadium, and a field house with indoor courts and fields in order to attract world class amateur sporting
events, all to be located on approximately 110 acres. The 2018 Project shall be funded from proceeds of
the Series 2018 Bonds and accumulated tourist development tax revenues. For more information, see
"DESCRIPTION OF TOURIST DEVELOPMENT TAX REVENUES"herein.
* Crystal K. Kinzel was appointed as Clerk of Courts by Governor Rick Scott in June 2018 following the
death of the former Clerk of Courts. She will serve as Clerk of Courts until November 13, 2018, a
week after the general election pursuant to which a new Clerk of Courts will be elected.
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DESCRIPTION OF THE SERIES 2018 BONDS
General
The Series 2018 Bonds will bear interest at the rates set forth on the inside cover page hereof from
the most recent Interest Date,as hereinafter defined,to which interest has been paid or provided for,or,if
no interest has been paid, from the date of delivery of the Series 2018 Bonds. Interest on the Series 2018
Bonds will be payable on April 1 and October 1 of each year (the "Interest Dates"), commencing on
April 1, 2019. The principal of or Redemption Price, if applicable, on the Series 2018 Bonds is payable
upon presentation and surrender of the Series 2018 Bonds at the designated corporate trust office of TD
Bank, N.A., (the "Paying Agent" and "Registrar"). Interest on the Series
2018 Bonds shall be payable by check or draft of the Paying Agent, made payable and mailed to the
Holder in whose name such Series 2018 Bond shall be registered at the close of business on the date
which shall be the fifteenth day(whether or not a business day)of the calendar month next preceding the
applicable Interest Date, or, at the request of such Holder, by bank wire transfer to the account of such
Holder. Principal of the Series 2018 Bonds is payable to the Holder upon presentation, when due, at the
designated corporate trust office of the Paying Agent. All payments of principal, premium, if applicable,
and interest on the Series 2018 Bonds shall be payable in any coin or currency of the United States of
America which at the time of payment is legal tender for the payment of public and private debts.
The Series 2018 Bonds are being issued as fully-registered bonds in denominations of$5,000 or
any integral multiple thereof and, when issued, will be registered in the name of Cede & Co., as
registered owner and nominee of The Depository Trust Company, New York, New York ("DTC"). DTC
will act as securities depository for the Series 2018 Bonds. Purchasers of the Series 2018 Bonds will not
receive certificates representing their interests in the Series 2018 Bonds purchased. Ownership by the
Beneficial Owners(as hereinafter defined) of the Series 2018 Bonds will be evidenced by book-entry only.
Principal of, redemption premium, if any, and interest on the Series 2018 Bonds will be paid by the
Paying Agent to DTC, which in turn will remit such principal, redemption premium,if any, and interest
payments to its participants for subsequent disbursement to the Beneficial Owners of the Series 2018
Bonds. As long as Cede & Co. is the registered owner as nominee of DTC, payments on the Series 2018
Bonds will be made to such registered owner and disbursal of such payments to Beneficial Owners will
be the responsibility of DTC and its participants. See "DESCRIPTION OF THE SERIES 2018 BONDS -
Book-Entry Only System"herein.
Book-Entry Only System
THE FOLLOWING INFORMATION CONCERNING DTC AND DTC'S BOOK-ENTRY ONLY
SYSTEM HAS BEEN OBTAINED FROM SOURCES THAT THE COUNTY BELIEVES TO BE RELIABLE.
THE COUNTY TAKES NO RESPONSIBILITY FOR THE ACCURACY THEREOF.
SO LONG AS CEDE & CO. IS THE REGISTERED OWNER OF THE SERIES 2018 BONDS, AS
NOMINEE OF DTC, CERTAIN REFERENCES IN THIS OFFICIAL STATEMENT TO THE SERIES 2018
BONDHOLDERS OR REGISTERED OWNERS OF THE SERIES 2018 BONDS SHALL MEAN CEDE &
CO. AND WILL NOT MEAN THE BENEFICIAL OWNERS OF THE SERIES 2018 BONDS. THE
DESCRIPTION WHICH FOLLOWS OF THE PROCEDURES AND RECORD KEEPING WITH RESPECT
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TO BENEFICIAL OWNERSHIP INTERESTS IN THE SERIES 2018 BONDS, PAYMENT OF INTEREST
AND PRINCIPAL ON THE SERIES 2018 BONDS TO DIRECT PARTICIPANTS (AS HEREINAFTER
DEFINED) OR BENEFICIAL OWNERS OF THE SERIES 2018 BONDS, CONFIRMATION AND
TRANSFER OF BENEFICIAL OWNERSHIP INTERESTS IN THE SERIES 2018 BONDS, AND OTHER
RELATED TRANSACTIONS BY AND BETWEEN DTC, THE DIRECT PARTICIPANTS AND
BENEFICIAL OWNERS OF THE SERIES 2018 BONDS IS BASED SOLELY ON INFORMATION
FURNISHED BY DTC. ACCORDINGLY, THE COUNTY NEITHER MAKES NOR CAN MAKE ANY
REPRESENTATIONS CONCERNING THESE MATTERS.
DTC will act as securities depository for the Series 2018 Bonds. The Series 2018 Bonds will be
issued as fully-registered securities registered in the name of Cede&Co. (DTC's partnership nominee) or
such other name as may be requested by an authorized representative of DTC. One fully-registered
Series 2018 Bonds certificate will be issued for each maturity of the Series 2018 Bonds in the aggregate
principal amount thereof,and will be deposited with DTC.
DTC, the world's largest securities depository, 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 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over
3.6 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money
market instruments from over 100 countries that DTC's participants ("Direct Participants") deposit with
DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other
securities transactions in deposited securities, through electronic computerized book-entry transfers and
pledges between Direct Participants' accounts. This eliminates the need for physical movement of
securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers,
banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned
subsidiary of The Depository Trust&Clearing Corporation("DTCC"). DTCC is the holding company for
DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are
registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the
DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers,
banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship
with a Direct Participant,either directly or indirectly("Indirect Participants"). The Direct Participants and
the Indirect Participants are collectively referred to herein as the "DTC Participants." DTC has an S&P
Global Inc. ("S&P") rating of AA+. The DTC Rules applicable to its DTC Participants are on file with the
Securities and Exchange Commission (the "SEC"). More information about DTC can be found at
www.dtcc.com.
Purchases of Series 2018 Bonds under the DTC system must be made by or through Direct
Participants, which will receive a credit for the Series 2018 Bonds on DTC's records. The ownership
interest of each actual purchaser of each Series 2018 Bondholder ("Beneficial Owner") is in turn to be
recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written
confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written
confirmations 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 Series 2018 Bonds are to be accomplished by entries made on the
books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will
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not receive certificates representing their ownership interests in the Series 2018 Bonds,except in the event
that use of the book-entry system for the Series 2018 Bonds is discontinued.
To facilitate subsequent transfers, all Series 2018 Bonds deposited by Direct Participants with
DTC are registered in the name of DTC's partnership nominee,Cede&Co.,or such other name as may be
requested by an authorized representative of DTC. The deposit of the Series 2018 Bonds with DTC and
their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in
beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Series 2018 Bonds;
DTC's records reflect only the identity of the Direct Participants to whose accounts such Series 2018
Bonds are credited,which may or may not be the Beneficial Owners. The Direct and Indirect Participants
will remain responsible for keeping account of their holdings on behalf of their customers.
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. Beneficial Owners of Series 2018 Bonds may wish to
take certain steps to augment the transmission to them of notices of significant events with respect to the
Series 2018 Bonds, such as redemptions, tenders, defaults, and proposed amendments to the security
documents. For example,Beneficial Owners of Series 2018 Bonds may wish to ascertain that the nominee
holding the Series 2018 Bonds for their benefit has agreed to obtain and transmit notices to Beneficial
Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the
Registrar and request that copies of notices be provided directly to them.
Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to
the Series 2018 Bonds unless authorized by a Direct Participant in accordance with DTC's MMI
Procedures. 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 Series 2018 Bonds are credited on the record date (identified in a
listing attached to the Omnibus Proxy).
Payment of principal and interest on the Series 2018 Bonds will be made to Cede & Co., or such
other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit
Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the
County, on the payment date in accordance with their respective holdings shown on DTC's records.
Payments by DTC 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 DTC Participant and not of DTC or the
County, subject to any statutory or regulatory requirements as may be in effect from time to time.
Payment of principal and redemption proceeds to Cede & Co. (or such other nominee as may be
requested by an authorized representative of DTC) is the responsibility of the County, disbursement of
such payments to Direct Participants will be the responsibility of DTC, and disbursement of such
payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.
DTC may discontinue providing its services as depository with respect to the Series 2018 Bonds
at any time by giving reasonable notice to the County. Under such circumstances, in the event that a
successor depository is not obtained,the Series 2018 Bonds are required to be printed and delivered.
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The County may decide to discontinue use of the system of book-entry-only transfers through
DTC (or a successor securities depository). In that event, Series 2018 Bonds certificates will be printed
and delivered to DTC.
Redemption of Series 2018 Bonds
Optional Redemption. The Series 2018 Bonds maturing on or after October 1,2029 are subject to
redemption in whole or in part, at any time, on or after October 1, 2028, in such order of maturities as
may be determined by the County (less than all of a single maturity to be selected by lot), at a
Redemption Price equal to 100% of the principal amount of the Series 2018 Bonds to be redeemed plus
accrued interest to the date fixed for redemption,without premium.
Mandatory Redemption. The Series 2018 Bonds maturing on October 1, are subject to
mandatory sinking fund redemption, in part by lot, in such manner as the Paying Agent may deem
appropriate, prior to maturity on October 1 of each year, at a Redemption Price equal to the principal
amount of such Series 2018 Bonds to be redeemed, without premium, plus accrued interest to the date of
redemption,in the years and in the amounts as follows:
Year Amount
*
*Maturity
Selection of Series 2018 Bonds to be Redeemed. The Series 2018 Bonds shall be redeemed only in
the principal amount of $5,000 each and integral multiples thereof. The County shall, at least 45 days
prior to the redemption date (unless a shorter time period shall be satisfactory to the Registrar)notify the
Registrar of such redemption date and of the principal amount of Bonds to be redeemed. For purposes of
any redemption of less than all of the Outstanding Bonds of a single maturity, the particular Series 2018
Bonds or portions of Series 2018 Bonds to be redeemed shall be selected not more than 45 days prior to
the redemption date by the Registrar from the Outstanding Bonds of the maturity or maturities
designated by the County by such method as the Registrar shall deem fair and appropriate and which
may provide for the selection for redemption of Series 2018 Bonds or portions of Series 2018 Bonds in
principal amounts of $5,000 and integral multiples thereof. If less than all of a Term Bond is to be
redeemed the aggregate principal amount to be redeemed shall be allocated to the Amortization
Installments on a pro-rata basis unless the County,in its discretion,designates a different allocation.
If less than all of the Outstanding Series 2018 Bonds of a single maturity are to be redeemed, the
Registrar shall promptly notify the County and Paying Agent(if the Registrar is not the Paying Agent for
such Bonds)in writing of the Series 2018 Bonds or portions of Series 2018 Bonds selected for redemption
and, in the case of any Series 2018 Bond selected for partial redemption, the principal amount thereof to
be redeemed.
Notice of Redemption. Notice of such redemption, which shall specify the Series 2018 Bond or
Series 2018 Bonds (or portions thereof) to be redeemed and the date and place for redemption, shall be
given by the Registrar on behalf of the County,and(A)shall be filed with the Paying Agent of such Series
2018 Bonds, (B) shall be mailed first class, postage prepaid,not less than 30 days nor more than 45 days
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prior to the redemption date to all Holders of Series 2018 Bonds to be redeemed at their addresses as they
appear on the registration books kept by the Registrar as of the date of mailing of such notice, and (C)
shall be mailed, certified mail, postage prepaid, at least 35 days prior to the redemption date to the
registered securities depositories and one or more nationally recognized municipal bond information
services as hereinafter provided in the Resolution. Failure to mail such notice to such depositories or
services or the Holders of the Series 2018 Bonds to be redeemed,or any defect therein,shall not affect the
proceedings for redemption of Series 2018 Bonds as to which no such failure or defect has occurred. Such
notice shall also be mailed to the Insurer, if any, of such redeemed Series 2018 Bonds. Failure of any
Holder to receive any notice mailed as herein provided shall not affect the proceedings for redemption of
such Holder's Series 2018 Bonds.
The County may provide that redemption will be contingent upon the occurrence of certain
condition(s) and that if such condition(s) do not occur the notice of redemption will be rescinded,
provided notice of rescission shall be mailed in the manner described above to all affected Series 2018
Bondholders not later than three business days prior to the date of redemption.
So long as Cede & Co. is the registered owner of the Series 2018 Bonds, as nominee of DTC, notice of
redemption is only required to be given to Cede&Co.
Interchangeability,Negotiability and Transfer
The following provisions shall only be applicable if DTC's book-entry system of registration is
discontinued.
Series 2018 Bonds, upon surrender thereof at the office of the Registrar with a written instrument
of transfer satisfactory to the Registrar, duly executed by the Holder thereof or his attorney duly
authorized in writing, may, at the option of the Holder thereof, be exchanged for an equal aggregate
principal amount of registered Series 2018 Bonds of the same Series and maturity of any other authorized
denominations.
The Series 2018 Bonds issued under the Resolution shall be and have all the qualities and
incidents of negotiable instruments under the law merchant and the Uniform Commercial Code of the
State of Florida, subject to the provisions for registration and transfer contained in the Resolution and in
the Series 2018 Bonds. So long as any of the Series 2018 Bonds shall remain Outstanding,the County shall
maintain and keep, at the office of the Registrar,books for the registration and transfer of the Series 2018
Bonds.
Each Series 2018 Bond shall be transferable only upon the books of the County, at the office of the
Registrar,under such reasonable regulations as the County may prescribe,by the Holder thereof in person
or by his attorney duly authorized in writing upon surrender thereof together with a written instrument of
transfer satisfactory to the Registrar duly executed and guaranteed by the Holder or his duly authorized
attorney. Upon the transfer of any such Series 2018 Bond, the County shall issue, and cause to be
authenticated, in the name of the transferee a new Series 2018 Bond or Series 2018 Bonds of the same
aggregate principal amount and Series and maturity as the surrendered Series 2018 Bond. The County,the
Registrar and any Paying Agent or fiduciary of the County may deem and treat the Person in whose name
any Outstanding Bond shall be registered upon the books of the County as the absolute owner of such
Series 2018 Bond, whether such Series 2018 Bond shall be overdue or not, for the purpose of receiving
payment of, or on account of, the principal or Redemption Price,if applicable, and interest on such Series
25694/007/01369090.DOCv5 7
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2018 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 Series 2018 Bond to the
extent of the sum or sums so paid and neither the County nor the Registrar nor any Paying Agent or
other fiduciary of the County shall be affected by any notice to the contrary.
In all cases in which the privilege of exchanging Series 2018 Bonds or transferring Series 2018
Bonds is exercised, the County shall execute and deliver Series 2018 Bonds and the Registrar shall
authenticate such Series 2018 Bonds in accordance with the provisions of the Resolution. Execution of
Series 2018 Bonds by the Chairman and Clerk of the Circuit Court and Comptroller for purposes of
exchanging,replacing or transferring Bonds may occur at the time of the original delivery of the Series of
which such Series 2018 Bonds are a part. All Series 2018 Bonds surrendered in any such exchanges or
transfers shall be held by the Registrar in safekeeping until directed by the County to be cancelled by the
Registrar. For every such exchange or transfer of Series 2018 Bonds, the County or the 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 transfer. The County and the Registrar shall not be obligated
to make any such exchange or transfer of Series 2018 Bonds of any Series during the 15 days next
preceding an Interest Date on the Series 2018 Bonds of such Series (other than Capital Appreciation
Bonds and Variable Rate Bonds),or,in the case of any proposed redemption of Series 2018 Bonds of such
Series, then, for the Series 2018 Bonds subject to redemption, during the 15 days next preceding the date
of the first mailing of notice of such redemption and continuing until such redemption date.
The County may elect to issue any Series 2018 Bonds as uncertificated registered public
obligations (not represented by instruments), commonly known as book-entry obligations, provided it
shall establish a system of registration therefor by Supplemental Resolution.
Series 2018 Bonds Mutilated,Destroyed,Stolen or Lost
In case any Series 2018 Bond shall become mutilated, or be destroyed, stolen or lost, the County
may, in its discretion, issue and deliver, and the Registrar shall authenticate, a new Series 2018 Bond of
like tenor as the Series 2018 Bond so mutilated,destroyed,stolen or lost,in exchange and substitution for
such mutilated Series 2018 Bond upon surrender and cancellation of such mutilated Series 2018 Bond or
in lieu of and substitution for the Series 2018 Bond destroyed, stolen or lost, and upon the Holder
furnishing the County and the Registrar proof of his ownership thereof and satisfactory indemnity and
complying with such other reasonable regulations and conditions as the County or the Registrar may
prescribe and paying such expenses as the County and the Registrar may incur. All Series 2018 Bonds so
surrendered shall be cancelled by the Registrar. If any of the Series 2018 Bonds shall have matured or be
about to mature,instead of issuing a substitute Series 2018 Bond, the County may pay the same or cause
the Series 2018 Bond to be paid, upon being indemnified as aforesaid, and if such Series 2018 Bonds be
lost,stolen or destroyed,without surrender thereof.
Any such duplicate Series 2018 Bonds issued pursuant to the Resolution shall constitute original,
additional contractual obligations on the part of the County whether or not the lost, stolen or destroyed
Series 2018 Bond be at any time found by anyone,and such duplicate Series 2018 Bond shall be entitled to
equal and proportionate benefits and rights as to lien on the Pledged Funds to the same extent as all other
Series 2018 Bonds issued pursuant to the Resolution.
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SECURITY FOR THE BONDS
General
The Series 2018 Bonds and any Additional Bonds hereafter issued in accordance with the
Resolution are herein referred to as the "Bonds." The payment of the principal of, redemption premium,
if any, and interest on the Bonds is secured equally and ratably by a pledge of and lien upon the Pledged
Funds. "Pledged Funds" means (1) the Tourist Development Tax Revenues, and (2) until applied in
accordance with the provisions of the Resolution, all moneys,including investments thereof,in the funds
and accounts established under the Resolution except (A) for the Unrestricted Revenue Account and the
Rebate Fund, and (B) any moneys set aside in a particular subaccount of the Reserve Account if such
moneys shall be pledged solely for the payment of the Series of Bonds for which it was established in
accordance with the provisions of the Resolution. The Bonds are issued for the purposes of acquiring or
constructing improvements described in Section 125.0104(5)(a)1, Florida Statutes, and the County does
not currently have any bonds outstanding that were issued for such purposes.
THE BONDS SHALL NOT BE OR CONSTITUTE GENERAL OBLIGATIONS OR
INDEBTEDNESS OF THE COUNTY AS "BONDS" WITHIN THE MEANING OF ANY
CONSTITUTIONAL OR STATUTORY PROVISION, BUT SHALL BE SPECIAL OBLIGATIONS OF THE
COUNTY, PAYABLE SOLELY FROM AND SECURED BY A LIEN UPON AND PLEDGE OF THE
PLEDGED FUNDS IN ACCORDANCE WITH THE TERMS OF THE RESOLUTION. NO HOLDER OR
HOLDERS OF ANY OBLIGATIONS ISSUED UNDER THE RESOLUTION SHALL EVER HAVE THE
RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREM TAXING POWER TO PAY SUCH
OBLIGATIONS FROM ANY MONEYS OF THE COUNTY EXCEPT FROM THE PLEDGED FUNDS IN
THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION.
Funds and Accounts
The County covenanted and agreed in the Resolution to establish the following funds and
accounts:
(a) The "Collier County, Florida Tourist Development Tax Revenue Bonds Revenue Fund."
The County shall maintain two separate accounts in the Revenue Fund, the"Restricted Revenue Account"
and the"Unrestricted Revenue Account."
(b) The "Collier County, Florida Tourist Development Tax Revenue Bonds Debt Service
Fund" The County shall maintain four separate accounts in the Debt Service Fund, the "Interest
Account,"the"Principal Account,"the"Bond Amortization Account,"and the"Reserve Account."
(c) The"Collier County,Florida Tourist Development Tax Revenue Bonds Rebate Fund."
Moneys in the aforementioned funds and accounts, other than the Rebate Fund and the
Unrestricted Revenue Account,until applied in accordance with the provisions of the Resolution,shall be
subject to a lien and charge in favor of the Holders of the Bonds and for the further security of such
Holders.
The County may at any time and from time to time appoint one or more depositories to hold,for
the benefit of the Bondholders, any one or more of the funds, accounts and subaccounts established by
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the Resolution. Such depository or depositories shall perform at the direction of the County the duties of
the County in depositing, transferring and disbursing moneys to and from each of such funds and
accounts as set forth in the Resolution, and all records of such depositary in performing such duties shall
be open at all reasonable times to inspection by the County and its agent and employees. Any such
depositary shall be a bank or trust company duly authorized to exercise corporate trust powers and
subject to examination by federal or state authority, of good standing, and be qualified under applicable
State law as a depository.
Notwithstanding the foregoing,none of the aforementioned funds and accounts is required to be
established prior to the time any such fund or account is required to be funded or otherwise utilized
pursuant to the Resolution.
Construction Fund
The County covenanted and agreed in the Resolution to establish a special fund to be known as
the "Collier County, Florida Tourist Development Tax Revenue Bonds Construction Fund," which shall
be used only for payment of the Cost of a Project. Moneys in the Construction Fund, until applied in
payment of any item of the Cost of the Project in the manner provided in the Resolution, shall be held in
trust by the County and shall be subject to a lien and charge in favor of the Holders of the Bonds and for
the further security of such Holders.
No Reserve Funding
The Reserve Account Requirement which is applicable to the Series 2018 Bonds is equal to zero
($0). The Series 2018 Bonds shall not be secured by any other account or subaccount hereafter established
in the Reserve Account.
Disposition of Tourist Development Tax Revenues
(A) Upon receipt, the County shall deposit the Tourist Development Tax Revenues into the
Restricted Revenue Account. Moneys in this account shall be deposited or credited on or before the 25th
day of each month in the following manner and order of priority:
(1) Interest Account. There shall be deposited to the Interest Account an amount
which shall be sufficient to pay one-sixth (1/6) of the interest becoming due on all Bonds
Outstanding (except as to Capital Appreciation Bonds) on the next succeeding Interest Date.
With respect to the initial Interest Date following the issuance of a Series of Bonds, the County
shall deposit each month an amount which shall be sufficient to pay a fraction, the numerator of
which is 1 and the denominator of which is the number of months until such Interest Date,of the
interest becoming due on such Bonds on the initial Interest Date. Moneys in the Interest Account
shall be used to pay interest on the Bonds as and when the same become due, whether by
redemption or otherwise, and for no other purpose. All Hedge Receipts and Federal Subsidy
Payments shall be deposited directly to the Interest Account upon receipt.With respect to interest
on Bonds which the County has determined are subject to a Hedge Payment, interest on such
Bonds during the term of the Qualified Hedge Agreement shall be deemed to include the
corresponding Hedge Payments. Moneys in the Interest Account shall be applied by the County
(a) for deposit with the Paying Agent to pay the interest on the Bonds on or prior to the date the
same shall become due, whether by maturity, redemption or otherwise, and (b) for Hedge
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Payments. Any Federal Subsidy Payments deposited to the Interest Account shall be deemed to
have been applied to the payment of interest on the Federal Subsidy Bonds to which such
Payments relate. The County shall adjust the amount of the deposit to the Interest Account not
later than a month immediately preceding any Interest Date so as to provide sufficient moneys in
the Interest Account to pay the interest on the Bonds coming due on such Interest Date. No
further deposit need be made to the Interest Account when the moneys therein are equal to the
interest coming due on the Outstanding Bonds on the next succeeding Interest Date.With respect
to debt service on any Bonds which are subject to a Qualified Hedge Agreement, any Hedge
Payments due to the Counterparty to such Qualified Hedge Agreement relating to such Bonds
shall be paid to the Counterparty to such Qualified Hedge Agreement on a parity basis with the
aforesaid required payments into the Debt Service Fund. In computing the interest on Variable
Rate Bonds which shall accrue during a calendar month, the interest rate on such Variable Rate
Bonds shall be assumed to be (A)if such Variable Rate Bonds have been Outstanding for at least
24 months prior to the commencement of such calendar month, the highest average interest rate
borne by such Variable Rate Bonds for any 30-day period, and (B) if such Variable Rate Bonds
have not been Outstanding for at least 24 months prior to the date of calculation,the Bond Buyer
Revenue Bond Index most recently published prior to the commencement of such calendar
month.
(2) Principal Account. Commencing in the month which is one year prior to the first
principal due date(or if the first principal due date is less than one year from the date of issuance
of the Bonds, the month immediately following the issuance of the Bonds), the County shall next
deposit into the Principal Account an amount which shall be sufficient to pay one-twelfth (1/12)
of the principal on Serial Bonds outstanding next due. With respect to the initial principal
payment date following the issuance of a Series of Bonds, the County shall deposit each month
an amount which shall be sufficient to pay a fraction, the numerator of which is 1 and the
denominator of which is the number of months until such principal payment date, of the
principal becoming due on such Bonds on the initial principal payment date. Moneys in the
Principal Account shall be applied by the County for deposit with the Paying Agent to pay the
principal of the Bonds on or prior to the date the same shall mature, and for no other purpose.
Serial Capital Appreciation Bonds shall be payable from the Principal Account in the years in
which such Bonds mature and monthly payments into the Principal Account on account of such
Bonds shall commence in the twelfth month immediately preceding the maturity date of such
Bonds. The County shall adjust the amount of the deposit to the Principal Account not later than
the month immediately preceding any principal payment date so as to provide sufficient moneys
in the Principal Account to pay the principal on the Bonds becoming due on such principal
payment date. No further deposit need be made to the Principal Account when the moneys
therein are equal to the principal coming due on the Outstanding Bonds on the next succeeding
principal payment date.
(3) Bond Amortization Account. Commencing in the month which is one year prior
to any Amortization Installment due date, there shall be deposited or credited to the Bond
Amortization Account an amount which shall be sufficient to pay one-twelfth (1/12) of the
Amortization Installment next due. With respect to the initial Amortization Installment date
following the issuance of a Series of Bonds, the County shall deposit each month an amount
which shall be sufficient to pay a fraction, the numerator of which is 1 and the denominator of
which is the number of months until such Amortization Installment date, of the Amortization
Installment for such Amortization Installment date. Moneys in the Bond Amortization Account
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shall be used to purchase or redeem Term Bonds in the manner provided in the Resolution or as
provided by Supplemental Resolution, and for no other purpose. Term Capital Appreciation
bonds shall be payable from the Term Bonds Redemption Account in the years in which such
Bonds mature and monthly payments into the Bond Amortization Account on account of such
Bonds shall commence in the twelfth month immediately preceding the due date of the related
Amortization Fund Installments.The County shall adjust the amount of the deposit into the Bond
Amortization Account not later than the month immediately preceding any date for payment of
an Amortization Installment so as to provide sufficient moneys in the Bond Amortization
Account to pay the Amortization Installments on the Bonds coming due on such date. No further
deposit need be made to the Bond Amortization Account when the moneys therein are equal to
the Amortization Installments coming due on the Outstanding Bonds on the next succeeding
Amortization Installment due date. Payments to the Bond Amortization Account shall be on a
parity with payments to the Principal Account.
Amounts accumulated in the Bond Amortization Account with respect to any
Amortization Installment (together with amounts accumulated in the Interest Account with
respect to interest, if any, on the Term Bonds for which such Amortization Installment was
established) may be applied by the County, on or prior to the sixtieth (60th) day preceding the
due date of such Amortization Installment, (a) to the purchase of Term Bonds of the Series and
maturity for which such Amortization Installment was established at a price not exceeding par
plus accrued interest, or (b) to the redemption at the applicable Redemption Prices of such Term
Bonds, if then redeemable by their terms at a price not exceeding par plus accrued interest. The
applicable Redemption Price (or principal amount of maturing Term Bonds) of any Term Bonds
so purchased or redeemed shall be deemed to constitute part of the Bond Amortization Account
until such Amortization Installment date, for the purposes of calculating the amount of such
Account. As soon as practicable after the sixtieth (60th) day preceding the due date of any such
Amortization Installment, the County shall proceed to call for redemption on such due date, by
causing notice to be given as provided in Section 3.03 hereof, Term Bonds of the Series and
maturity for which such Amortization Installment was established (except in the case of Term
Bonds maturing on an Amortization Installment date) in such amount as shall be necessary to
complete the retirement of the unsatisfied balance of such Amortization Installment. The County
shall pay out of the Bond Amortization Account and the Interest Account to the appropriate
Paying Agents, on or before the day preceding such redemption date (or maturity date), the
amount required for the redemption(or for the payment of such Term Bonds then maturing),and
such amount shall be applied by such Paying Agents to such redemption (or payment). All
expenses in connection with the purchase or redemption of Term Bonds shall be paid by the
County from the Restricted Revenue Fund.
(4) Reserve Account. There shall next be deposited to the Reserve Account an
amount which would enable the County to restore the funds on deposit in the Reserve Account
to an amount equal to the Reserve Account Requirement applicable thereto. All deficiencies in
the Reserve Account must be made up no later than 12 months from the date such deficiency first
occurred, whether such shortfall was caused by an increase in the applicable Reserve Account
Requirement, a decrease in the aggregate market value of the investments therein of more than
five percent (5%) or withdrawal (whether from cash or a Reserve Account Insurance Policy or
Reserve Account Letter of Credit). On or prior to each principal payment date and Interest Date
for the Bonds (in no event earlier than the 25th day of the month next preceding such payment
date), moneys in the Reserve Account shall be applied by the County to the payment of the
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principal of or Redemption Price,if applicable, and interest on the Bonds to the extent moneys in
the Interest Account, the Principal Account and Bond Amortization Account shall be insufficient
for such purposes. Whenever there shall be surplus moneys in the Reserve Account by reason of
a decrease in the Reserve Account Requirement or a result of a deposit in the Reserve Account of
a Reserve Account Letter of Credit or a Reserve Account Insurance Policy, such surplus moneys,
to the extent practicable, shall be deposited by the County into the Restricted Revenue Account
and applied as directed by Bond Counsel. The County shall promptly inform each*Insurer and
Credit Bank of any draw upon the Reserve Account for purposes of paying the principal of and
interest on the Bonds.
Upon issuance of any Series of Bonds under the Resolution, the County shall, fund the
Reserve Account in an amount at least equal to the applicable Reserve Account Requirement in
accordance with the Resolution.
Whenever the amount of cash in the Reserve Account, together with the other amounts
in the Debt Service Fund, are sufficient to fully pay all Outstanding Bonds in accordance with
their terms (including principal or applicable Redemption Price and interest thereon), the funds
on deposit in the Reserve Account may be transferred to the other Accounts of the Debt Service
Fund for the payment of the Bonds.
(5) Unrestricted Revenue Account. The balance of any moneys after the deposits
required by subparagraphs (1) through (4) above may be transferred, at the discretion of the
County, to the Unrestricted Revenue Account or any other appropriate fund and account of the
County and may be used for any lawful purpose; including, without limitation, the early
redemption of Bonds. In the event moneys on deposit in the Interest Account and the Principal
Account on the third day prior to an Interest Date are not sufficient to pay the principal of and
interest on the Bonds coming due on such Interest Date, the County shall transfer moneys from
the Unrestricted Revenue Account,if any,to the appropriate Account of the Debt Service Fund to
provide for such payment. Any moneys remaining in the Unrestricted Revenue Account on each
Interest Date may be used for any lawful purpose in accordance with the Act.
(B) The County, in its discretion, may use moneys in the Principal Account, the Bond
Amortization Account and the Interest Account to purchase or redeem Outstanding Bonds coming due
on the next principal payment date, provided such purchase or redemption does not adversely affect the
County's ability to pay the principal or interest coming due on such principal payment date on the Bonds
not so purchased or redeemed.
(C) On or before the date established for payment of any principal of or interest on the
Bonds, the County shall withdraw from the appropriate Account of the Debt Service Fund sufficient
moneys to pay such principal or interest and deposit such moneys with the Paying Agent.Such deposits
with the Paying Agent shall be made in moneys available to make payments of the principal of and
interest on the Bonds as the same becomes due.
(D) In the event the County shall issue a series of Bonds secured by a Credit Facility, the
County may establish such separate subaccounts in the Interest Account, the Principal Account and the
Bond Amortization Account to provide for payment of the principal of and interest on such Series as may
be required by the Credit Facility Provider; provided one Series of Bonds shall not have preference in
payment from Pledged Funds over any other Series of Bonds. The County may also deposit moneys in
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such subaccounts at such other times and in such other amounts from those provided in the Resolution as
shall be necessary to pay the principal of and interest on such Bonds as the same shall become due, all as
provided by the Supplemental Resolution authorizing such Bonds. In the case of Bonds secured by a
Credit Facility, amounts on deposit in any subaccounts established for such Bonds may be applied as
provided in the applicable Supplemental Resolution to reimburse the Credit Facility Provider for amounts
drawn under such Credit Facility to pay the principal of or redemption price, if applicable, and interest
on such Bonds or to pay the purchase price of any such Bonds which are tendered by the Holders thereof
for payment.
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 the same may be transferred to the
Revenue Fund) and the Bondholders shall have no right to have the same applied for debt service on the
Bonds. For any Series of Bonds for which the rebate requirements of Section 148(f) of the Code are
applicable, the County agrees to undertake all actions required of it in its arbitrage certificate relating to
such Series of Bonds.
(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 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 certificates may be amended without the consent
of any Holder, Credit Bank or Insurer from time to time as shall be necessary, in the opinion of Bond
Counsel,to comply with the provisions of the Code.
Investments
Moneys on deposit in the Construction Fund, the Restricted Revenue Account and the Debt
Service Fund shall be continuously secured in the manner by which the deposit of public funds are
authorized to be secured by the laws of the State. Moneys on deposit in the Construction Fund, the
Restricted Revenue Account and the Debt Service Fund,other than the Reserve Account,may be invested
and reinvested in Authorized Investments maturing not later than the date on which the moneys therein
will be needed for the purposes of such Fund or Account. Moneys on deposit in the Reserve Account
may be invested and reinvested in Authorized Investments which mature no later than ten (10) years
from the date of investment. All investments shall be valued at market at least annually as of September
30 of each year.
Any and all income received by the County from the investment of moneys in the Construction
Fund, the Interest Account, the Principal Account, the Bond Amortization Account, the Restricted
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Revenue Account and the Reserve Account (to the extent such income and the other amounts in the
Reserve Account does not exceed the Reserve Account Requirement), shall be retained in such respective
Fund or Account. Any and all income received by the County from the investment of moneys in the
Reserve Account (only to the extent such income and other amounts in the Reserve Account exceeds the
Reserve Account Requirement)shall be deposited in the Interest Account.
Nothing contained in the Resolution shall prevent any Authorized Investments acquired as
investments of or security for funds held under the Resolution from being issued or held in book-entry
form on the books of the Department of the Treasury of the United States.
Additional Bonds
The County may issue one or more Series of Additional Bonds for any one or more of the
following purposes: financing or refinancing the Costs of a Project, or the completion thereof, or
refunding any or all Outstanding Bonds or of any Subordinated Indebtedness of the County or any other
indebtedness of the County that it may lawfully refund with proceeds of Bonds. No such Additional
Bonds shall be issued unless (1) no Event of Default (as specified in the Resolution) shall have occurred
and be continuing under the Resolution and(2)the following conditions are complied with:
(A) Except as otherwise provided (D) below, there shall have been obtained and filed with
the County a certificate of an Authorized Issuer Officer: (1) stating that he or she has examined the
books and records of the County relating to the Tourist Development Tax Revenues which have been
received by the County; (2) setting forth the amount of the Full TDT Revenues and the Limited TDT
Revenues, if any, received by the County during any twelve (12) consecutive months designated by the
County within the twenty-four (24) months immediately preceding the date of delivery of such
Additional Bonds with respect to which such statement is made; and (3) stating that (a) the aggregate
amount of such Full TDT Revenues received by the County during the aforementioned 12 month period
equals at least 2.00 times the Maximum Annual Debt Service on all Bonds then Outstanding and such
Additional Bonds with respect to which such statement is made, and (b)if such Additional Bonds are to
be secured by Limited TDT Revenues only, the aggregate amount of such Limited TDT Revenues
received by the County during the aforementioned 12 month period equals at least 2.00 times the
Maximum Annual Debt Service on all then Outstanding Bonds that are secured by such Limited TDT
Revenues and such Additional Bonds with respect to which such statement is made. Such report may be
partially based upon a certification of certain matters related to the calculation of the Maximum Annual
Debt Service by the Issuer's Financial Advisor.
(B) An Authorized Issuer Officer shall certify in writing that the County is in compliance in
all material respects with the provisions of the Tourist Development Tax Ordinance.
(C) In the event the County, by Supplemental Resolution, extends the pledge of the Tourist
Development Tax Revenues created pursuant to the Resolution to include additional tourist development
tax proceeds, then for the purposes of determining whether there are sufficient Tourist Development Tax
Revenues to meet the coverage test specified in (A) above, an Authorized issuer Officer may adjust the
amount of Tourist Development Tax Revenues which were received during the applicable 12 consecutive
month period to take into account the additional tourist development tax proceeds that were or would
have been received during the 12 consecutive month period.
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(D) For the purpose of determining the Debt Service, the interest rate on Additional Bonds
that are proposed to be as Variable Rate Bonds shall be deemed to be the Bond Buyer Revenue Bond
Index most recently published prior to the sale of such Additional Bonds.
(E) For the purpose of determining the Debt Service, the interest rate on Outstanding Variable
Rate Bonds (not subject to a Qualified Hedge Agreement) shall be deemed to be (i) if such Variable Rate
Bonds have been Outstanding for at least 12 months prior to the date of sale of such Additional Bonds, the
highest of
(a) the actual rate of interest borne by such Variable Rate Bonds on the date of sale,
and
(b) the average interest rate borne by such Variable Rate Bonds during the 12 month
period preceding the date of sale, or (ii) if such Variable Rate Bonds have not been Outstanding
for at least 12 months prior to the date of sale of such Additional Bonds, the higher of (a) the
actual rate of interest borne by the Variable Rate Bonds on the date of sale,and(b) the Bond Buyer
Revenue Bond Index most recently published prior to the sale of such Additional Bonds.
(F) Additional Bonds shall be deemed to have been issued pursuant to the Resolution the
same as the Outstanding Bonds, and all of the other covenants and other provisions of the Resolution
(except as to details of such Additional Bonds inconsistent therewith) shall be for the equal benefit,
protection and security of the Holders of all Bonds issued pursuant to the Resolution. Except as otherwise
provided in the Resolution, all Bonds, regardless of the time or times of their issuance, shall rank equally
with respect to their lien on the Pledged Funds and their sources and security for payment therefrom
without preference of any Bonds over any other; provided, however, that the County shall include a
provision in any Supplemental Resolution authorizing the issuance of Variable Rate Additional Bonds
that in the event the principal thereof is accelerated due to such Bonds being held by the Credit Facility
Provider, the lien of any accelerated debt due and owing such Credit Facility Provider on the Pledged
Funds shall be subordinate in all respects to the pledge of the Pledged Funds created by the Resolution.
(G) In the event any Additional Bonds are issued for the purpose of refunding any Bonds
then Outstanding, the conditions of (A) above shall not apply, provided that the issuance of such
Additional Bonds shall result in a reduction of aggregate debt service. The conditions of(A) above shall
apply to Additional Bonds issued to refund Subordinated Indebtedness and to Additional Bonds issued
for refunding purposes which cannot meet the conditions of this paragraph.
DESCRIPTION OF TOURIST DEVELOPMENT TAX REVENUES
Pursuant to Section 125.0104(3)(b), Florida Statutes, counties may levy and impose a tourist
development tax within their boundaries on the exercise of the taxable privilege described in Section
125.0104(3)(a), Florida Statutes. It is the intent of the Florida Legislature that every person who rents,
leases or lets for consideration any living quarters or accommodations in any hotel, apartment hotel,
motel, resort motel, apartment, apartment motel, roominghouse, mobile home park, recreational vehicle
park, condominium, or timeshare resort for a term of six months or less, subject to certain exemptions
described in Chapter 212,Florida Statutes,is exercising a taxable privilege.
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The person receiving the consideration for such rental or lease shall receive, account for, and
remit the tax to the County Tax Collector at the time and in the manner provided for persons who collect
and remit taxes under Section 212.03(2), Florida Statutes. The same duties and privileges imposed by
Chapter 212, Florida Statutes, upon dealers in tangible property, respecting the collection and remission
of tax, the making of returns, the keeping of books, records and accounts, and compliance with the rules
of the Florida Department of Revenue (the "FDOR") in the administration of said chapter shall apply to
and be binding upon all persons who are subject to the provisions of the Tourist Development Tax
Ordinance. Collections received by the County Tax Collector, less the costs of administration shall be
paid and returned, on a monthly basis to the County for use by the County and shall be placed in the
County's Tourist Development Trust Fund in accordance with the County's tourist development plan.
The tourist development plan may not be substantially amended except by ordinance enacted by an
affirmative vote of a majority plus one additional member of the Board.
Any person who is taxable who fails or refuses to charge and collect from the person paying any
rental or lease such tourist development taxes, either by himself or through his agents or employees,
shall, in addition to being personally liable for the payment of such taxes,be guilty of a misdemeanor of
the first degree, punishable as provided in Sections 775.082 or 775.083, Florida Statutes. Such tourist
development taxes shall constitute a lien on the property of the lessee, customer, or tenant in the same
manner as, and shall be collectible as are, liens authorized and imposed in Sections 713.67, 713.68 and
713.69,Florida Statutes.
The County levies each of the First Cent, the Second Cent, the Third Cent, the Fourth Cent and
the Fifth Cent(all as hereinafter defined). The revenues of all such cents are pledged to secure the Bonds,
only to the extent permitted by the Act. See"VALIDATION"herein.
Pursuant to Section 125.0104(3)(c), Florida Statutes, counties are authorized to levy a tourist
development tax at a rate of up to 2% on the exercise of the taxable privilege described above if it was
approved by referendum, as required by Section 125.0104(6),Florida Statutes (the "First Cent and Second
Cent"). The County has imposed such 2% tourist development tax. Pursuant to Section 125.0104(3)(d),
Florida Statutes, counties are authorized to levy an additional tourist development tax at a rate of 1%if
there was either extraordinary approval of their respective governing boards, or referendum approval
(the "Third Cent"), provided the First Cent and the Second Cent had been levied for at least three years
prior to the imposition of the Third Cent. The County has imposed such 1% additional tourist
development tax.
The County must use the First Cent,Second Cent and Third Cent for the following purposes:
(a) To acquire, construct, extend, enlarge, remodel, repair, improve, maintain, operate, or
promote one or more:
(i) publicly owned and operated convention centers, sports stadiums, sports arenas,
coliseums, or auditoriums within the boundaries of the County or special taxing district in which
the tax is levied,
(ii) auditoriums that are publicly owned and open to the public,but operated by an
organization that is exempt from federal taxation and within the boundaries of the County or
special taxing district in which the tax is levied, or
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(iii) aquariums or museums that are publicly owned and operated or owned and
operated by nonprofit organizations and open to the public,within the boundaries of the County
or special taxing district in which the tax is levied.
(b) To promote zoological parks that are publicly owned and operated or owned and
operated by not-for-profit organizations and open to the public.
(c) To promote and advertise tourism in the State,nationally, and internationally. However,
if the tax revenues are expended for an activity, service, venue, or event, the activity, service, venue, or
event must have as one of its main purposes the attraction of tourists as evidenced by the promotion of
the activity,service,venue, or event to tourists.
(d) To fund convention bureaus, tourist bureaus, tourist information centers, and news
bureaus as county agencies or by contract with the chambers of commerce or similar associations in the
county. This may include any indirect administrative costs for services performed by the County on
behalf of the promotion agency.
(e) To finance beach park facilities or beach improvement, maintenance, renourishment,
restoration, and erosion control, including shoreline protection, enhancement, cleanup, or restoration of
inland lakes and rivers to which there is public access as those uses relate to the physical preservation of
the beach, shorelines, or inland lake or river. However, any funds identified by a county as the local
matching source for beach renourishment, restoration, or erosion control projects included in the long-
range budget plan of the state's Beach Management Plan,pursuant to Section 161.091,Florida Statutes,or
funds contractually obligated by a county in the financial plan for a federally authorized shore protection
project may not be used or loaned for any other purpose. In counties of fewer than 100,000 population,up
to 10 percent of tourist development tax revenues may be used for beach park facilities.
Pursuant to Section 125.0104(3)(1), Florida Statutes, counties are authorized to levy an additional
tourist development tax at a rate of 1%if there is approval by a majority vote of such county's governing
board (the "Fourth Cent," the proceeds of which are referred to herein as "Fourth Cent Revenues"). The
County has imposed such 1%additional tourist development tax. Fourth Cent Revenues may be used to:
(a) Pay the debt service on bonds issued to finance the construction, reconstruction, or
renovation of a professional sports franchise facility, or the acquisition, construction, reconstruction, or
renovation of a retained spring training franchise facility,either publicly owned and operated,or publicly
owned and operated by the owner of a professional sports franchise or other lessee with sufficient
expertise or financial capability to operate such facility, and to pay the planning and design costs
incurred prior to the issuance of such bonds.
(b) Pay the debt service on bonds issued to finance the construction, reconstruction, or
renovation of a convention center,and to pay the planning and design costs incurred prior to the issuance
of such bonds.
(c) Pay the operation and maintenance costs of a convention center for a period of up to ten
(10) years. Only counties that have elected to levy the tax for the purposes authorized in paragraph (b)
above may use the tax for the purposes enumerated in this paragraph. Any county that elects to levy the
tax for the purposes authorized in paragraph(b) after July 1,2000,may use the proceeds of the tax to pay
the operation and maintenance costs of a convention center for the life of the bonds.
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(d) Promote and advertise tourism in the State and nationally and internationally;however,
if Fourth Cent Revenues are expended for an activity,service,venue,or event,the activity,service,venue,
or event shall have as one of its main purposes the attraction of tourists as evidenced by the promotion of
the activity,service,venue, or event to tourists.
A county levying the Fourth Cent may not expend any ad valorem revenues for such
construction,reconstruction, or renovation.
Pursuant to Section 125.0104(3)(n),Florida Statutes,a county which has imposed the Fourth Cent,
is authorized to levy an additional tourist development tax at a rate up to 1% if there is a majority plus
one vote of the governing board of such county (the "Fifth Cent," the proceeds of which are referred to
herein as "Fifth Cent Revenues"). The County has imposed such 1% additional tourist development tax.
Fifth Cent Revenues may be used for the following purposes:
(a) Pay the debt service on bonds issued to finance:
(i) The construction,reconstruction,or renovation of a facility either publicly owned
and operated, or publicly owned and operated by the owner of a professional sports franchise or
other lessee with sufficient expertise or financial capability to operate such facility, and to pay the
planning and design costs incurred prior to the issuance of such bonds for a new professional
sports franchise as defined in Section 288.1162,Florida Statutes.
(ii) The acquisition, construction, reconstruction, or renovation of a facility either
publicly owned and operated, or publicly owned and operated by the owner of a professional
sports franchise or other lessee with sufficient expertise or financial capability to operate such
facility,and to pay the planning and design costs incurred prior to the issuance of such bonds for
a retained spring training franchise.
(b) Promote and advertise tourism in the State and nationally and internationally;however,
if Fifth Cent Revenues are expended for an activity, service, venue, or event, the activity, service, venue,
or event shall have as one of its main purposes the attraction of tourists as evidenced by the promotion of
the activity,service,venue,or event to tourists.
A county that imposes the Fifth Cent may not expend any ad valorem tax revenues for the
acquisition, construction, reconstruction, or renovation of a facility for which such Fifth Cent Revenues
are used pursuant to subparagraph(a).
Pursuant to Section 125.0104(3)(f) and the Tourist Development Tax Ordinance, the tourist
development tax shall be charged by the person receiving the consideration for the lease or rental,it shall
be collected from the lessee,tenant,or customer at the time of payment of the consideration for such lease
or rental,and it becomes County funds at the moment of collection. The tax shall not apply to any person
who has entered into a bona fide written lease for longer than six (6) months in duration for continuous
residence at any one (1) hotel, motel, apartment house, multiple unit structure (e.g., duplex, triplex,
quadraplex,condominium),rooming house,tourist,or mobile home court,single-family dwelling,garage
apartment,beach house or cottage, cooperatively owned apartment,condominium unit parcel, or mobile
home. In determining whether a lease agreement is bona fide,the county will examine pertinent factors,
including, but not limited to, the following: whether the amount of rent provided for the lease is
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comparable to prevailing market rental rates,and whether the tenant occupied the premises for the entire
term of the lease. The County Tax Collector takes on this responsibility within the County.
Pursuant to the County's Tourist Development Tax Ordinance, the Tourist Development Tax
Revenues received by the County shall be used to fund the County's Tourist Development Plan in
accordance with the following:
(a) The Board may utilize Tourist Development Tax Revenues for all expenditures
authorized by law, and may specifically utilize Fund 195 (TDT Beach Renourishment Fund) to fund
pass and inlet maintenance, and all funding allocations of Tourist Development Tax Revenues must
be conducted in compliance with Section 125.0104,Florida Statutes.
(b) The Board may utilize a portion of Tourist Development Tax Revenues to pay for
authorized administrative costs.
(i) Tourism promotion administrative costs shall not exceed 32% of the total
amount collected each fiscal year for Destination Promotion revenue. This amount may be
amended upwardly or downwardly each budget year provided that the amount of the budget
does not exceed 32%of the total revenue for Destination Promotion.
(ii) Project Management, Indirect Overhead, and Program Administration in
support of Fund 195 (TDT Beach Renourishment Fund) and Fund 183 (TDT Beach Park
Facilities Fund) shall not exceed 15% of revenue for Beaches. This amount may be amended
upwardly or downwardly each budget year provided that the amount of the budget does not
exceed 15%of the total revenue for Beaches.
(c) Tourist Development Tax Revenues may be pledged to secure and liquidate revenue
bonds in accordance with the provisions of Section 125.0104, Florida Statutes. Such revenue bonds
and revenue refunding bonds may be authorized and issued in such principal amounts, with such
interest rates and maturity dates, and subject to such other terms, conditions and covenants as the
Board shall provide. This paragraph shall be full and complete authority for accomplishing such
purposes, but such authority shall be supplemental and additional to, and not in derogation of, any
powers now existing or later conferred under law.
(d) In the event bonds are issued by the County for any of the purposes enumerated by
the Tourist Development Plan, the amount of Tourist Development Tax Revenues used to pay debt
service on such bonds may exceed the percentages provided for the purpose for which such bonds
were issued;provided,however, the maximum annual debt service on such bonds, together with any
other obligations of the County which were issued to finance improvements for the same purpose and
which are secured by Tourist Development Tax Revenues, must not exceed the stated percentage
of Tourist Development Tax Revenues provided in the Tourist Development Plan for such purposes,
as calculated as of the date of sale of such bonds. For purposes of performing the calculations
described in this paragraph, the amount of Tourist Development Tax Revenues shall be assumed to be
the amount provided as such in the County's immediately preceding annual audit,plus,if the levy of
such tax was imposed or increased subsequent to the beginning of the period which was audited, an
amount equal to the estimate by the County Manager of the moneys the County would have received
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if the tax imposition or increase had been in effect during the entire audit period. At or prior to the
issuance of bonds the County Manager shall provide a certificate as to the findings required in this
paragraph, which certificate shall be conclusive as to all matters provided herein.
The County's current tourist development plan provides for the following distributions of
TDT Revenues:
Distribution Distribution
of First of Fourth Distribution Overall
Category Description through Cent of Fifth Cent Distribution
Third Cent
Beaches Beach Park 5.968% 0% 0% 3.58%
Facilities
Beaches Beach 64.961 0 0 38.98
Renourishment,
Pass and Inlet
Maintenance
Total 70.929% 0% 0% 42.56%
Beaches
Promotion Destination and 13.086 100 28.571 33.57
Promotion
Administration
Promotion Amateur Sports 0 0 71.429 14.28
Complex/Debt
Total 13.086% 100% 100% 47.85%
Promotion
Museums County 12.809 0 0 7.68
Museums
Museums Non-County 3.176 0 0 1.91
Museums
Total 15.985% 0% 0% 9.59%
Museums
Notwithstanding the amateur sports allocation described in the table above, in the event the
amounts derived from such allocation are insufficient to pay debt service on the Series 2018 Bonds or
any Additional Bonds hereafter issued, the County can and will, pursuant to the terms of the Tourist
Development Tax Ordinance and the Bond Resolution,use other TDT Revenues to pay debt service as
outlined in paragraph(d) above.
The County Tax Collector shall be responsible for the collection and administration of the
tourist development tax. Collections received by the Tax Collector shall be placed in the County Tourist
Development Trust Fund. The amount of administrative costs retained by the Tax Collector shall be
negotiated annually, but shall not exceed three percent of the tourist development tax collected. The
remainder of the tax collected shall be submitted to the County on a monthly basis. If the Tax Collector
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retains less than three percent of the tax collected for administrative costs, the County may retain an
amount up to three percent for administrative costs provided the aggregate amount retained by the
County and the tax collector does not exceed three percent of the tax collected.
All tourist development taxes collected pursuant to the Tourist Development Tax Ordinance are
remitted to the Tax Collector. In addition to criminal sanctions, the Tax Collector is empowered and it is
his or her duty, when any tourist development tax becomes delinquent or is otherwise in jeopardy under
the Tourist Development Tax Ordinance, to issue a warrant for the full amount of the tax due or
estimated to be due, with the interest, penalties, and cost of collection, directed to all and singular the
sheriffs of the State, and must record the warrant in the public records of the County, and the amount of
the warrant becomes a lien of any real or personal property of the taxpayer in the same manner as a
recorded judgment. The Tax Collector may issue a tax execution to enforce the collection of tourist
development taxes imposed and deliver it to the Sheriff. The Sheriff shall thereupon proceed in the
same manner as prescribed by law for executions and shall be entitled to the same fees for his services
in executing the warrant to be collected. The Tax Collector may also have a writ of garnishment issued
regarding any goods, money, chattels, or effects of the delinquent dealer which are in the hands,
possession, or control of a third person based on an indebtedness owed to the delinquent dealer by the
third person, to enforce collection of the taxes in the manner provided by law. Upon payment of the
execution, warrant,judgment, or garnishment, the tax collector shall satisfy the lien of record within 30
days.
The following table sets forth the prior five-years of collections of Tourist Development Tax
Revenues in the County.
Statement of Historical
Tourist Development Tax Revenues
Fiscal Year Tourist Annual
Ended Development Percentage
September 30 Tax Revenues Increase
2013 $16,183,377 --
2014 19,136,960 18.3%
2015 21,188,190 10.7
2016 21,838,332 3.0
2017 21,961,389 0.6
Source: Collier County Clerk of Courts Finance Department.
Unaudited collections of Tourist Development Tax Revenues for the eight months ended May 31,
2018 equal$22,504,253, which represents a 27.5%increase/decrease as compared to Tourist Development
Tax Revenues which were received by the County for the same eight months in the previous fiscal year.
This increase is due, in part, to the enactment of Ordinance 2017-35 in which the County approved the
collection of the Fifth Cent which was effective as of September 1,2017.
The total amount of Tourist Development Tax Revenues collected within the County is subject to
increase or decrease on account of events,including but not limited to (i) legislative changes resulting in
an increase or decrease in the base upon which tourist development taxes are levied,(ii)potential impacts
on tourism resulting from slow economic recovery in Florida and nationwide, and (iii) changes in the
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rental rates,volume and usage of those living quarters and accommodations subject to the levy of tourist
development taxes, which is affected by changes in tourist and convention destinations and economic
conditions.
PRO-FORMA DEBT SERVICE COVERAGE
The following table shows estimated pro-forma debt service coverage for the Series 2018 Bonds.
Historical Tourist Development Tax Revenues
and Pro Forma Debt Service Coverage)
Fiscal Year Ended September 30 2013 2014 2015 2016 2017
Tourist Development Tax Revenues(2) $16,183,377 $19,136,960 $21,188,190 $421,838,332 $21,961,389
Maximum Annual Debt Service(3) 3,750,000 3,750,000 3,750,000 3,750,000 3,750,000
Pro Forma Debt Service Coverage 432% 510% 565% 582% 586%
(1) Unaudited.
(2) There is no assurance that historical Tourist Development Tax Revenues collected within the
County are indicative of Tourist Development Tax Revenues expected to be received by the
County in future years. The total amount of Tourist Development Tax Revenues collected within
the County is subject to increase or decrease due to a number of factors as further described in
"DESCRIPTION OF TOURIST DEVELOPMENT TAX REVENUES"herein.
(3) Maximum Annual Debt Service,for this purpose,is shown in the period it accrues rather than the
period in which it is paid and includes the maximum annual debt service on the Series 2018
Bonds based upon plan of finance limiting debt service for the 2018 Bonds to such amount in any
year. The actual annual debt service will be included in the final Official Statement. See "DEBT
SERVICE SCHEDULE" herein for more information regarding actual debt service on the Series
2018 Bonds.
Source: Collier County Clerk of Courts Finance Department.
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ESTIMATED SOURCES AND USES OF FUNDS
The following sets forth the estimated sources and uses of the Series 2018 Bond proceeds:
SOURCES OF FUNDS
Proceeds of Series 2018 Bonds $
Plus/Less Net Original Issuance Premium
TOTAL SOURCES OF FUNDS $
USES OF FUNDS
Deposit to Series 2018 Project Account in Construction Fund $
Costs of Issuance(')
TOTAL USES OF FUNDS $
(1) Includes Underwriters' discount, legal and financial advisory fees, printing costs, rating agency
fees,and other miscellaneous expenses.
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DEBT SERVICE SCHEDULE
The table below sets forth the annual debt service requirements with respect to the Series 2018
Bonds.
Bond Year
Ending Debt
October 1 Principal Interest Service
TOTAL
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COLLIER COUNTY GOVERNMENT
The County was established in 1923 by the Legislature of the State from portions of Lee and
Monroe Counties. Its territorial limits, as they presently exist, contain approximately 2,026 square miles.
In terms of land area,it is the largest county in the State. The County is located on the southwest coast of
the Florida peninsula directly west of the Miami-Fort Lauderdale area. In 2017, the County had an
estimated population of 360,846. Principal industries within the County include wholesale and retail
trade, tourism, medical services, agriculture, forestry, fishing, cattle ranching and construction.
Additional general information with respect to the County is set forth in "APPENDIX A — General
Information Regarding Collier County,Florida"attached hereto.
INVESTMENT POLICY
The moneys held in the funds and accounts under the Resolution may only be invested in
Authorized Investments (as defined in the Resolution). The investment of surplus funds is currently
governed by the provisions of the County's Investment Policy, established by the Board under Section
218, Florida Statutes. The policy authorizes investment of surplus public funds in the permitted
investments described in Section 218.415,Florida Statutes.
Pursuant to a Board resolution, the Clerk of the Circuit Court and Comptroller of Collier County
and Clerk to the District(the"Clerk") administers to the investment policy for investment of such surplus
funds. The investment policy establishes guidelines as to the type, maturity, composition and risk
relating to the County's investment portfolio.
Permitted investments pursuant to such investment policy include the following:
1. U.S. Treasury&Government Guaranteed-U.S.Treasury obligations,and obligations the
principal and interest of which are backed or guaranteed by the full faith and credit of
the U S. Government.
2. Federal Agency/GSE - Debt obligations, participations or other instruments issued or
fully guaranteed by any U.S. Federal agency, instrumentality or government-sponsored
enterprise(GSE).
3. Corporates — U.S. dollar denominated corporate notes, bonds or other debt obligations
issued or guaranteed by a domestic corporation,financial institution,non-profit, or other
entity.
4. Municipals — Obligations, including both taxable and tax-exempt. issued or guaranteed
by any State, territory or possession of the United States, political subdivision, public
corporation, authority, agency board, instrumentality or other unit of local government
of any State or territory.
5. Agency Mortgage Backed Securities - Mortgage-backed securities (MBS), backed by
residential, multi-family or commercial mortgages, that are issued or fully guaranteed as
to principal and interest by a U.S. Federal agency or government sponsored enterprise,
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including but not limited to pass-throughs, collateralized mortgage obligations (CMOs)
and REMICs.
6. Non-Negotiable Certificate of Deposits-Non-negotiable interest bearing time certificates
of deposit, or savings accounts in banks organized under the laws of this state or in
national banks organized under the laws of the United States and doing business in this
state, provided that any such deposits are secured by the Florida Security for Public
Deposits Act,Chapter 280,Florida Statutes.
7. Depository Bank Account Now accounts in banks organized under the laws of this state
or in national banks organized under the laws of the United States and doing business in
this state, provided that any such deposits are secured by the Florida Security for Public
Deposits Act,Chapter 280,Florida Statutes.
8. Commercial Paper — U.S. dollar denominated commercial paper issued or guaranteed
by a domestic corporation, company, financial institution, trust or other entity,induding
both unsecured debt and asset-backed programs.
9. Repurchase Agreements - Repurchase agreements (Repo or RP) that meet the following
requirements:
a. Must be governed by a written SIFMA Master Repurchase Agreement which
specifies securities eligible for purchase and resale, and which provides the
unconditional right to liquidate the underlying securities should the
Counterparty default or fail to provide full timely repayment.
b. Counterparty must be a Federal Reserve Bank, a Primary Dealer as designated
by the Federal Reserve Bank of New York, or a nationally chartered commercial
bank.
c. Securities underlying repurchase agreements must be delivered to a third party
custodian under a written custodial agreement and may be of deliverable or tri-
party form. Securities must be held in the County's custodial account or in a
separate account in the name of the County.
d. Acceptable underlying securities include only securities that are direct
obligations of,or that are fully guaranteed by,the United States or any agency of
the United States,or U.S.Agency-backed mortgage related securities.
e. Underlying securities must have an aggregate current market value of at least
102% (or 100% if the counterparty is a Federal Reserve Bank) of the purchase
price plus current accrued price differential at the close of each business day.
f. Final term of the agreement must be 1 year or less.
10. Money Market Funds - Shares in open-end and no-load money market mutual funds
provided such funds are registered under the Investment Company Act of 1940 and
operate in accordance with Rule 2a-7.
11. Fixed-Income Mutual Funds - Shares in open-end and no-load fixed-income mutual
funds whose underlying investments would be permitted for purchase under this policy
and all its restrictions.
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12. Local Government Investment Pools — State, local government or privately-sponsored
investment pools that are authorized pursuant to state law.
13. The Florida Local Government Surplus Funds Trust Funds("Florida Prime").
General Investment and Portfolio Limits
1. General investment limitations:
a Investments must be denominated in U S dollars and issued for legal sate in U.S.
markets.
b. Minimum ratings are based on the highest rating by any one Nationally
Recognized Statistical Ratings Organization ("NRSRO"), unless otherwise
specified.
c. All limits and rating requirements apply at time of purchase.
d. Should a security fall below the minimum credit rating requirement for
purchase, the Clerk will notify the Board .e The maximum maturity (or average
life for MBS/ABS) of any Investment is 5 years. Maturity and average life are
measured from settlement date. The final maturity date can be based on any
mandatory call,put,pre-refunding date,or other mandatory redemption date.
2. General portfolio limitations:
a. The maximum effective duration of the aggregate portfolio is 3 years.
3. Investment in the following are permitted, provided they meet all other policy
requirements:
a. Callable, step-up callable, called, pre-refunded puttable and extendable
securities. as long as the effective final maturity meets the maturity limits for the
sector.
b. Variable-rate and floating-rate securities.
c. Subordinated secured and covered debt, if it meets the ratings requirements for
the sector.
d. Zero coupon issues and strips, excluding agency mortgage-backed Interest-only
structures(I/Os).
e. Treasury TIPS
4. The following are NOT PERMITTED investments, unless specifically authorized by
statute and with prior approval of the governing body:
a. Trading for speculation.
b. Derivatives (other than callables and traditional floating or variable-rate
instruments).
c. Mortgage-backed interest-only structures(I/Os).
d. Inverse or leveraged floating-rate and variable-rate instruments.
e. Currency, equity, index and event-linked notes (e.g. range notes), or other
structures that could return less than par at maturity.
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f. Private placements and direct loans, except as may be legally permitted by Rule
144A or commercial paper issued under a 4(2)exemption from registration.
g. Convertible,high yield,and non-U.S. dollar denominated debt.
h. Short sales.
i. Use of leverage.
j. Futures and options.
k. Mutual funds, other than fixed-income mutual funds and ETFs, and money
market funds.
1. Equities,commodities,currencies and hard assets.
Any and all exceptions to the investment policy require a vote of the majority of Board.
Furthermore,the Board may revise the aforementioned investment policy from time to time.
VALIDATION
On October 20,2017,the Circuit Court of the Twentieth Judicial Circuit in and for Collier County,
Florida entered a final judgment validating the Series 2018 Bonds. No appeal was taken with respect to
such final judgment.
LITIGATION
There is no pending or, to the knowledge of the County, any threatened litigation against the
County of any nature whatsoever which in any way questions or affects the validity of the Series 2018
Bonds, or any proceedings or transactions relating to their issuance, sale, execution, or delivery, or the
adoption of the Resolution, or the pledge of the Pledged Funds. Neither the creation, organization or
existence, nor the title of the present members of the Board, or other officers of the County is being
contested.
The County experiences other claims, litigation, and various legal proceedings which,
individually are not expected to have a material adverse effect on the operations or financial condition of
the County, but may, in the aggregate, have a material impact thereon. In the opinion of the County
Attorney, however, the County will either successfully defend such actions or otherwise resolve such
matters without any material adverse consequences on the financial condition of the County.
ENFORCEABILITY OF REMEDIES
The remedies available to the owners of the Series 2018 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, including specifically the
federal bankruptcy code, the remedies specified by the Resolution and the Series 2018 Bonds may not be
readily available or may be limited. The various legal opinions to be delivered concurrently with the
delivery of the Series 2018 Bonds, including Bond Counsel's approving opinion, will be qualified, as to
the enforceability of the remedies provided in 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. See "APPENDIX C — Composite of the Resolution" attached hereto for a
description of events of default and remedies.
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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 2018 Bonds is excludable from gross income of the owners thereof for federal
income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum
tax under existing statutes, regulations, rulings and court decisions. However, it should be noted that
solely for taxable years beginning before January 1, 2018, such interest is taken into account in
determining adjusted current earnings of certain corporations for the purpose of computing the
alternative minimum tax on such corporations. Failure by the County to comply subsequently to the
issuance of the Series 2018 Bonds with certain requirements of the Internal Revenue Code of 1986, as
amended (the "Code"), including but not limited to requirements regarding the use, expenditure and
investment of Series 2018 Bond proceeds and the timely payment of certain investment earnings to the
Treasury of the United States, may cause interest on the Series 2018 Bonds to become includable in gross
income for federal income tax purposes retroactive to their date of issuance. 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 2018 Bonds for purposes of federal income
taxation. In rendering its 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 2018 Bonds,including,among
other things,restrictions relating to the use or investment of the proceeds of the Series 2018 Bonds and the
payment of certain arbitrage earnings in excess of the "yield" on the Series 2018 Bonds to the Treasury of
the United States. Noncompliance with such provisions may result in interest on the Series 2018 Bonds
being included in gross income for federal income tax purposes retroactive to their date of issuance.
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 2018 Bonds. Prospective purchasers of the Series 2018 Bonds should be aware that the ownership
of the Series 2018 Bonds may result in other collateral federal tax consequences. For example, ownership
of the Series 2018 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 2018 Bonds, (2) the branch
profits tax, and (3) the inclusion of interest on the Series 2018 Bonds in passive income for certain
Subchapter S corporations. In addition, the interest on the Series 2018 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 2018 BONDS AND THE
RECEIPT OR ACCRUAL OF THE INTEREST THEREON MAY HAVE ADVERSE FEDERAL TAX
CONSEQUENCES FOR CERTAIN INDIVIDUAL AND CORPORATE BONDHOLDERS, INCLUDING,
BUT NOT LIMITED TO, THE CONSEQUENCES DESCRIBED ABOVE. PROSPECTIVE SERIES 2018
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BONDHOLDERS SHOULD CONSULT WITH THEIR TAX SPECIALISTS FOR INFORMATION IN
THAT REGARD.
Other Tax Matters
Interest on the Series 2018 Bonds may be subject to state or local income taxation under
applicable state or local laws in other jurisdictions. Purchasers of the Series 2018 Bonds should consult
their own tax advisors as to the income tax status of interest on the Series 2018 Bonds in their particular
state or local jurisdictions.
During prior 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 2018 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 2018 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 2018 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 2018 Bonds.
Original Issue Discount
Certain of the Series 2018 Bonds(the"Discount Bonds")are being offered and sold to the public at
an original issue discount, which is the excess of the principal amount of the Discount Bonds over the
initial offering price to the public, excluding bond houses, brokers or similar persons or organizations
acting in the capacity of underwriters or wholesalers,at which price a substantial amount of the Discount
Bonds of the same maturity was sold. Original issue discount represents interest which is excluded from
gross income for federal income tax purposes to the same extent as interest on the Series 2018 Bonds.
Original issue discount will accrue over the term of a Discount Bond at a constant interest rate
compounded semi-annually. An initial purchaser who acquires a Discount Bond at the initial offering
price thereof to the public will be treated as receiving an amount of interest excludable from gross income
for federal income tax purposes equal to the original issue discount accruing during the period he holds
such Discount Bonds and will increase its adjusted basis in such Discount Bonds by the amount of such
accruing discount for purposes of determining taxable gain or loss on the sale or other disposition of such
Discount Bonds. The federal income tax consequences of the purchase, ownership and prepayment, sale
or other disposition of Discount Bonds which are not purchased in the initial offering at the initial
offering price may be determined according to rules which differ from those above. Owners of Discount
Bonds should consult their own tax advisors with respect to the precise determination for federal income
tax purposes of interest accrued upon sale, prepayment or other disposition of such Discount Bonds and
with respect to the state and local tax consequences of owning and disposing of such Discount Bonds.
Bond Premium
Certain of the Series 2018 Bonds (the "Premium Bonds") are being offered and sold to the public
at an amortizable bond premium, which is the excess of the initial offering price to the public, excluding
bond houses, brokers or similar persons or organizations acting in the capacity of the underwriters or
wholesalers over the principal amount of such Premium Bond, at which price a substantial amount of
such Premium Bonds of the same maturity was sold. Such amortizable bond premium is not deductible
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from gross income for Federal income tax purposes. The amount of amortizable bond premium for a
taxable year is determined actuarially on a constant interest rate basis over the term of each Premium
Bond (or in the case of certain Premium Bonds callable prior to maturity, the amortization period and
yield must be determined on the basis of the earliest call date that results in the lowest yield on the
Premium Bond). For purposes of determining gain or loss on the sale or other disposition of a Premium
Bond, an initial purchaser who acquires such obligation in the initial offering to the public at the initial
offering price is required to decrease such purchaser's adjusted basis in such Premium Bond annually by
the amount of amortizable bond premium for the taxable year. The amortization of bond premium may
be taken into account as a reduction in the amount of tax-exempt income for purposes of determining
various other tax consequences of owning such Premium Bonds. The federal income tax consequences of
the purchase, ownership and sale or other disposition of Premium Bonds which are not purchased in the
initial offering at the initial offering price may be determined according to rules which differ from those
described above. Owners of the Premium Bonds are advised that they should consult with their own
advisors with respect to the state and local tax consequences of owning such Premium Bonds.
AUDITED FINANCIAL STATEMENTS
The general purpose financial statements of the County for the fiscal year ending September 30,
2017 of Clifton Larson Allen LLP, Naples, Florida (the "Auditor") are included in "APPENDIX B—Collier
County Comprehensive Annual Financial Report For Fiscal Year Ended September 30,2017"hereto. Such
statements speak only as of September 30, 2017. The consent of the County's auditor to include in this
Official Statement the aforementioned report was not requested, and such report of the County is
provided only as publicly available documents. The auditor was not requested nor did they perform any
procedures with respect to the preparation of this Official Statement or the information presented herein.
The County expects the Comprehensive Annual Financial Report for the fiscal year ended September 30,
2017 to be available prior to the delivery of the Series 2018 Bonds, to be included in a supplement to this
Official Statement.
The Series 2018 Bonds are payable solely from Pledged Funds in the manner and to the extent as
described in the Resolution and herein and are not otherwise secured by, or payable from, the general
revenues of the District. See "SECURITY FOR THE BONDS" herein. Such Comprehensive Annual
Financial Report is presented for general information purposes only.
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS
Pursuant to Section 517.051, Florida Statutes, as amended, no person may directly or indirectly
offer or sell securities of the County except by an offering circular containing full and fair disclosure of all
defaults as to principal or interest on its obligations since December 31, 1975, as provided by rule of the
Office of Financial Regulation within the Florida Financial Services Commission (the "FFSC"). Pursuant
to administrative rulemaking,the FFSC has required the disclosure of the amounts and types of defaults,
any legal proceedings resulting from such defaults,whether a trustee or receiver has been appointed over
the assets of the County, and certain additional financial information,unless the County believes in good
faith that such information would not be considered material by a reasonable investor. The County is not
and has not been in default on any bond issued since December 31, 1975 that would be considered
material by a reasonable investor.
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The County has not undertaken an independent review or investigation of securities for which it
has served as conduit issuer. The County does not believe that any information about any default on
such securities is appropriate and would be considered material by a reasonable investor in the Series
2018 Bonds because the County would not have been obligated to pay the debt service on any such
securities except from payments made to it by the private companies on whose behalf such securities
were issued and no funds of the County would have been pledged or used to pay such securities or the
interest thereon.
RATINGS
Moody's Investors Service, Inc. and Fitch Ratings, Inc. have assigned underlying ratings of " "
and" ,"respectively,to the Series 2018 Bonds. Such rating agencies may have obtained and considered
information and material which have not been included has not been included in this Official Statement.
Generally, the rating agencies base their ratings on information and material so furnished and on
investigations, studies and assumptions made by them. The ratings reflect only the views of said rating
agencies and an explanation of the ratings may be obtained only from said rating agencies. There is no
assurance that such ratings will continue for any given period of time or that they will not be lowered or
withdrawn entirely by the rating agencies,or any of them,if in their judgment, circumstances so warrant.
A downward change in or withdrawal of any of such ratings, may have an adverse effect on the market
price of the Series 2018 Bonds. Securities rating is not a recommendation to buy, sell or hold securities.
The Underwriters and the County have undertaken no responsibility after issuance of the Series 2018
Bonds to assure the maintenance of the rating or to oppose any such revision or withdrawal. An
explanation of the significance of the ratings can be received from the rating agencies, at the following
addresses: Fitch Ratings, Inc.,One State Street Plaza, New York,New York 10004 and Moody's Investors
Service,Inc.,99 Church Street,New York,New York 10007.
LEGAL MATTERS
Certain legal matters in connection with the issuance of the Series 2018 Bonds are subject to an
approving legal opinion of Nabors, Giblin & Nickerson, P.A., Tampa, Florida, Bond Counsel, whose
approving opinion (a form of which is attached hereto as "APPENDIX D — Form of Bond Counsel
Opinion")will be available at the time of delivery of the Series 2018 Bonds. The actual legal opinion to be
delivered by Bond Counsel may vary from that text if necessary to reflect facts and law on the date of
delivery. Such opinion will speak only as of its date, and subsequent distribution of it by recirculation of
this Official Statement or otherwise shall create no implication that Bond Counsel has reviewed or
expresses any opinion concerning any of the matters referenced in the opinion subsequent to its date.
Bond Counsel has not been engaged to, nor has it undertaken to, review (1) the accuracy,
completeness or sufficiency of this Official Statement or any other offering material relating to the Series
2018 Bonds; provided, however, that Bond Counsel will render an opinion to the Underwriter of the
Series 2018 Bonds (upon which opinion only the Underwriter may rely) relating to the fairness of the
presentation of certain statements contained herein under the heading "TAX EXEMPTION" and certain
statements which summarize provisions of the Resolution, the Series 2018 Bonds, and federal tax law,
and (2) the compliance with any federal or state law with regard to the sale or distribution of the Series
2018 Bonds.
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Certain legal matters will be passed upon by Jeffrey A. Klatzkow, Esq., County Attorney, and by
Bryant Miller Olive P.A.,Tampa,Florida,Disclosure Counsel to the County.
FINANCIAL ADVISOR
PFM Financial Advisors LLC,Coral Gables,Florida,is serving as Financial Advisor to the County
with respect to the issuance and sale of the Series 2018 Bonds. The Financial Advisor assisted in the
preparation of the Official Statement and in other matters relating to the planning, structuring and
issuance of the Series 2018 Bonds and provided other advice. The Financial Advisor will not engage in
any underwriting activities with regard to the issuance and sale of the Series 2018 Bonds. The Financial
Advisor is not obligated to undertake and has not undertaken to make an independent verification or to
assume responsibility for the accuracy, completeness or fairness of the information contained in this
Official Statement and are not obligated to review or ensure compliance with continuing disclosure
undertakings.
PFM Financial Advisors LLC is an independent advisory firm and is not engaged in the business of
underwriting, trading or distributing municipal or other public securities.
UNDERWRITING
and (collectively, the "Underwriters")
have agreed to purchase the Series 2018 Bonds at an aggregate purchase price of $ , which
includes net original issue [premium/discount] of $ and an Underwriters' discount of
$ . The Underwriters' obligations are subject to certain conditions precedent described in a
bond purchase agreement with the County, and the Underwriters will be obligated to purchase all of the
Series 2018 Bonds if any Series 2018 Bonds are purchased. The Series 2018 Bonds may be offered and sold
to certain dealers (including dealers depositing such Series 2018 Bonds into investment trusts) at prices
lower than such public offering prices, and such public offering prices may be changed, from time to
time,by the Underwriters.
The Underwriters and their respective affiliates are full service financial institutions engaged in
various activities, which may include securities trading, commercial and investment banking, financial
advisory, investment management, principal investment, hedging, financing and brokerage services.
Certain of the Underwriters and their respective affiliates have,from time to time,performed,and may in
the future perform,various financial advisory and investment banking services for the County,for which
they received or will receive customary fees and expenses.
In the ordinary course of their various business activities, the Underwriters and their respective
affiliates may make or hold a broad array of investments and actively trade debt and equity securities(or
related derivative securities, which may include credit default swaps) and financial instruments
(including bank loans)for their own account and for the accounts of their customers and may at any time
hold long and short positions in such securities and instruments. Such investment and securities activities
may involve securities and instruments of the County.
The Underwriters and their respective affiliates may also communicate independent investment
recommendations,market color or trading ideas and/or publish or express independent research views in
25694/007/01369090.DOCv5 34
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respect of such assets, securities or instruments and may at any time hold, or recommend to clients that
they should acquire,long and/or short positions in such assets,securities and instruments.
CONTINUING DISCLOSURE
The County has covenanted for the benefit of the Series 2018 Bondholders to provide certain
financial information and operating data relating to the County and the Series 2018 Bonds in each year,
and to provide notices of the occurrence of certain enumerated material events. The County has agreed
to file annual financial information and operating data and the audited financial statements with each
entity authorized and approved by the Securities and Exchange Commission (the "SEC") to act as a
repository (each a "Repository") for purposes of complying with Rule 15c2-12 adopted by the SEC under
the Securities Exchange Act of 1934 (the "Rule"). Effective July 1, 2009, the sole Repository is the
Municipal Securities Rulemaking Board ("MSRB"). The County has agreed to file notices of certain
enumerated material events,when and if they occur,with the Repository.
The specific nature of the financial information, operating data, and of the type of events which
trigger a disclosure obligation, and other details of the undertaking are described in "APPENDIX E -
Form of Continuing Disclosure Certificate" attached hereto. The Continuing Disclosure Certificate shall
be executed by the County prior to the issuance of the Series 2018 Bonds. These covenants have been
made in order to assist the Underwriter in complying with the continuing disclosure requirements of the
Rule.
With respect to the Series 2018 Bonds, no party, other than the County, is obligated to provide,
nor is expected to provide, any continuing disclosure information with respect to the Rule. The County
fully anticipate satisfying all future disclosure obligations required pursuant to the Rule. The County has
entered into a contract with Digital Assurance Certification, LLC to provide continuing disclosure
dissemination agent services for all of its outstanding bond issues.
Further, in order to demonstrate its continued commitment to continuing disclosure best
practices, the County has included disclosure of several non-material instances of late filings in this
Official Statement in the interest of being transparent. All relate to bond insurer ratings upgrades and/or
downgrades. The bond insurer upgrades and/or downgrades occurred on the following dates: March 18,
2014 and May 21,2014. All such bond insurer rating changes filings have since been made as it relates to
bond issues that remain outstanding as of the date hereof. The underlying ratings upgrade of the Water
and Sewer Revenue Bonds, Series 2006 on June 4, 2014 by Fitch was filed promptly as required by the
related continuing disclosure undertaking, but not within 10 business days. It was filed 3 business days
late on June 23, 2014. In summary, the County does not believe that the disclosures described in this
paragraph to be material in complying with any prior agreements to provide continuing disclosure
information pursuant to the Rule.
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CONTINGENT FEES
The County has retained Bond Counsel, Disclosure Counsel, and the Financial Advisor with
respect to the authorization, sale,execution and delivery of the Series 2018 Bonds. Payment of the fees of
such professionals and an underwriting discount to the Underwriters(including the fees of their counsel)
to be paid by the County are each contingent upon the issuance of the Series 2018 Bonds.
ACCURACY AND COMPLETENESS OF OFFICIAL STATEMENT
The references, excerpts, and summaries of all documents, statutes, and information concerning
the County and certain reports and statistical data referred to herein do not purport to be complete,
comprehensive and definitive and each such summary and reference is qualified in its entirety by
reference to each such document for full and complete statements of all matters of fact relating to the
Series 2018 Bonds, the security for the payment of the Series 2018 Bonds and the rights and obligations of
the owners thereof and to each such statute, report or instrument. Copies of such documents may be
obtained from either the office of the Crystal K. Kinzel*, Clerk of the Circuit Court and Comptroller of
Collier County,Collier County Courthouse Annex,3315 Tamiami Trail East,2^d Floor,Board Minutes and
Records Department,Naples,Florida 34112-5324,phone(239)252-2646 or the County's Financial Advisor,
PFM Financial Advisors LLC,255 Alhambra Circle,Suite 404,Coral Gables,Florida 33134.
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. Neither this Official Statement nor any
statement that may have been made verbally or in writing is to be construed as a contract with the
owners of the Series 2018 Bonds.
The appendices attached hereto are integral parts of this Official Statement and must be read in
their entirety together with all foregoing statements.
[Remainder of page intentionally left blank]
* Crystal K. Kinzel was appointed as Clerk of Courts by Governor Rick Scott in June 2018 following the
death of the former Clerk of Courts. She will serve as Clerk of Courts until November 13, 2018, a
week after the general election pursuant to which a new Clerk of Courts will be elected.
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11A
AUTHORIZATION OF OFFICIAL STATEMENT
The execution and delivery of this Official Statement has been duly authorized and approved by
the County. At the time of delivery of the Series 2018 Bonds, the County will furnish a certificate to the
effect that nothing has come to their attention which would lead it to believe that the Official Statement
(other than information herein related to DTC, the book-entry only system of registration and the
information contained under the caption "TAX EXEMPTION" and as to which no opinion shall be
expressed), as of its date and as of the date of delivery of the Series 2018 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 contained therein, in the light of the circumstances under which they were made, not
misleading.
COLLIER COUNTY,FLORIDA
By:
Chairman,Board of County Commissioners
of Collier County,Florida
Approved as to form
and legal sufficiency:
By:
County Attorney
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APPENDIX A
GENERAL INFORMATION REGARDING COLLIER COUNTY,FLORIDA
25694/007/01369090.DOCv5
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GENERAL INFORMATION REGARDING COLLIER COUNTY,FLORIDA
The following information concerning Collier County, Florida (the "County") has been supplied
by the County and is included only for purposes of supplying general information regarding the County.
General Information
The County was established in 1923 by the Legislature of the State of Florida (the "State") from
portions of Lee and Monroe Counties. Its territorial limits,as they presently exist,contain approximately
2,026 square miles. In terms of land area,it is the largest county in the State. The County is located on the
southwest coast of the Florida peninsula directly west of the Miami-Fort Lauderdale area. In 2017, the
County had an estimated population of 360,846. Principal industries within the County include
wholesale and retail trade, tourism, medical services, agriculture, forestry, fishing, cattle ranching and
construction.
Board of County Commissioners
The Board of County Commissioners (the "Board") is the principal legislative and governing
body of the County. The Board consists of five County Commissioners;one from each of the five districts
elected for terms of four years. All of the County Commissioners are residents of the County. The
current members of the Board and their expiration of terms of office are:
Commissioner Office Term Expires
Andy Solis Chairman November,2018
William L.McDaniel,Jr. Vice Chairman November,2020
Donna Fiala Commissioner November,2020
Burt L. Saunders Commissioner November,2020
Penny Taylor Commissioner November,2018
County Manager
The chief administrative official of the County is the County Manager. This official is directly
responsible to the Board for administration and operation of four administrative divisions under the
Board and for execution of all Board policies. The County Manager directs the administrative divisions
for Growth Management, Public Services, Public Utilities, and Administrative Services. The County
Manager is also responsible to the Board for the preparation of budgets and for the control of
expenditures of departments under his supervision throughout the budget year.
Budget Process
The County Manager's Director of Corporate, Financial and Management Services (the
"Director") initiates the budget planning process in January with budget policy discussions among key
members of the fiscal and administrative leadership team. These discussions culminate in the
presentation and adoption of budget policy and guidance by the Board in February. County division
heads and elected officers submit their proposed expenditures beginning in April for compilation by the
Director no later than July 1 of each year and each submission is matched against available revenues. A
balanced, proposed budget is presented to the Board for review within 15 days of receipt of an assessed
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value certification from the County's Property Appraiser which is due by July 1. A tentative budget is
thereupon adopted within 15 days.
Subsequent to public hearings, a final budget is adopted. The final budget for the fiscal year
ended September 30, 2018 was adopted by the Board on September 28, 2017. Final millage rates are
adopted, usually by late September, and the County's Tax Collector prepares tax bills for mailing on or
after November 1. Upon valid adoption, all expenditures in the budget constitute appropriations, and
amendments to the budget can be made only in accordance with the provisions of Chapter 129, Florida
Statutes,and such chapter provides that expenditures in excess of total fund budgets are unlawful.
Annual Audit
Florida law requires that an annual post audit be completed by independent certified public
accountants retained by the County. The County retained the firm of Clifton Larson Allen LLP, Naples,
Florida, to undertake the audit for the fiscal year ended September 30,2017. The Comprehensive Annual
Financial Report for the fiscal year ended September 30, 2017 appears in APPENDIX B attached to this
Official Statement.
The Governmental Accounting Standards Board (GASB) issued Statement No. 68, "Accounting
and Financial Reporting for Pensions" ("GASB No. 68") — an amendment to GASB Statement No. 27,
"Accounting for Pensions by State and Local Governmental Employers", which is effective for the
County's fiscal year ended September 30,2017. For a more complete description of GASB No. 68 and its
effect on the County's financial reporting,see"—Florida Retirement System"below.
Population
The County has experienced rapid population growth in recent decades. The following table
presents historical and projected population growth for the County, the State, and the United States for
the period of 1960 to 2020:
POPULATION TRENDS
Population Population United Population
County Percentage State Percentage States Percentage
Population Increase Population Increase Population Increase
1960 15,753 - - 4,951,560 - 179,323,175
1970 38,040 141.5% 6,791,418 37.1% 203,302,031 13.4%
1980 85,971 126.0 9,746,961 43.5 226,504,825 11.4
1990 152,099 76.9 12,938,071 32.7 250,410,000 10.6
2000 251,377 65.3 15,982,378 23.5 274,634,000 9.7
2010 321,520 27.9 18,801,310 17.6 308,745,538 12.4
2020* 384,400 19.6 21,326,800 13.4 322,742,000 4.5
*Estimates on County and State population use medium estimates of population growth.
Source: University of Florida, Bureau of Economic and Business Research, Population Program,
unpublished data. Census data from U.S.Bureau of Census.
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Most of the growth of Collier County is due to migration. The estimated median age of the
County's population was 48.5 years according to the Collier County Comprehensive Annual Financial
Report for Fiscal Year Ending September 30,2017.
COLLIER COUNTY EMPLOYMENT
BY MAJOR INDUSTRY
Industry Establishments Employees
Retail Trade 1,622 21,584
Accommodation and Food Services 903 20,672
Health Care and Social Assistance 1,123 19,217
Construction 1,980 15,094
Administrative and Waste Services 1,183 9,587
Educational Services 119 7,650
Arts,Entertainment,and Recreation 275 8,271
Other Services(except Public Administration) 1,314 6,215
Professional and Technical Service 1,931 5,491
Public Administration 59 5,705
Agriculture,Forestry,Fishing and Hunting 98 3,720
Real Estate and Rental and Leasing 1,221 3,989
Finance and Insurance 683 4,037
Manufacturing 297 3,840
Wholesale Trade 434 3,525
Transportation and Warehousing 267 2,207
Information 177 1,368
Management of Companies and Enterprises 145 366
Utilities 23 193
Mining 7 43
Unclassified Establishments 119 73
Source: Florida Research and Economic Information Database Application, Labor Market Statistics,
Quarterly Census of Employment and Wages Program.
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COLLIER COUNTY EMPLOYMENT
(2008-2017)
State of
County Florida
Labor Unemployment Unemployment
Year Force Employment Unemployment Rate Rate
2008 148,368 137,814 10,554 7.1% 6.3%
2009 143,337 127,434 15,903 11.1 10.4
2010 145,349 128,427 16,922 11.6 11.1
2011 148,810 133,729 15,081 10.1 10.0
2012 152,851 139,903 12,948 8.5 8.5
2013 155,486 144,508 10,978 7.1 7.2
2014 160,130 150,596 9,534 6.0 6.3
2015 163,488 154,976 8,512 5.2 5.5
2016 169,288 161,411 7,877 4.7 4.8
2017 171,979 164,974 7,005 4.1 4.2
Source: Florida Research and Economic Information Database Application,Labor Market Statistics,Local
Area Unemployment Statistics Program.
BUILDING PERMIT ACTIVITIES IN COLLIER COUNTY
(2008-2017)
Single Multi- Residential
Year Family Units Family Units Valuation('>
2008 658 366 $233,805
2009 558 310 200,991
2010 747 513 284,339
2011 866 320 272,942
2012 1,149 304 313,259
2013 1,540 817 448,610
2014 2,195 722 630,402
2015 2,611 954 795,923
2016 2,788 782 875,143
2017 2,615 846 688,050
(1) Valuation in thousands of dollars.
Source: Collier County,Florida Finance Department.
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Agriculture
Agriculture is a dominant factor in the economy of the County. Rainfall averages about 52 inches
annually with most of the precipitation occurring during the late spring and summer. The high yearly
rainfall and year-round mild temperature enable agriculture to be a productive sector of the County
economy. The agricultural industry represents five percent of the workforce. Farming activities are
located approximately 40 miles inland primarily centered around the community of Immokalee. Major
crops include tomatoes,peppers,cucumbers,melons and citrus. Beef cattle are also a significant farming
commodity.
Tourism
Tourism is a major factor in the economy of the County. Visitors to the County enjoy its Gulf of
Mexico beaches, golf, tennis and other attractions. Everglades National Park, the United States only
subtropical National Park, located near Naples, comprises a substantial portion of the County. Collier-
Seminole Park and Corkscrew Swamp are also located nearby. Salt water fishing in the Gulf of Mexico,
as well as fresh water fishing,makes the many lakes and waterways popular vacation spots. The County
is regarded as one of the largest shelling areas in the United States.
Transportation
The County is served by U.S. Highway 41 (otherwise known as the Tamiami Trail) and Interstate
75,which links Naples to the east coast of Florida and intersects U.S. Highway 27,providing access to the
Florida Turnpike. Interstate 75 also provides access to the County from the North. Greyhound Bus Lines
connects the County to all points within the State.
Air service is available at the Naples Airport owned by the City of Naples and covers an area of
approximately 650 acres. The airport has two lighted 5,000 feet hard surfaced runways, each 150 feet
wide. Activity at this airport mainly consists of charter flights and general aviation. Air service at the
Southwest Florida International Airport near Fort Myers, 35 miles north of Naples, reaches many major
cities. In addition, the County owns and operates three public airports: the Marco Island Executive
Airport and the Immokalee and Everglades City Airparks.
Educational System
The County school system serves more than 47,000 students in 48 schools, including six charter
schools. The public schools provide a varied adult education program and a special program for pre-
school children. There are several private and parochial schools in the County offering classes from
kindergarten through the twelfth grade. Florida Southwestern State College's main campus in Fort
Myers, with a branch campus in Naples, offers technical training as well as college preparation for
students. In August of 2003, Ave Maria University, a private Catholic University located within the
County, began admitting students. The University offers bachelor's degrees in biology, classics,
economics, history, literature, mathematics, music, philosophy, politics and theology. Pre-professional
programs are offered in pre-law, pre-medicine and pre-business. Although not located within the
County, Florida Gulf Coast University, the tenth college in the State University System, is operating in
Lee County,immediately north of the County.
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Medical Facilities
Naples Community Hospital, a non-profit, private corporation provides health services to the
residents of the County. It opened as a 50-bed facility in 1956,financed exclusively by contributions from
members of the community. Since 1956, Naples Community Hospital has grown to encompass
approximately 422,000 square feet and include two six-story towers that house Naples Community
Hospital's 715 licensed beds and patient care ancillary services and a two-story support services wing
located between the two towers. Hospital services are also provided in the Carpenter-Briggs Radiation
Therapy Center located across the street from Naples Community Hospital, at the Golden Gate Urgent
Care Center located in leased space approximately seven miles from Naples Community Hospital,and in
several other outpatient facilities that provide urgent care, rehabilitation, wellness and infusion services.
In addition,Physician's Regional operates two hospitals within the County with a total of 201 beds.
The Collier County Health Department operates in every community in the County under the
direction of a licensed physician and with a staff of trained specialists, including public health workers,
nurses,sanitarians and clinical psychologists.
COLLIER COUNTY
FINANCIAL AND ECONOMIC DATA
(Fiscal Years 2008-2017)
(Unaudited)
Per Bank
Fiscal Percent Capita Deposits
Year Population Increase/(Decrease) Income (000's)
2008 332,854 -- $57,446 $11,026
2009 333,032 0.1 63,276 11,690
2010 331,800 (0.4) 62,559 9,981
2011 321,520 (3.1) 60,049 N/A
2012 323,785 0.7 59,264 N/A
2013 329,849 1.9 60,391 N/A
2014 339,642 3.0 64,872 N/A
2015 348,777 2.7 73,869 N/A
2016 353,936 1.5 78,473 N/A
2017 360,846 2.0 84,101 N/A
N/A=Data not currently available
Source: Collier County Comprehensive Annual Financial Report for Fiscal Year Ending September 30,
2017.
25694/007/01369090.DOCv5 A-6
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The following table contains the property tax rates for the last ten fiscal years.
COLLIER COUNTY,FLORIDA
PROPERTY TAX RATES-ALL DIRECT AND OVERLAPPING GOVERNMENTS(1)
(Fiscal Years 2006-2015)
(Unaudited)
Collier County Other
Special Debt County
Fiscal General Revenue Service School Independent
Year Fund Funds Funds Total District Districts Total
2008 3.1469 0.7362 0.2233 4.1064 5.3510 1.2792 10.7366
2009 3.1469 0.7528 0.2249 4.1246 4.9090 1.2784 10.3120
2010 3.5645 0.7225 0.1366 4.4236 5.2390 1.3243 10.9869
2011 3.5645 0.6926 0.1580 4.4151 5.6990 1.3299 11.4440
2012 3.5645 0.7627 0.0877 4.4149 5.5270 1.2202 11.1621
2013 3.5645 0.7555 0.0926 4.4126 5.5760 1.2395 11.2281
2014 3.5645 0.5873 0.0074 4.1592 5.6900 1.2228 11.0720
2015 3.5645 0.5860 0.0077 4.1582 5.5800 1.1853 10.9235
2016 3.5645 0.5856 0.0071 4.1572 5.4800 1.1331 10.7703
2017 3.5645 0.6030 0.0293 4.1968 5.1220 1.1832 10.5020
(1) Basis for property tax rates is 1 mill per $1,000 of assessed value. Property is assessed as of
January 1 and taxes based on those assessments are levied according to the tax rate in effect that
tax year and become due on November 1. Therefore, assessments and tax levies applicable to a
certain tax year are collected in the fiscal year ending during the following calendar year.
Source: Collier County Comprehensive Annual Financial Report for Fiscal Year Ending September 30,
2017.
Property Tax Reform
Millage Rollback Legislation. In 2007, the State Legislature adopted a property tax plan which
significantly impacted ad valorem tax collections for State local governments (the "Millage Rollback
Legislation"). One component of the Millage Rollback Legislation required counties, cities and special
districts to rollback their millage rates for the 2007-2008 Fiscal Year to a level that, with certain
adjustments and exceptions, would generate the same level of ad valorem tax revenue as in Fiscal Year
2006-2007; provided, however, depending upon the relative growth of each local government's own ad
valorem tax revenues from 2001 to 2006, such rolled back millage rates were determined after first
reducing 2006-2007 ad valorem tax revenues by zero to nine percent(0%to 9%). In addition,the Rollback
Legislation also limited how much the aggregate amount of ad valorem tax revenues may increase in
future fiscal years. A local government may override certain portions of these requirements by a
supermajority,and for certain requirements,a unanimous vote of its governing body.
Constitutional Exemptions. Certain exemptions from property taxes have been enacted.
Constitutional exemptions include, but are not limited to, property owned by a municipality and used
exclusively by it for municipal or public purposes, certain household goods and personal effects to the
value fixed by general law, certain locally approved community and economic development ad valorem
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tax exemptions to new businesses and expansions of existing businesses, as defined by general law and
historic preservation ad valorem tax exemptions to owners of historic properties, $25,000 of the assessed
value of property subject to tangible personal property tax, the assessed value of solar devices or
renewable energy source devices subject to tangible personal property tax may be exempt from ad
valorem taxation, subject to limitations provided by general law, and certain real property dedicated in
perpetuity for conservation purposes, including real property encumbered by perpetual conservation
easements or by other perpetual conservation protections,as defined by general law.
Limitation on Increase in Assessed Value of Property. The State Constitution limits the increases in
assessed just value of homestead property to the lower of(1)three percent of the assessment for the prior
year or (2) the percentage change in the Consumer Price Index for all urban consumers, U.S. City
Average, all items 1967=100, or successor reports for the preceding calendar year as initially reported by
the United States Department of Labor, Bureau of Labor Statistics. The accumulated difference between
the assessed value and the just value is known as the "Save Our Homes Benefit." Further, any change of
ownership of homestead property or upon termination of homestead status such property shall be
reassessed at just value as of January 1 of the year following the year of sale or change of status; new
homestead property shall be assessed at just value as of January 1 of the year following the establishment
of the homestead;and changes, additions,reductions or improvements to the homestead shall initially be
assessed as provided for by general law.
Owners of homestead property may transfer up to$500,000 of their Save Our Homes Benefit to a
new homestead property purchased within two years of the sale of their previous homestead property to
which such benefit applied if the just value of the new homestead is greater than or is equal to the just
value of the prior homestead. If the just value of the new homestead is less than the just value of the prior
homestead, then owners of homestead property may transfer a proportional amount of their Save Our
Homes Benefit, such proportional amount equaling the just value of the new homestead divided by the
just value of the prior homestead multiplied by the assessed value of the prior homestead.
For all levies other than school district levies, assessment increases for specified nonhomestead
real property may not exceed ten percent (10%) of the assessment for the prior year. This assessment
limitation is, by its terms, to be repealed effective January 1, 2019; however, the legislature by joint
resolution has proposed an amendment abrogating such repeal, which is required to be submitted to the
electors of this state for approval or rejection at the general election of 2018 and, if approved, shall take
effect January 1,2019.
Homestead Exemption. In addition to the exemptions described above, the State Constitution also
provides for a homestead exemption. Every person who has the legal title or beneficial title in equity to
real property in the State and who resides thereon and in good faith makes the same his or her permanent
residence or the permanent residence of others legally or naturally dependent upon such person is
eligible to receive a homestead exemption of up to$50,000. The first$25,000 applies to all property taxes,
including school district taxes. The additional exemption,up to$25,000, applicable to the assessed value
of the property between $50,000 and $75,000, applies to all levies other than school district levies. A
person who is receiving or claiming the benefit of an ad valorem tax exemption or a tax credit in another
state where permanent residency,or residency of another legally or naturally dependent upon the owner,
is required as a basis for the granting of that ad valorem tax exemption or tax credit is not entitled to the
homestead exemption.
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In addition to the general homestead exemption described in this paragraph, the following
additional homestead exemptions are authorized by State law:
Certain Persons 65 or Older. A board of county commissioners or the governing authority of any
municipality may adopt an ordinance to allow an additional homestead exemption equal to (i) of up to
$50,000 for persons age 65 or older with household income that does not exceed the statutory income
limitation of$20,000(as increased by the percentage increase in the average cost of living index each year
since 2001) or (ii) the assessed value of the property with a just value less than$250,000, as determined
the first tax year that the owner applies and is approved,for any person 65 or older who has maintained
the residence as his or her permanent residence for not less than 25 years and whose household income
does not exceed the statutory income. The County enacted an ordinance providing for the exemption
from County ad valorem taxes described in this paragraph.
In addition, veterans 65 or older who are partially or totally permanently disabled may receive a
discount from tax on homestead property if the disability was combat related and the veteran was
honorably discharged upon separation from military service. The discount is a percentage equal to the
percentage of the veteran's permanent, service-connected disability as determined by the United States
Department of Veteran's Affairs. The County has not enacted an ordinance providing for the exemption
from County ad valorem taxes described in this paragraph.
Deployed Military Personnel. The State Constitution provides that by general law and subject to
certain conditions specified therein, each person who receives a homestead exemption who was a
member of the United States military or military reserves, the United States Coast Guard or its reserves,
or the Florida National Guard;and who was deployed during the preceding calendar year on active duty
outside the continental United States, Alaska, or Hawaii in support of military operations designated by
the legislature shall receive an additional exemption equal to a percentage of the taxable value of his or
her homestead property. The applicable percentage shall be calculated as the number of days during the
preceding calendar year the person was deployed on active duty outside the continental United States,
Alaska, or Hawaii in support of military operations designated by the legislature divided by the number
of days in that year.
Certain Active Duty Military and Veterans. A military veteran who was honorably discharged,is a
resident of the State, and who is disabled to a degree of 10% or more because of misfortune or while
serving during wartime may be entitled to a$5,000 reduction in the assessed value of his or her property.
This exemption is not limited to homestead property. A military veteran who was honorably discharged
with a service-related total and permanent disability may be eligible for a total exemption from taxes on
homestead property. A similar exemption is available to disabled veterans confined to wheelchairs.
Under certain circumstances, the veteran's surviving spouse may be entitled to carry over these
exemptions.
Certain Totally and Permanently Disabled Persons. Real estate used and owned as a homestead by a
quadriplegic, less any portion used for commercial purposes, is exempt from all ad valorem taxation.
Real estate used and owned as a homestead by a paraplegic,hemiplegic,or other totally and permanently
disabled person, who must use a wheelchair for mobility or who is legally blind,is exempt from taxation
if the gross household income is below statutory limits.
Survivors of First Responders. Any real estate that is owned and used as a homestead by the
surviving spouse of a first responder(law enforcement officer, correctional officer,firefighter,emergency
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medical technician or paramedic), who died in the line of duty may be granted a total exemption on
homestead property if the first responder and his or her surviving spouse were permanent residents of
the State on January 1 of the year in which the first responder died.
Recent Amendments Relating to Ad Valorem Taxation. In the 2016 legislative session, several
amendments were passed affecting ad valorem taxation, including classification of agricultural lands
during periods of eradication or quarantine, deleting requirements that conservation easements be
renewed annually, providing that just value of real property shall be determined in the first tax year for
income restricted persons age 65 or older who have maintained such property as the permanent residence
for at least 25 years, authorizing a first responder who is totally and permanently disabled as a result of
injuries sustained in the line of duty to receive relief from ad valorem taxes assessed on homestead
property, revising procedures with respect to assessments, hearings and notifications by the value
adjustment board,and revising the interest rate on unpaid ad valorem taxes.
In the 2017 State legislative session,which concluded on May 8,2017, the State legislature passed
House Joint Resolution 7105 which proposes an amendment to Section 6, Article VII of the State
Constitution that would increase the homestead exemption by exempting the assessed valuation of
homestead property greater than $100,000 and up to $125,000 for all levies other than school district
levies. If approved by the voters in November 2018,such amendment would be effective beginning with
the 2019 tax roll. The County estimates that this amendment would result in a negative revenue impact
to the County of approximately $7.7 million annually. However, the County does not believe that the
impact will adversely affect the County's ability to pay debt service on the Series 2018 Bonds.
Future Amendments Relating to Ad Valorem Taxation. Historically,various legislative proposals and
constitutional amendments relating to ad valorem taxation have been introduced in each session of the
State legislature. Many of these proposals have provided for new or increased exemptions to ad valorem
taxation and limited increases in assessed valuation of certain types of property or have otherwise
restricted the ability of local governments in the State to levy ad valorem taxes at then current levels.
Proposed Legislation
During the 2018 State legislative session,the State Legislature passed House Joint Resolution 7001
("HJR 7001"),proposing an amendment to the State Constitution providing that no state tax or fee may be
imposed, authorized, raised by the State Legislature, or authorized by the State Legislature to be raised,
except through legislation approved by two-thirds of the membership of each house of the Legislature.
The same requirement would apply to decreasing or eliminating any state tax, fee exemption or credit.
Currently, such actions can be approved by a majority vote. HJR 7001 also requires that any proposed
state tax or fee imposition, authorization or increase must be contained in a separate bill that contains no
other subject. The joint resolution specifies that the proposed amendment does not authorize the
imposition of any state tax or fee otherwise prohibited by the State Constitution, and does not apply to
any tax or fee imposed by, or authorized to be imposed by, a county, municipality, school board, or
special district. The amendment proposed in the HJR 7001 was passed and signed into law by Governor
Scott and will take effect on January 8, 2019, if approved by sixty percent of the voters during the 2018
general election or earlier special election.Although the proposal would not subject local taxes and fees to
the stricter voting requirement, local governments could be adversely impacted during recessionary
economic environments if State lawmakers are unable to raise taxes. The County does not expect that
HJR 7001, if approved by the voters, will have an impact on its collection of Pledged Funds or its ability
to pay debt service on the Series 2018 Bonds.
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Florida Retirement System
The information relating to the Florida Retirement System ("FRS") contained herein has been obtained
from the FRS Annual Reports available at www.dms.myflorida.com and the Florida Comprehensive Annual
Financial Reports available at www. myfloridacfo.comlaadirlstatewidejinancial_reporting. No representation is
made by the County as to the accuracy or adequacy of such information or that there has not been any material
adverse change in such information subsequent to the date of such information.
The FRS is a cost-sharing multiple-employer public-employee retirement system with two
primary plans — the FRS defined benefit pension plan (the "FRS Pension Plan") and the FRS defined
contribution plan(the"FRS Investment Plan"). The FRS Pension Plan was created in Chapter 121,Florida
Statutes,to provide a defined benefit pension plan for participating public employees.
Florida Retirement System Pension Plan
Membership. FRS membership is compulsory for all employees filling a regularly established
position in a state agency, county agency, state university, state community college, or district school
board. Participation by cities,municipalities, special districts,charter schools, and metropolitan planning
organizations, although optional, is generally irrevocable after election to participate is made. Members
hired into certain positions may be eligible to withdraw from the FRS altogether or elect to participate in
the non-integrated optional retirement programs in lieu of the FRS except faculty of a medical college in a
state university who must participate in the State University System Optional Retirement Program.
There are five general classes of membership,as follows:
• Regular Class - Members of the FRS who do not qualify for membership in the other
classes.
• Senior Management Service Class (SMSC)-Members in senior management level positions
in state and local governments as well as assistant state attorneys, assistant statewide prosecutors,
assistant public defenders, assistant attorneys general, deputy court administrators,and assistant capital
collateral representatives. Members of the Elected Officers' Class ("EOC") may elect to withdraw from
the FRS or participate in the SMSC in lieu of the EOC.
• Special Risk Class-Members who are employed as law enforcement officers, firefighters,
firefighter trainers, fire prevention officers, state fixed-wing pilots for aerial firefighting surveillance,
correctional officers, emergency medical technicians, paramedics, community-based correctional
probation officers, youth custody officers (from July 1, 2001 through June 30, 2014), certain health-care
related positions within state forensic or correctional facilities, or specified forensic employees of a
medical examiner's office or a law enforcement agency,and meet the criteria to qualify for this class.
• Special Risk Administrative Support Class - Former Special Risk Class members who are
transferred or reassigned to nonspecial risk law enforcement, firefighting, emergency medical care, or
correctional administrative support positions within an FRS special risk-employing agency.
• Elected Officers' Class (EOC) -Members who are elected state and county officers and the
elected officers of cities and special districts that choose to place their elected officials in this class.
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Beginning July 1, 2001, through June 30, 2011, the FRS Pension Plan provided for vesting of
benefits after six years of creditable service for members initially enrolled during this period. Members
not actively working in a position covered by the FRS Pension Plan on July 1, 2001, must return to
covered employment for up to one work year to be eligible to vest with less service than was required
under the law in effect before July 1, 2001. Members initially enrolled on or after July 1, 2001, through
June 30,2011, vest after six years of service. Members initially enrolled on or after July 1,2011,vest after
eight years of creditable service. Members are eligible for normal retirement when they have met the
requirements listed below. Early retirement may be taken any time after vesting within 20 years of
normal retirement age; however, there is a 5% benefit reduction for each year prior to the normal
retirement age.
• Regular Class, SMSC, and EOC Members - For members initially enrolled in the FRS
Pension Plan before July 1, 2011, six or more years of creditable service and age 62, or the age after
completing six years of creditable service if after age 62. Thirty years of creditable service regardless of
age before age 62. For members initially enrolled in the FRS Pension Plan on or after July 1,2011,eight
or more years of creditable service and age 65, or the age after completing eight years of creditable
service if after age 65. Thirty-three years of creditable service regardless of age before age 65.
• Special Risk Class and Special Risk Administrative Support Class Members - For members
initially enrolled in the FRS Pension Plan before July 1, 2011, six or more years of Special Risk Class
service and age 55, or the age after completing six years of Special Risk Class service if after age 55.
Twenty-five years of special risk service regardless of age before age 55. A total of 25 years of service
including special risk service and up to four years of active duty wartime service and age 52. Without
six years of Special Risk Class service, members of the Special Risk Administrative Support Class must
meet the requirements of the Regular Class. For members initially enrolled in the FRS Pension Plan on
or after July 1, 2011, eight or more years of Special Risk Class service and age 60, or the age after
completing eight years of Special Risk Class service if after age 60. Thirty years of special risk service
regardless of age before age 60. Without eight years of Special Risk Class service, members of the
Special Risk Administrative Support Class must meet the requirements of the Regular Class.
Benefits. Benefits under the FRS Pension Plan are computed on the basis of age, average final
compensation, creditable years of service, and accrual value by membership class. Members are also
eligible for in-line-of-duty or regular disability and survivors' benefits. Pension benefits of retirees and
annuitants are increased each July 1 by a cost-of-living adjustment. If the member is initially enrolled in
the FRS Pension Plan before July 1,2011,and all service credit was accrued before July 1,2011,the annual
cost-of-living adjustment is 3% per year. If the member is initially enrolled before July 1, 2011, and has
service credit on or after July 1, 2011, there is an individually calculated cost-of-living adjustment. The
annual cost-of-living adjustment is a proportion of 3% determined by dividing the sum of the pre-July
2011 service credit by the total service credit at retirement multiplied by 3%. FRS Pension Plan members
initially enrolled on or after July 1,2011,will not have a cost-of-living adjustment after retirement.
The Deferred Retirement Option Program ("DROP") became effective July 1, 1998, subject to
provisions of Section 121.091(13), Florida Statutes. FRS Pension Plan members who reach normal
retirement are eligible to defer receipt of monthly benefit payments while continuing employment with
an FRS employer. An employee may participate in the DROP for a maximum of 60 months. Authorized
instructional personnel may participate in the DROP for up to 36 additional months beyond their initial
60-month participation period. Monthly retirement benefits remain in the FRS Trust Fund during DROP
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participation and accrue interest. As of June 30, 2017, the FRS Trust Fund held $2,255,747,029 in
accumulated benefits for 34,810 DROP participants. Of these 34,810 DROP participants, 32,972 were
active in the DROP with balances totaling $2,032,044,001. The remaining participants were no longer
active in the DROP and had balances totaling$216,703,029 to be processed after June 30,2017.
Administration. The Department of Management Services, Division of Retirement administers
the FRS Pension Plan. The State Board of Administration (the "SBA") invests the assets of the FRS
Pension Plan held in the FRS Trust Fund. Costs of administering the FRS Pension Plan are funded from
earnings on investments of the FRS Trust Fund. Reporting of the FRS Pension Plan is on the accrual basis
of accounting. Revenues are recognized when earned and expenses are recognized when the obligation
is incurred.
Contributions. All participating employers must comply with statutory contribution
requirements. Section 121.031(3), Florida Statutes, requires an annual actuarial valuation of the FRS
Pension Plan, which is provided to the Legislature as guidance for funding decisions. Employer and
employee contribution rates are established in Section 121.71, Florida Statutes. Employer contribution
rates under the uniform rate structure (a blending of both the FRS Pension Plan and FRS Investment Plan
rates) are recommended by the actuary but set by the Legislature. Statutes require that any unfunded
actuarial liability ("UAL") be amortized within 30 plan years. Pursuant to Section 121.031(3)(f), Florida
Statutes, any surplus amounts available to offset total retirement system costs are to be amortized over a
10-year rolling period on a level-dollar basis. The balance of legally required reserves for all defined
benefit pension plans at June 30, 2017, was $154,053,262,968. These funds were reserved to provide for
total current and future benefits,refunds,and administration of the FRS Pension Plan.
Effective July 1, 2011, both employees and employers of the FRS are required to make
contributions to establish service credit for work performed in a regularly established position. Effective
July 1, 2002, the Florida Legislature established a uniform contribution rate system for the FRS, covering
both the FRS Pension Plan and the FRS Investment Plan. The uniform rates for Fiscal Year 2016-17 are as
follows:
Employee Employer Total
Membership Class Contribution Rate Contribution Rate) Contribution Rate
Regular 3.00% 5.80% 8.80%
Special Risk 3.00 20.85 23.85
Special Risk Administrative Support 3.00 26.34 29.34
Elected Officers—Judges 3.00 34.98 37.98
Elected Officers-Legislators/Attorneys/Cabinet 3.00 40.38 43.38
Elected Officers—County,City,Special Districts 3.00 40.75 43.75
Senior Management Service 3.00 20.05 23.05
Deferred Retirement Option Program N/A 11.33 11.33
(1) These rates include the normal cost and unfunded actuarial liability contributions but do not
include the 1.66% contribution for the Retiree Health Insurance Subsidy ("HIS") and the fee of
0.06% for administration of the FRS Investment Plan and provision of educational tools for both
plans.
Source: Florida Retirement System Pension Plan and Other State Administered Systems Comprehensive
Annual Financial Report for Fiscal Year Ended June 30,2017.
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The contributions of the County are established and may be amended by the State Legislature.
The County's contributions to the FRS Pension Plan totaled $47,404,546 for the Fiscal Year ended
September 30,2017.
Pension Amounts for the FRS Pension Plan.
Schedule of Changes in Net Pension Liability and Related Ratios
(in thousands)
Total Pension Liability Tune 30,2015 Tune 30,2016 Tune 30,2017
Service cost $2,114,047 $2,132,906 $2,073,754
Interest on total pension liability 11,721,563 12,109,114 12,484,167
Effect of plan changes 0 32,310 92,185
Effect of economic/demographic(gains)or losses 1,620,863 980,192 1,412,462
Effect of assumption changes or inputs 0 1,030,667 10,398,344
Benefit payments (10,201,501) (10,624,925) (9,859,319)
Net change in total pension liability 5,254,972 5,660,264 16,601,593
Total pension liability,beginning 156,115,763 161,370,735 167,030,999
Total pension liability,ending(a) $161,370,735 $167,030,999 $183,632,592
Fiduciary Net Position
Employer contributions $2,438,085 $2,438,659 $2,603,246
Member contributions 698,304 710,717 744,839
Investment income net of investment expenses 5,523,287 820,583 18,801,917
Benefit payments (10,201,500) (10,624,925) (9,859,319)
Administrative expenses (18,074) (18,507) (18,340)
Net change in plan fiduciary net position (1,559,898) (6,673,473) 12,272,342
Fiduciary net position,beginning 150,014,292 148,454,394 141,780,921
Fiduciary net position,ending(b) $148,454,394 $141,780,921 $154,053,263
Net pension liability,ending=(a)—(b) $12,916,341 $25,250,078 $29,579,329
Fiduciary net position as a%of total pension liability 92.00% 84.88% 83.89%
Covered payroll(1) $32,726,034 $33,214,217 $33,775,800
Net pension liability as a%of covered payroll 39.47% 76.02% 87.58%
(1) For June 30,2015, and later, covered payroll shown includes the payroll for FRS Investment Plan
members and payroll on which only UAL rates are charged.
Source: Florida Retirement System Pension Plan and Other State Administered Systems Comprehensive
Annual Financial Report for Fiscal Year Ended June 30,2017.
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Actuarial Methods and Assumptions for the FRS Pension Plan. The total pension liability was
determined by an actuarial valuation as of the valuation date of July 1, 2017, calculated based on the
discount rate and actuarial assumptions below:
June 30,2016 June 30,2017
Discount rate 7.60% 7.10%
Long-term expected rate of return,net of investment expense 7.60% 7.10%
Bond Buyer General Obligation 20-Bond Municipal Bond Index N/A N/A
Source: Florida Retirement System Pension Plan and Other State Administered Systems Comprehensive
Annual Financial Report for Fiscal Year Ended June 30,2017.
The plan's fiduciary net position was projected to be available to make all projected future benefit
payments of current active and inactive employees in determining the projected depletion date.
Therefore, the discount rate for calculating the total pension liability is equal to the long-term expected
rate of return.
The actuarial assumptions used to determine the total pension liability as of June 30, 2017, were
based on the results of an actuarial experience study for the period July 1,2008-June 30,2013.
Valuation Date July 1,2017
Measurement Date June 30,2017
Asset Valuation Method Fair Market Value
Inflation 2.60%
Salary increase including inflation 3.25%
Mortality Generational RP-2000 with Projection Scale BB
Actuarial cost method Individual Entry Age Normal
Source: Florida Retirement System Pension Plan and Other State Administered Systems Comprehensive
Annual Financial Report for Fiscal Year Ended June 30,2017.
Sensitivity Analysis for the FRS Pension Plan. The following presents the net pension liability of
the FRS, calculated using the discount rate of 7.10%,as well as what the FRS's net pension liability would
be if it were calculated using a discount rate that is one percentage point lower (6.10%) or one percentage
point higher(8.10%)than the current rate.
1%Decrease Current Discount Rate 1%Increase
6.10% 7.10% 8.10%
Total pension liability $207,590,062,000 $183,632,592,000 $163,742,403,000
Fiduciary net position 154,053,262,968 154,053,262,968 154,053,262968
Net pension liability $53,536,799,032 $29,579,329,032 $9,689,140,032
Source: Florida Retirement System Pension Plan and Other State Administered Systems Comprehensive
Annual Financial Report for Fiscal Year Ended June 30,2017.
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Retiree Health Insurance Subsidy Program
The HIS Program is a cost-sharing multiple-employer defined benefit pension plan established
under Section 112.363, Florida Statutes. The benefit is a monthly payment to assist retirees of state-
administered retirement systems in paying their health insurance costs and is administered by the
Division of Retirement within the Department of Management Services. For the fiscal year ended
June 30, 2017, eligible retirees and beneficiaries received a monthly HIS payment equal to the number of
years of creditable service completed at the time of retirement multiplied by $5. The payments are at
least$30 but not more than$150 per month, pursuant to Section 112.363, Florida Statutes. To be eligible
to receive a HIS benefit, a retiree under a state-administered retirement system must provide proof of
health insurance coverage,which can include Medicare.
The HIS Program is funded by required contributions from FRS participating employers as set by
the Legislature. Employer contributions are a percentage of gross compensation for all active FRS
members. For the fiscal year ended June 30,2017, the contribution rate was 1.66%of payroll pursuant to
Section 112.363, F.S. The State contributed 100% of its statutorily required contributions for the current
and preceding two years. HIS contributions are deposited in a separate trust fund from which HIS
payments are authorized. HIS benefits are not guaranteed and are subject to annual legislative
appropriation. In the event the legislative appropriation or available funds fail to provide full subsidy
benefits to all participants,the legislature may reduce or cancel HIS payments.
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Pension Amounts for the HIS.
Schedule of Changes in Net Pension Liability and Related Ratios
(in thousands)
Total Pension Liability June 30,2014 June 30,2015 June 30,2016 June 30,2017
Service cost $190,371 $217,519 $256,710 $304,537
Interest on total pension liability 409,907 405,441 390,757 337,486
Effect of plan changes 0 0 0 0
Effect of economic/demographic(gains)or losses 0 0 (30,826) 0
Effect of assumption changes or inputs 386,383 607,698 1,352,459 (1,073,716)
Benefit payments (407,276) (425,086) (449,857) (465,980)
Net change in total pension liability 579,385 805,572 1,519,243 (897,673)
Total pension liability,beginning 8,864,244 9,443,629 10,249,201 11,768,445
Total pension liability,ending(a) $9,443,629 $10,249,201 $11,768,445 $10,870,772
Fiduciary Net Position
Employer contributions $342,566 $382,454 $512,564 $529,229
Member contributions 0 0 0 0
Investment income net of investment expenses 219 208 565 1,380
Benefit payments (407,275) (425,085) (449,857) (465,980)
Administrative expenses (54) (188) (188) (177)
Net change in plan fiduciary net position (64,544) (42,611) 63,084 64,452
Fiduciary net position,beginning 157,929 93,385 50,774 113,859
Fiduciary net position,ending(b) $93,385 $50,774 $113,859 $178,311
Net pension liability,ending=(a)—(b) $9,350,244 $10,198,427 $11,654,586 $10,692,461
Fiduciary net position as a%of total pension liability 0.99% 0.50% 0.97% 1.64%
Covered payroll $29,676,340 $30,340,449 $30,875,274 $31,885,633
Net pension liability as a%of covered payroll 31.51% 33.61% 37.75% 33.53%
Source: Florida Retirement System Pension Plan and Other State Administered Systems Comprehensive
Annual Financial Report for Fiscal Year Ended June 30,2017.
Actuarial Methods and Assumptions for the HIS. The total pension liability was determined by
an actuarial valuation as of the valuation date, calculated based on the discount rate and actuarial
assumptions below, and then was projected to the measurement date. Any significant changes during
this period have been reflected as prescribed by GASB 67. The same demographic and economic
assumptions that were used in the Florida Retirement System Actuarial Valuation as of July 1, 2016
("funding valuation") were used for the HIS Program, unless otherwise noted. In a given membership
class and tier, the same assumptions for both FRS Investment Plan members and for FRS Pension Plan
members were used.
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June 30,2016 June 30,2017
Discount rate 2.85% 3.58%
Long-term expected rate of return,net of investment expense N/A N/A
Bond Buyer General Obligation 20-Bond Municipal Bond Index 2.85% 3.58%
Source:Florida Retirement System Pension Plan and Other State Administered Systems Comprehensive
Annual Financial Report for Fiscal Year Ended June 30,2017.
In general, the discount rate for calculating the total pension liability under GASB 67 is equal to
the single rate equivalent to discounting at the long-term expected rate of return for benefit payments
prior to the projected depletion date. Because the HIS benefit is essentially funded on a pay-as-you-go
basis,the depletion date is considered to be immediate,and the single equivalent discount rate is equal to
the municipal bond rate selected by the plan sponsor. The discount rate used in the 2017 valuation was
updated from 2.85% to 3.58%, reflecting the change in the Bond Buyer General Obligation 20- Bond
Municipal Bond Index as of June 30,2017.
The actuarial assumptions used to determine the total pension liability as of June 30, 2017, were
based on the results of an actuarial experience study for the period July 1,2008-June 30,2013.
Valuation Date July 1,2017
Measurement Date June 30,2017
Inflation 2.60%
Salary increase including inflation 3.25%
Mortality Generational RP-2000 with Projection Scale BB
Actuarial cost method Individual Entry Age
Source: Florida Retirement System Pension Plan and Other State Administered Systems Comprehensive
Annual Financial Report for Fiscal Year Ended June 30,2017.
Sensitivity Analysis for the HIS. The following presents the net pension liability of the HIS,
calculated using the discount rate of 3.58%, as well as what the HIS's net pension liability would be if it
were calculated using a discount rate that is one percentage point lower (2.58%) or one percentage point
higher(4.58%)than the current rate.
1%Decrease Current Discount Rate 1%Increase
2.58% 3.58% 4.58%
Total pension liability $12,379,825,232 $10,870,772,218 $9,613,814,415
Fiduciary net position 178,310,841 178,310,841 178,310,841
Net pension liability $12,201,514,391 $10,692,461,377 $9,435,503,574
Source: Florida Retirement System Pension Plan and Other State Administered Systems Comprehensive
Annual Financial Report for Fiscal Year Ended June 30,2017.
FRS Investment Plan
The State Board of Administration administers the defined contribution plan officially titled the
FRS Investment Plan. The FRS Investment Plan provides vesting after one year of service regardless of
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membership class. If an accumulated benefit obligation for service credit originally earned under the FRS
Pension Plan is transferred to the FRS Investment Plan, the years of service required for vesting under the
FRS Pension Plan (including the service credit represented by the transferred funds) is required to be
vested for these funds and the earnings on the funds. The employer pays a contribution as a percentage
of salary that is deposited into the individual member's account. Effective July 1, 2011, there is a
mandatory employee contribution of 3.00%. The FRS Investment Plan member directs the investment
from the options offered under the plan. Costs of administering the plan, including the FRS Financial
Guidance Program, are funded through an employer assessment of payroll and by forfeited benefits of
plan members. After termination and applying to receive benefits, the member may rollover vested
funds to another qualified plan, structure a periodic payment under the FRS Investment Plan, receive a
lump-sum distribution, or leave the funds invested for future distribution. Disability coverage is
provided; the employer pays an employer contribution to fund the disability benefit which is deposited
in the FRS Trust Fund. The member may either transfer the account balance to the FRS Pension Plan
when approved for disability retirement to receive guaranteed lifetime monthly benefits under the FRS
Pension Plan, or remain in the FRS Investment Plan and rely upon that account balance for retirement
income.
Multiple Employer Defined Benefit Retirement Plan
All of the County's employees participate in the FRS. As provided by Chapters 121 and 112,
Florida Statutes,the FRS provides two cost-sharing,multiple-employer defined benefit plans administered
by the Florida Department of Management Services, Division of Retirement, including the FRS Pension
Plan and HIS.Under Section 121.4501,Florida Statutes,the FRS also provides a defined contribution plan
FRS Investment Plan alternative to the FRS Pension Plan,which is administered by the SBA.As a general
rule,membership in the FRS is compulsory for all employees working in a regularly established position
for a state agency, county government, district school board, state university, community college, or a
participating city or special district within the State of Florida.The FRS provides retirement and disability
benefits, annual cost-of-living adjustments, and death benefits to plan members and beneficiaries.
Benefits are established by Chapter 121, Florida Statutes, and Chapter 60S, Florida Administrative Code.
Amendments to the law can be made only by an act of the Florida State Legislature.
The State of Florida annually issues a publicly available financial report that includes financial
statements and required supplementary information for the FRS. The latest available report may be
obtained by writing to the State of Florida Division of Retirement, Department of Management Services,
P.O. Box 9000, Tallahassee, Florida 32315-9000 or from the website:
ww.dms.myflorida.com/workforce operations/retiremenitipublications.
Other Postemployment Benefit Plans
General
The County provides post employment healthcare benefits for retirees through a single employer
defined benefit plan (County's OPEB Plan) and can amend the benefits provisions. The participants of
this plan include retirees of the Board of County Commissioners (the "Board"), the Clerk of the Circuit
Court and Comptroller, the Property Appraiser, the Tax Collector and the Supervisor of Elections. The
Sheriff also provides post employment healthcare benefits under a separate plan. In accordance with
Florida Statute 112.0801, employees who retire and immediately begin receiving benefits from the FRS
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have the option of paying premiums to continue in the County's health insurance plan at the same group
rate as for active employees.
The Board and the Tax Collector also subsidize the cost of the post employment healthcare for
qualifying retirees and each has the authority to amend benefit provisions. The Board offers a subsidy for
its retirees who have at least 60% of eligible accrued sick leave remaining at the time of retirement and
have completed 15 years of continuous service with the Board. In addition, the retiree must retire from
the Board, be at least 55 years of age or have completed 30 years of service under the FRS and be eligible
to receive an FRS benefit with no break in time. Such employees are eligible to receive a 50% to 100%
subsidy toward the cost of coverage under the active plan. A subsidy is currently provided to 19 retirees.
The Tax Collector offers a subsidy of 100% the cost of health care for employees with 10 years of service,
between the ages of 54 and 64 and who exchange 800 hours of sick leave at retirement for employees
hired prior to June 1,2015. A subsidy is currently provided to 4 retirees.
The County's OPEB Plan is currently being funded on a pay as you go basis. No trust or agency
fund has been established for the plan.The plan does not issue a separate financial report.
Participant Data
As of September 30,2017,the following employees were covered by the benefit terms:
Inactive employees or beneficiaries currently receiving benefits 70
Active employees 2,236
Total employees 2,306
Total OPEB Liability
The County's total OPEB liability of$8,833,096 was measured as of September 30, 2017 and was
determined by an actuarial valuation as of October 1,2017. The following table shows the changes in the
County's total OPEB liability for the year ended September 30,2017.
Total OPEB
Liability
Balance,as of October 1,2016 $8,717,856
Changes:
Service cost 464,531
Interest on total pension liability 248,849
Differences between expected and actual experience (8,258)
Benefit payments (589,882)
Net changes 115,240
Balance,as of September 30,2017 $13,1133,9.26
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OPEB Liability Discount Rate Sensitivity
The following presents the County's total OPEB liability,as well as what the County's total OPEB
liability would be if it were calculated using a discount rate one percentage point lower or one percentage
point higher than the current discount rate:
Description 1%Decrease in Current 1%Increase in
Discount Rate Discount Rate Discount Rate
OPEB Plan Discount Rate 1.80% 2.80% 3.80%
Total OPEB Liability $9,347,700 $8,833,096 $8,244,203
OPEB Liability Healthcare Trend Rate Sensitivity
The following presents the County's total OPEB liability,as well as what the County's total OPEB
liability would be if it were calculated using a healthcare trend rate one percentage point lower or one
percentage point higher than the current healthcare trend rate:
Description 1%Decrease in Healthcare Cost 1%Increase in
Healthcare Cost Trend Rate Healthcare Cost
Trend Rate Trend Rate
OPEB Plan Discount Rate 4.00% 5.00% 6.00%
Total OPEB Liability $8,097,749 $8,833,096 $9,681,447
For the year ended September 30, 2017, the County's OPEB expense was $713,379. In addition,
the County reported deferred inflows of resources from the following sources:
Description Deferred Deferred
Outflows Inflows
of Resources of Resources
Differences Between Expected and Actual Economic Experience $- $8,258
Amounts reported as deferred inflows of resources related to OPEB will be amortized over 4.29
years and will be recognized as follows:
Year Ending
September 30 Amount
2018 $1,925
2019 1,925
2020 1,925
2021 1,925
Thereafter 558
Actuarial Methods and Assumptions
Actuarial valuations of an ongoing plan involve estimates of the value of reported amounts and
assumptions about the probability of occurrence of events far into the future. Examples include
assumptions about future employment, mortality and the healthcare cost trend. Amounts determined
regarding the funded status of the plan and the annual required contributions of the employer are subject
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to continual revision as actual results are compared with past expectations and new estimates are made
about the future.
Calculations for financial reporting purposes are based on the benefits provided under terms of
the plan as understood by the employer and the plan members in effect at the time of each valuation and
on the pattern of sharing of costs between the employer and plan members to that point. The projection
of benefits for financial reporting purposes does not explicitly incorporate the potential effects of legal or
contractual funding limitations on the pattern of cost sharing between the employer and plan members in
the future. Actuarial calculations reflect a long-term perspective. Consistent with that perspective,
actuarial methods and assumptions used include techniques that are designed to reduce the effects of
short-term volatility in actuarial accrued liabilities and the actuarial value of assets.
The actuarial methods are:
Actuarial cost method Entry Age Actuarial
The actuarial assumptions are:
Discount rate 2.8%(Based on the 20 year AA municipal bond rate)
Healthcare cost trend rate 6%decreasing to 5%in 2026 and thereafter
Salary increase 3%
New employees None
Mortality rates were based on the RP-2014 Mortality Fully Generational tables using Projection
Scale MP-2016.
Since the most recent GASB 45 valuation,the following changes have been made:
• The actuarial cost method changed from using the Unit Credit Actuarial cost method to
the Entry Age Actuarial cost method.
• The discount rate was changed from 3%to 2.8%.
• The mortality assumption has been updated from RP-2014 Mortality Fully Generational
using Projection Scale MP-2014 to RP 2014 Mortality Fully Generational using
Projection Scale MP-2016.
Plan Description and Benefits Provided
The Sheriff provides post employment healthcare benefits for retirees through a single employer
defined benefit plan (Sheriffs OPEB Plan) and can amend the benefit provisions. In accordance with
Florida Statute 112.0801, employees who retire and immediately begin receiving benefits from the FRS
have the option of paying premiums to continue in the Sheriffs health insurance plan at the same group
rate as for active employees. No trust or agency fund has been established for the plan.The plan does not
issue a separate financial report.
Prior to 2010, the Sheriff subsidized approximately 20% of the cost for both single and family
healthcare for its retirees who have 6 years of creditable service with the Sheriff and who receive a
monthly retirement benefit from the Florida Retirement System. Approximately 36% of retirees receive
the subsidy.
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The Sheriffs OPEB Plan is currently being funded on a pay as you go basis. No trust or agency
fund has been established for the plan.The plan does not issue a separate financial report.
Participant Data
As of September 30,2017,the following employees were covered by the benefit terms:
Inactive employees or beneficiaries currently receiving benefits 106
Active employees 1,136
Total employees 1,242
Total OPEB Liability
The Sheriffs total OPEB liability of$18,260,466 was measured as of September 30, 2017 and was
determined by an actuarial valuation as of October 1,2017. The following table shows the changes in the
Sheriffs total OPEB liability for the year ended September 30,2017.
Total OPEB
Liability
Balance,as of October 1,2016 $18,221,385
Changes:
Service cost 491,420
Interest on total pension liability 502,621
Differences between expected and actual experience (83,607)
Benefit payments (871,353)
Net changes 39,081
Balance,as of September 30,2017 $18,260,466
OPEB Liability Discount Rate Sensitivity
The following presents the Sheriffs total OPEB liability, as well as what the Sheriffs total OPEB
liability would be if it were calculated using a discount rate one percentage point lower or one percentage
point higher than the current discount rate:
1%Decrease in Current 1%Increase in
Description Discount Rate Discount Rate Discount Rate
OPEB Plan Discount Rate 4.00% 5.00% 6.00%
Total OPEB Liability $20,078,360 $18,260,466 $16,659,610
OPEB Liability Healthcare Trend Rate Sensitivity
The following presents the Sheriffs total OPEB liability, as well as what the Sheriffs total OPEB
liability would be if it were calculated using a healthcare trend rate one percentage point lower or one
percentage point higher than the current healthcare trend rate:
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1%Decrease in 1%Increase in
Healthcare Cost Healthcare Cost Healthcare Cost
Description Trend Rate Trend Rate Trend Rate
OPEB Plan Discount Rate 6.00% 7.00% 86.00%
Total OPEB Liability $16,554,047 $18,260,466 $20,226,456
Deferred Outflows and Inflows of Resources Related to OPEB
For the year ended September 30,2017,the Sheriffs OPEB expense was$910,434.In addition,the
Sheriff reported deferred outflows of resources from the following sources:
Deferred Deferred
Outflows Inflows
Description of Resources of Resources
Differences Between Expected and Actual Economic Experience $83,607 $-
Amounts reported as deferred outflows of resources related to OPEB will be amortized over 7.36
years and will be recognized as follows:
Year Ending
September 30 Amount
2018 $11,360
2019 11,360
2020 11,360
2021 11,360
Thereafter 38,167
Actuarial Methods and Assumptions
Actuarial valuations of an ongoing plan involve estimates of the value of reported amounts and
assumptions about the probability of occurrence of events far into the future. Examples include
assumptions about future employment, mortality and the healthcare cost trend. Amounts determined
regarding the funded status of the plan and the annual required contributions of the employer are subject
to continual revision as actual results are compared with past expectations and new estimates are made
about the future.
Calculations for financial reporting purposes are based on the benefits provided under terms of
the plan as understood by the employer and the plan members in effect at the time of each valuation and
on the pattern of sharing of costs between the employer and plan members to that point. The projection
of benefits for financial reporting purposes does not explicitly incorporate the potential effects of legal or
contractual funding limitations on the pattern of cost sharing between the employer and plan members in
the future. Actuarial calculations reflect a long-term perspective. Consistent with that perspective,
actuarial methods and assumptions used include techniques that are designed to reduce the effects of
short-term volatility in actuarial accrued liabilities and the actuarial value of assets.
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The actuarial methods are:
Actuarial cost method Entry Age Actuarial
The actuarial assumptions are:
Discount rate 2.75%(Based on the 20 year AA municipal bond rate)
Healthcare cost trend rate 7%decreasing to 5%in 2021 and thereafter
Salary increase None
New employees None
Mortality rates were based on the RP-2015 Mortality Fully Generational tables using Projection
Scale MP-2016.Since the most recent GASB 45 valuation,the following changes have been made:
Since the most recent GASB 45 valuation,the following changes have been made:
• The actuarial cost method changed from using the Unit Credit Actuarial cost method to
the Entry Age Actuarial cost method.
• The discount rate was changed from 3%to 2.75%.
• The mortality assumption has been updated from RP-2014 Mortality Fully Generational
using Projection Scale MP-2015 to RP 2015 Mortality Fully Generational using Projection
Scale MP-2016.
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APPENDIX B
COLLIER COUNTY COMPREHENSIVE ANNUAL FINANCIAL REPORT
FOR FISCAL YEAR ENDED SEPTEMBER 30,2017
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APPENDIX C
COMPOSITE OF THE RESOLUTION
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APPENDIX D
FORM OF BOND COUNSEL OPINION
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APPENDIX E
FORM OF CONTINUING DISCLOSURE CERTIFICATE
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EXHIBIT C
FORM OF CONTINUING DISCLOSURE CERTIFICATE
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CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed and delivered by
Collier County, Florida (the "Issuer") in connection with the issuance of its $ Tourist
Development Tax Revenue Bonds, Series 2018 (the "Bonds"). The Bonds are being issued pursuant to
Ordinance No. 92-60 duly enacted by the Board of County Commissioners of the Issuer (the "Board") on
August 18, 1992, as amended and supplemented from time to time, particularly as amended by an
Ordinance enacted by the Board on July 11, 2017 (the "Tourist Development Tax Ordinance"), and other
applicable provisions of law (collectively, the "Act"), Resolution No. 2017-141 adopted by the Board on
July 11, 2017, as amended and supplemented from time to time, and as particularly amended and
supplemented by Resolution No. 2018-_ adopted by the Board on , 2018
(collectively,the"Resolution").
SECTION 1. PURPOSE OF THE DISCLOSURE CERTIFICATE. This Disclosure Certificate is
being executed and delivered by the Issuer for the benefit of the holders and Beneficial Owners (defined
below) of the Bonds and in order to assist the Participating Underwriters in complying with the
continuing disclosure requirements of the Rule(defined below).
SECTION 2. DEFINITIONS. In addition to the definitions set forth in the Resolution which
apply to any capitalized term used in this Disclosure Certificate, unless otherwise defined herein, the
following capitalized terms shall have the following meanings:
"Annual Report" shall mean any Annual Report provided by the Issuer pursuant to, and as
described in,Sections 3 and 4 of this Disclosure Certificate.
"Beneficial Owner"shall mean any person which(a)has the power, directly or indirectly, to vote
or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds
through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Bonds for
federal income tax purposes.
"Dissemination Agent" shall mean the Issuer, or any successor Dissemination Agent designated
in writing by the Issuer and which has filed with the Issuer a written acceptance of such designation.
"EMMA" shall mean the Electronic Municipal Market Access web portal of the MSRB, located at
http://www.emma.msrb.org.
"Event of Bankruptcy"shall be considered to have occurred when any of the following occur: the
appointment of a receiver, fiscal agent or similar officer for an Obligated Person in a proceeding under
the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or
governmental authority has assumed jurisdiction over substantially all of the assets or business of the
Obligated Person, or if such jurisdiction has been assumed by leaving the existing governmental body
and officials or officers in possession but subject to the supervision and orders of a court or governmental
authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a
court or governmental authority having supervision or jurisdiction over substantially all of the assets or
business of the Obligated Person.
"Listed Events"shall mean any of the events listed in Section 5(a)of this Disclosure Certificate.
25694/007/01373010.DOCv2 1
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"MSRB"shall mean the Municipal Securities Rulemaking Board.
"Obligated Person" shall mean any person, including the Issuer, who is either generally or
through an enterprise, fund, or account of such person committed by contract or other arrangement to
support payment of all, or part of the obligations on the Bonds (other than providers of municipal bond
insurance,letters of credit,or other liquidity or credit facilities).
"Participating Underwriters" shall mean the original underwriters of the Bonds required to
comply with the Rule in connection with offering of the Bonds.
"Repository" shall mean each entity authorized and approved by the Securities and Exchange
Commission from time to time to act as a repository for purposes of complying with the Rule. As of the
date hereof, the Repository recognized by the Securities and Exchange Commission for such purpose is
the MSRB,which currently accepts continuing disclosure submissions through EMMA.
"Rule" shall mean the continuing disclosure requirements of Rule 15c2-12 adopted by the
Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be
amended from time to time.
"State"shall mean the State of Florida.
SECTION 3. PROVISION OF ANNUAL REPORTS.
(a) The Issuer shall, or shall cause the Dissemination Agent to, not later than each
April 30th, commencing April 30, 2019 with respect to the report for the 2018 fiscal year, provide to any
Repository in the electronic format as required and deemed acceptable by such Repository an Annual
Report which is consistent with the requirements of Section 4 of this Disclosure Certificate. The Annual
Report may be submitted as a single document or as separate documents comprising a package, and may
cross-reference other information as provided in Section 4 of this Disclosure Certificate;provided that the
audited financial statements of the Issuer may be submitted separately from the balance of the Annual
Report and later than the date required above for the filing of the Annual Report if they are not available
by that date provided, further, in such event unaudited financial statements are required to be delivered
as part of the Annual Report in accordance with Section 4(a) below. If the Issuer's fiscal year changes, it
shall give notice of such change in the same manner as for a Listed Event under Section 5.
(b) If on the fifteenth (15th) day prior to the annual filing date, the Dissemination
Agent has not received a copy of the Annual Report, the Dissemination Agent shall contact the Issuer by
telephone and in writing(which may be by e-mail) to remind the Issuer of its undertaking to provide the
Annual Report pursuant to Section 3(a). Upon such reminder, the Issuer shall either (i) provide the
Dissemination Agent with an electronic copy of the Annual Report no later than two (2) business days
prior to the annual filing date, or (ii) instruct the Dissemination Agent in writing that the Issuer will not
be able to file the Annual Report within the time required under this Agreement, state the date by which
the Annual Report for such year will be provided and instruct the Dissemination Agent that a failure to
file has occurred and to immediately send a notice to the Repository in substantially the form attached as
Exhibit A, accompanied by a cover sheet completed by the Dissemination Agent in the form set forth in
Exhibit B.
25694/007/01373010.DOCv2 2
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(c) The Dissemination Agent shall:
(i) determine each year prior to the date for providing the Annual Report the name
and address of any Repository;
(ii) if the Dissemination Agent is other than the Issuer, file a report with the Issuer
certifying that the Annual Report has been provided pursuant to this Disclosure Certificate,
stating the date it was provided and listing any Repository to which it was provided;and
(iii) if the Dissemination Agent has not received an Annual Report by 6:00 p.m.
Eastern time on the annual filing date(or,if such annual filing date falls on a Saturday,Sunday or
holiday, then the first business day thereafter) for the Annual Report, a failure to file shall have
occurred and the Issuer irrevocably directs the Dissemination Agent to immediately send a notice
to the Repository in substantially the form attached as Exhibit A without reference to the
anticipated filing date for the Annual Report, accompanied by a cover sheet completed by the
Dissemination Agent in the form set forth in Exhibit B.
SECTION 4. CONTENT OF ANNUAL REPORTS. The Issuer's Annual Report shall contain or
include by reference the following:
(a) the audited financial statements of the Issuer for the prior fiscal year, prepared in
accordance with generally accepted accounting principles as promulgated to apply to governmental
entities from time to time by the Governmental Accounting Standards Board. If the Issuer's audited
financial statements are not available by the time the Annual Report is required to be filed pursuant to
Section 3(a), the Annual Report shall contain unaudited financial statements in a format similar to the
financial statements contained in the final Official Statement dated ,2018 (the "Official
Statement"), and the audited financial statements shall be filed in the same manner as the Annual Report
when they become available;and
(b) updates of the historical financial and operating data set forth in the Official Statement,
including, but not limited to, information under the caption "Historical Tourist Development Tax
Revenues and Pro Forma Debt Service Coverage."
The information provided under Section 4(b) may be included by specific reference to
documents, including official statements of debt issues of the Issuer or related public entities, which are
available to the public on the Repository's Internet Web site or filed with the Securities and Exchange
Commission.
The Issuer reserves the right to modify from time to time the specific types of information
provided in its Annual Report or the format of the presentation of such information, to the extent
necessary or appropriate in the judgment of the Issuer; provided that the Issuer agrees that any such
modification will be done in a manner consistent with the Rule.
SECTION 5. REPORTING OF SIGNIFICANT EVENTS.
(a) Pursuant to the provisions of this Section 5, the Issuer shall give, or cause to be
given,notice of the occurrence of any of the following events with respect to the Bonds. Such notice shall
25694/007/01373010.DOCv2 3
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be given in a timely manner not in excess of ten(10)business days after the occurrence of the event,with
the exception of the event described in number 15 below,which notice shall be given in a timely manner:
1. principal and interest payment delinquencies;
2. non-payment related defaults,if material;
3. unscheduled draws on debt service reserves reflecting financial difficulties;
4. unscheduled draws on credit enhancements reflecting financial difficulties;
5. substitution of credit or liquidity providers,or their failure to perform;
6. adverse tax opinions, the issuance by the Internal Revenue Service of proposed
or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701
TEB) or other material notices or determinations with respect to the tax status of
the Bonds,or other material events affecting the tax status of the Bonds;
7. modifications to rights of the holders of the Bonds,if material;
8. Bond calls,if material,and tender offers;
9. defeasances;
10. release, substitution, or sale of property securing repayment of the Bonds, if
material;
11. ratings changes;
12. an Event of Bankruptcy or similar event of an Obligated Person;
13. the consummation of a merger, consolidation, or acquisition involving an
Obligated Person or the sale of all or substantially all of the assets of the
Obligated Person, other than in the ordinary course of business, the entry into a
definitive agreement to undertake such an action or the termination of a
definitive agreement relating to any such actions, other than pursuant to its
terms,if material;
14. appointment of a successor or additional trustee or the change of name of a
trustee,if material;and
15. notice of any failure on the part of the Issuer to meet the requirements of Section
3 hereof.
(b) The notice required to be given in paragraph 5(a) above shall be filed with any
Repository,in electronic format as prescribed by such Repository.
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SECTION 6. IDENTIFYING INFORMATION. In accordance with the Rule, all disclosure filings
submitted pursuant to this Disclosure Certificate to any Repository must be accompanied by identifying
information as prescribed by the Repository. Such information may include,but not be limited to:
(a) the category of information being provided;
(b) the period covered by any annual financial information, financial statement or
other financial information or operation data;
(c) the issues or specific securities to which such documents are related (including
CUSIPs, issuer name, state, issue description/securities name, dated date,
maturity date,and/or coupon rate);
(d) the name of any Obligated Person other than the Issuer;
(e) the name and date of the document being submitted;and
(f) contact information for the submitter.
SECTION 7. TERMINATION OF REPORTING OBLIGATION. The Issuer's obligations under this
Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of
all of the Bonds, so long as there is no remaining liability of the Issuer, or if the Rule is repealed or no
longer in effect. If such termination occurs prior to the final maturity of the Bonds, the Issuer shall give
notice of such termination in the same manner as for a Listed Event under Section 5.
SECTION 8. DISSEMINATION AGENT. The Issuer 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 Dissemination Agent, with or without appointing a successor Dissemination Agent.
The Dissemination Agent shall not be responsible in any manner for the content of any notice or report
prepared by the Issuer pursuant to this Disclosure Certificate. The initial Dissemination Agent shall be
Digital Assurance Certification,L.L.C.
SECTION 9. AMENDMENT;WAIVER. Notwithstanding any other provision of this Disclosure
Certificate, the Issuer may amend this Disclosure Certificate, and any provision of this Disclosure
Certificate may be waived,provided that the following conditions are satisfied:
(a) If the amendment or waiver relates to the provisions of Sections 3(a),4,or 5(a),it
may only be made in connection with a change in circumstances that arises from a change in legal
requirements, change in law, or change in the identity, nature or status of the Issuer, or the type
of business conducted;
(b) The undertaking, as amended or taking into account such waiver, would, in the
opinion of nationally recognized bond counsel,have complied with the requirements of the Rule
at the time of the original issuance of the Bonds, after taking into account any amendments or
interpretations of the Rule,as well as any change in circumstances;and
(c) The amendment or waiver either (i) is approved by the holders or Beneficial
Owners of the Bonds in the same manner as provided in the Resolution for amendments to the
Resolution with the consent of holders or Beneficial Owners, or (ii) does not, in the opinion of
nationally recognized bond counsel, materially impair the interests of the holders or Beneficial
Owners of the Bonds.
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Notwithstanding the foregoing, the Issuer shall have the right to adopt amendments to this
Disclosure Certificate necessary to comply with modifications to and interpretations of the provisions of
the Rule as announced by the Securities and Exchange Commission from time to time.
In the event of any amendment or waiver of a provision of this Disclosure Certificate, the Issuer
shall describe such amendment in the next Annual Report, and shall include, as applicable, a narrative
explanation of the reason for the amendment or waiver and its impact on the type (or in the case of a
change of accounting principles, on the presentation) of financial information or operating data being
presented by the Issuer. In addition,if the amendment relates to the accounting principles to be followed
in preparing financial statements, (i)notice of such change shall be given in the same manner as for a
Listed Event under Section 5, and (ii)the Annual Report for the year in which the change is made should
present a comparison (in narrative form and also, if feasible, in quantitative form) between the financial
statements as prepared on the basis of the new accounting principles and those prepared on the basis of
the former accounting principles.
SECTION 10. ADDITIONAL INFORMATION. Nothing in this Disclosure Certificate shall be
deemed to prevent the Issuer 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 any Annual Report or notice of occurrence of a Listed Event, in addition to that
which is required by this Disclosure Certificate. If the Issuer chooses to include any information in any
Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required
by this Disclosure Certificate, the Issuer shall have no obligation under this Certificate to update such
information or include it in any future Annual Report or notice of occurrence of a Listed Event.
SECTION 11. DEFAULT. The continuing disclosure obligations of the Issuer set forth herein
constitute a contract with the holders of the Bonds. In the event of a failure of the Issuer to comply with
any provision of this Disclosure Certificate, any holder or Beneficial Owner of the Bonds may take such
actions as may be necessary and appropriate, including seeking mandamus or specific performance by
court order, to cause the Issuer to comply with its obligations under this Disclosure Certificate;provided,
however, the sole remedy under this Disclosure Certificate in the event of any failure of the Issuer to
comply with the provisions of this Disclosure Certificate shall be an action to compel performance. A
default under this Disclosure Certificate shall not be deemed an Event of Default under the Resolution.
SECTION 12. DUTIES,IMMUNITIES AND LIABILITIES OF DISSEMINATION AGENT.
(a) The Dissemination Agent shall have only such duties as are specifically set forth in this
Disclosure Certificate . The Dissemination Agent's obligation to deliver the information at the times and
with the contents described herein shall be limited to the extent the Issuer has provided such information
to the Dissemination Agent as required by this Disclosure Certificate. The Dissemination Agent shall
have no duty with respect to the content of any disclosures or notice made pursuant to the terms hereof.
The Dissemination Agent shall have no duty or obligation to review or verify any Information or any
other information,disclosures or notices provided to it by the Issuer and shall not be deemed to be acting
in any fiduciary capacity for the Issuer, the Holders of the Bonds or any other party. The Dissemination
Agent shall have no responsibility for the Issuer's failure to report to the Dissemination Agent a Notice
Event or a duty to determine the materiality thereof. The Dissemination Agent shall have no duty to
determine, or liability for failing to determine, whether the Issuer has complied with this Disclosure
Certificate. The Dissemination Agent may conclusively rely upon Certifications of the Issuer at all times.
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The obligations of the Issuer under this Section shall survive resignation or removal of the
Dissemination Agent and defeasance,redemption or payment of the Bonds.
(b) The Dissemination Agent may, from time to time, consult with legal counsel (either in-
house or external) of its own choosing in the event of any disagreement or controversy, or question or
doubt as to the construction of any of the provisions hereof or its respective duties hereunder, and shall
not incur any liability and shall be fully protected in acting in good faith upon the advice of such legal
counsel. The reasonable fees and expenses of such counsel shall be payable by the Issuer.
(c) All documents, reports, notices, statements,information and other materials provided to
the MSRB under this Agreement shall be provided in an electronic format and accompanied by
identifying information as prescribed by the MSRB.
[Remainder of page intentionally left blank]
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SECTION 13. BENEFICIARIES. This Disclosure Certificate shall inure solely to the benefit of the
Issuer, the Dissemination Agent, the Participating Underwriters and holders and Beneficial Owners from
time to time of the Bonds,and shall create no rights in any other person or entity.
Dated as of ,2018
COLLIER COUNTY,FLORIDA
By:
Chairman
Approved as to Form and Legal Sufficiency:
By:
County Attorney
ACKNOWLEDGED BY:
DIGITAL ASSURANCE CERTIFICATION L.L.C.,
as Dissemination Agent
By:
Name:
Title:
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EXHIBIT A
NOTICE TO REPOSITORY OF FAILURE TO FILE ANNUAL REPORT
Issuer:
Obligated Person:
Name(s)of Bond Issue(s):
Date(s)of Issuance:
Date(s)of Disclosure
Agreement:
CUSIP Number:
NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report with respect to
the above-named Bonds as required by the Continuing Disclosure Certificate between the Issuer and
Digital Assurance Certification, L.L.C., as Dissemination Agent. [The Issuer has notified the
Dissemination Agent that it anticipates that the Annual Report will be filed by ].
Dated:
Digital Assurance Certification, L.L.C., as Dissemination
Agent,on behalf of the Issuer
cc:
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EXHIBIT B
EVENT NOTICE COVER SHEET
This cover sheet and accompanying "event notice" will be sent to the MSRB, pursuant to Securities and
Exchange Commission Rule 15c2-12(b)(5)(i)(C)and(D).
Issuer's and/or Other Obligated Person's Name:
Issuer's Six-Digit CUSIP Number:
or Nine-Digit CUSIP Number(s)of the bonds to which this event notice relates:
Number of pages attached:
Description of Notice Events(Check One):
1. "Principal and interest payment delinquencies;"
2. "Non-Payment related defaults,if material;"
3. "Unscheduled draws on debt service reserves reflecting financial difficulties;"
4. "Unscheduled draws on credit enhancements reflecting financial difficulties;"
5. "Substitution of credit or liquidity providers,or their failure to perform;"
6. "Adverse tax opinions,IRS notices or events affecting the tax status of the security;"
7. "Modifications to rights of securities holders,if material;"
8. "Bond calls,if material;"
9. "Defeasances;"
10. "Release,substitution,or sale of property securing repayment of the securities,if material;"
11. "Rating changes;"
12. "Tender offers;"
13. "Bankruptcy,insolvency,receivership or similar event of the obligated person;"
14. "Merger,consolidation,or acquisition of the obligated person,if material;"and
15. "Appointment of a successor or additional trustee, or the change of name of a trustee, if
material."
Failure to provide annual financial information as required.
I hereby represent that I am authorized by the issuer or its agent to distribute this information publicly:
Signature:
Name: Title:
Digital Assurance Certification,L.L.C.
315 E.Robinson Street, Suite 300
Orlando,FL 32801
407-515-1100
Date:
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