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Agenda 06/08/2021 Item #11G (Resolution - Capital Improvements in Pelican Bay MSTU&BU)06/08/2021 EXECUTIVE SUMMARY Recommendation to approve a resolution authorizing the County’s borrowing an amount not exceeding $10,000,000 under the Florida Local Government Finance Commission’s Pooled Commercial Paper Loan Program for the purpose of constructing v arious capital improvements within the Pelican Bay MSTU&BU; this loan is secured by the County’s covenant to budget and appropriate legally available non ad-valorem revenue but will be repaid specifically from Pelican Bay MSTU&BU annual assessment revenue and certain amounts provided to the Pelican Bay MSTU&BU under an asset swap contribution resolution between the County and the Pelican Bay Services Division; authorize the execution of a loan note or loan notes to evidence such borrowing; authorizing the execution and delivery of such other documents as may be necessary to effect such borrowing; and approve all necessary FY 2021 and FY 2022 budget amendments. OBJECTIVE: Approve the Resolution. CONSIDERATIONS: In July 2019, the County and the Pelican Bay Services Division entered into an asset swap contribution resolution whereby the County will provide the Division the sum of $500,000 a year for ten (10) years to essential replace and transfer maintenance of sidewalks and certain drainage outfalls in perpetuity to the Division. It is the intent of the Pelican Bay Services Division to begin the process of sidewalk replacement, drainage outfall replacement, lake bank improvements and certain maintenance facility improvements with these capital projects financed in a flexible manner utilizing the County’s Pooled Commercial Paper Loan Authority through the Florida Local Government Finance Commission which the County is a charter member. The Florida Local Government Finance Commission (FLGFC), which is marketed and administered by the Florida Association of Counties, has for thirty (30) years provided local governments with a flexible, low-cost financing alternative. Since 1991, the program has loaned over $2.6 billion to more than fifty (50) counties, cities, school boards, port authorities and other special districts across the state of Florida. Discussions with members of the Pelican Bay Services Division staff and Division Advisory Board members have occurred at various times over the past 18 months an d there is consensus to have readily available commercial paper since it essentially mirrors a flexible line of credit. Long term, a competitively solicited ten (10) to twelve (12) year fixed rate taxable bank note in a fixed dollar amount will be considered to pay off any commercial paper draw. A longer-term competitive bond is not an option due to the general cost of issuance and the Divisions desire for initial flexibility. Further, Division leadership is not in favor of a referendum within the Division enabling the use of ad valorem taxes to repay any market credit. It is important to note that the Pelican Bay Services Division is a County operation and therefore, any debt issued while re - payed primarily from Division annual assessment revenue is still considered County debt. Commercial paper interest rates are variable, change monthly and payment can be interest only although that is not recommended. The April 2021 all in interest rate is 1.26% and the six-month 11.G Packet Pg. 427 06/08/2021 average all in interest rate is $1.29%. Initial loan terms may be up to five (5) years and repayment terms are very flexible and tailored to each participant needs. The commercial paper notes which fund the loans are secured by a direct-pay letter of credit issued by JP Morgan Chase (the Bank) providing the letter of credit supporting the program. JP Morgan Chase maintains a high credit rating in the short -term marketplace and this excellent credit rating allows the commercial paper notes to be issued at low interest rates which are passed on to program participants. Loan repayments are secured by the County’s covenant to budget and appropriate all legally available non ad-valorem revenue but in this instance any loan draw will be repaid specifically from Pelican Bay MSTU&BU annual assessment revenue and certain amounts provided to the Pelican Bay MSTU&BU under an asset swap contribution resolution between the County and the Pelican Bay Services Division. Commercial paper is a tax-exempt program; therefore, any commercial paper draws are reasonably expected to be spent within three years. This recommended Resolution delegates authority to the County Manager to borrow funds pursuant to the Loan Program in the amounts and at times necessary to finance capital costs described in project A-2. ADVISORY BOARD RECOMENDATIONS: The Pelican Bay Board at their regular meeting of February 10, 2021 unanimously approved the commercial paper resolution. The County's Finance Committee unanimously endorsed the commercial paper resolution on May 13, 2021. FISCAL IMPACT: Enactment of the resolution provides the framework to draw loans, it does not obligate any loan draw. Pelican Bay Services Division MSTU&BU annual assessment revenue and certain amounts provided to the Pelican Bay MSTU&BU under an asset s wap contribution resolution between the County and the Pelican Bay Services Division will be utilized to repay financing associated with the loan. Debt service on any draw can range from interest only to a combination of principal and interest. There is no pre-payment penalty and the cost of issuance is lower when compared to a competitive bank loan or bond sale. GROWTH MANAGEMENT IMPACT: None LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney, is approved as to form and legality and requires majority vote for approval. -JAK RECOMMENDATION: To approve a resolution authorizing the County’s borrowing an amount not exceeding $10,000,000 under the Florida Local Government Finance Commission’s Pooled Commercial Paper Loan Program for the purpose of constructing various capital improvements within the Pelican Bay MSTU&BU; this loan is secured by the County’s covenant to budget and appropriate legally available non ad-valorem revenue but will be repaid specifically from Pelican Bay MSTU&BU annual assessment revenue and certain amounts provided to the Pelican Bay MSTU&BU under an asset swap contribution resolution between the County and the Pelican Bay Services Division; authorize the execution of a loan note or loan notes to evidence such borrowing; authorizing the execution and delivery of such other documents as may be necessary to effect such borrowing; and approve all necessary FY 2021 11.G Packet Pg. 428 06/08/2021 and FY 2022 budget amendments. Prepared by: Mark Isackson, County Manager and Laura Zautcke, Senior Budget Analyst, Office of Management and Budget ATTACHMENT(S) 1. Collier Resolution approving Draw A-2-1 (PDF) 11.G Packet Pg. 429 06/08/2021 COLLIER COUNTY Board of County Commissioners Item Number: 11.G Doc ID: 15706 Item Summary: Recommendation to approve a resolution authorizing the County’s borrowing an amount not exceeding $10,000,000 under the Florida Local Government Finance Commission’s Pooled Commercial Paper Loan Program for the purpose of constructing various capital improvements within the Pelican Bay MSTU&BU; this loan is secured by the County’s covenant to budget and appropriate legally available non ad-valorem revenue but will be repaid specifically from Pelican Bay MSTU&BU annual assessment revenue and certain amounts provided to the Pelican Bay MSTU&BU under an asset swap contribution resolution between the County and the Pelican Bay Services Division; authorize the execution of a loan note or loan notes to evidence such borrowing; authorizing the execution and delivery of such other documents as may be necessary to effect such borrowing; and approve all necessary FY 2021 and FY 2022 budget amendments. (Mark Isackson, County Manager) Meeting Date: 06/08/2021 Prepared by: Title: – Office of Management and Budget Name: Debra Windsor 04/27/2021 9:29 AM Submitted by: Title: Division Director - Corp Fin & Mgmt Svc – County Manager's Office Name: Mark Isackson 04/27/2021 9:29 AM Approved By: Review: Office of Management and Budget Debra Windsor Level 3 OMB Gatekeeper Review Completed 04/27/2021 9:30 AM Office of Management and Budget Laura Zautcke Additional Reviewer Completed 04/28/2021 10:10 AM County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 04/29/2021 1:03 PM County Manager's Office Mark Isackson Additional Reviewer Completed 06/01/2021 9:20 AM County Manager's Office Mark Isackson Level 4 County Manager Review Completed 06/01/2021 9:31 AM Board of County Commissioners Geoffrey Willig Meeting Pending 06/08/2021 9:00 AM 11.G Packet Pg. 430 RESOLUTION NO. 2021- A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, AUTHORIZING THE BORROWING OF NOT EXCEEDING $10,000,000 FROM THE POOLED COMMERCIAL PAPER LOAN PROGRAM OF THE FLORIDA LOCAL GOVERNMENT FINANCE COMMISSION PURSUANT TO THE TERMS OF THE LOAN AGREEMENT AMONG THE COUNTY, JPMORGAN CHASE BANK, N.A., AND THE COMMISSION IN ORDER TO FINANCE COSTS OF VARIOUS CAPITAL IMPROVEMENTS WITHIN THE PELICAN BAY MUNICIPAL SERVICES TAXING AND BENEFIT UNIT, INCLUDING THE REIMBURSEMENT OF ANY EXPENSES PREVIOUSLY INCURRED BY THE COUNTY IN CONNECTION THEREWITH; AUTHORIZING THE EXECUTION OF A LOAN NOTE OR LOAN NOTES TO EVIDENCE SUCH BORROWING AND AGREEING TO SECURE SUCH BORROWING WITH A COVENANT TO BUDGET AND APPROPRIATE LEGALLY AVAILABLE NON-AD VALOREM REVENUES OF THE COUNTY, ALL AS PROVIDED IN THE LOAN AGREEMENT; AUTHORIZING THE EXECUTION AND DELIVERY OF SUCH OTHER DOCUMENTS AS MAY BE NECESSARY TO EFFECT SUCH BORROWING; AND PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA: SECTION 1. DEFINITIONS. Unless the context of use indicates another meaning or intent, the following words and terms as used in this Resolution shall have the following meanings. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the hereinafter defined Loan Agreement. "Act" means, collectively, Part I, Chapter 125, Florida Statutes, Part I, Chapter 163, Florida Statutes, and all other applicable provisions of law. "Additional Payments" means the payments required to be made by the Public Agency pursuant to Sections 5.02(b), 5.02(c), 5.02(d), 5.05, 6.06(e) and 8.04 of the Loan Agreement. "Bank" means JPMorgan Chase Bank, N.A., and any successors thereto. 11.G.1 Packet Pg. 431 Attachment: Collier Resolution approving Draw A-2-1 (15706 : Commercial Paper Loan Program) 2 "Board" means the Board of County Commissioners of the Public Agency. "Chairman" means the Chairman or Vice Chairman of the Board, and such other person as may be duly authorized to act on his or her behalf. "Clerk" means the Clerk of the Public Agency, and such other person as may be duly authorized to act on his or her behalf. "Commission" means the Florida Local Government Finance Commission, and any assigns or successors thereto. "County Manager" means the County Manager of the Public Agency and any designee of the County Manager. "Designated Revenues" means (1) the Public Agency Moneys, and (2) the proceeds of the Loan pending the application thereof. "Loan" means the loan to be made by the Commission to the Public Agency from proceeds of the Series A Notes in accordance with the terms of this Resolution and of the Loan Agreement. "Loan Agreement" means the Loan Agreement, dated as of April 30, 2018, among the Public Agency, the Commission and the Bank, as the same may be amended and supplemented. "Loan Rate" has the meaning set forth in the Loan Agreement. "Loan Repayments" or "Repayments" means the payments of principal and interest on the Loan Amounts payable by the Public Agency pursuant to the provisions of the Loan Agreement and all other payments, including Additional Payments, payable by the Public Agency pursuant to the provisions of the Loan Agreement. "Non-Ad Valorem Revenues" means all legally available revenues of the Public Agency derived from any source whatsoever other than ad valorem taxation on real and personal property, which are legally available to make the Loan Repayments required in the Loan Agreement. "Program" means the Pooled Commercial Paper Loan Program established by the Commission for which the Bank currently provides the Credit Facility. "Project A-2" means the acquisition, construction and equipping of various sidewalk, lake bank and maintenance building improvements and other capital improvement projects within the Pelican Bay Municipal Services Taxing and Benefit Unit within the Public Agency, as more particularly described in the plans and specifications on file with the Public Agency, and as the same may be amended or modified from time to time. 11.G.1 Packet Pg. 432 Attachment: Collier Resolution approving Draw A-2-1 (15706 : Commercial Paper Loan Program) 3 "Public Agency" means Collier County, Florida, a political subdivision of the State of Florida. "Public Agency Moneys" shall mean the moneys budgeted and appropriated by the Public Agency from Non-Ad Valorem Revenues for payment of the Loan Repayments pursuant to the Public Agency's covenant to budget and appropriate such Non-Ad Valorem Revenues contained in Section 6.04 of the Loan Agreement. "Resolution" means this Resolution, as the same may from time to time be amended, modified or supplemented. "Series A Notes" means the Commission's Pooled Commercial Paper Notes, Series A (Governmental Issue), to be issued from time to time by the Commission. The terms "herein," "hereunder," "hereby," "hereto," "hereof," and any similar terms, shall refer to this Resolution; the term "heretofore" shall mean before the date of adoption of this Resolution; and the term "hereafter" shall mean after the date of adoption of this Resolution. Words importing the masculine gender include every other gender. Words importing the singular number include the plural number, and vice versa. SECTION 2. AUTHORITY FOR RESOLUTION. This Resolution is adopted pursuant to the provisions of the Act. SECTION 3. FINDINGS. It is hereby ascertained, determined and declared that: (A) The Commission has been established for the principal purpose of issuing commercial paper notes in order to provide funds to loan to public agencies, such as the Public Agency, desiring to finance the cost of acquiring, constructing and equipping capital improvements and to finance other governmental needs. (B) In furtherance of the foregoing, the Commission shall issue, from time to time, commercial paper notes to be known as "Florida Local Government Finance Commission Pooled Commercial Paper Notes, Series A (Governmental Issue)" pursuant to the Program and shall loan the proceeds of such Series A Notes to public agencies, including the Public Agency. (C) Pursuant to the authority of the Act, the Commission has agreed to loan, from time to time, to the Public Agency such amounts as shall be authorized herein and in the Loan Agreement in order to enable the Public Agency to finance, refinance and/or reimburse the costs of the acquisition, construction and equipping of various capital improvements and other Public Agency Expenses, including the Project A-2, and the 11.G.1 Packet Pg. 433 Attachment: Collier Resolution approving Draw A-2-1 (15706 : Commercial Paper Loan Program) 4 Public Agency desires to borrow such amounts from the Commission subject to the terms and conditions of the Loan Agreement. (D) There is presently a need by the Public Agency to finance the acquisition, construction and equipping of the Project A-2 and the most cost-effective means by which to finance the Project A-2 is by use of moneys obtained pursuant to the Program by means of the Loan. (E) The Public Agency hereby determines that the provision of funds by the Commission to the Public Agency in the form of the Loan pursuant to the terms of the Loan Agreement and the financing of the Project A-2 will assist in the development and maintenance of the public welfare of the residents of the Public Agency, and shall serve a public purpose by improving the health and living conditions, and providing governmental services, facilities and programs and will promote the most efficient and economical development of such services, facilities and programs. (F) The Loan shall be repaid solely from the Designated Revenues as provided in the Loan Agreement. The ad valorem taxing power of the Public Agency will never be necessary or authorized to make the Loan Repayments. (G) Due to the potential volatility of the market for tax-exempt obligations such as the Note or Notes to be issued evidencing the Loan, the complexity of the transactions relating to such Note or Notes and the uniqueness of the Program, it is in the best interest of the Public Agency to deliver the Note or Notes to the Commission pursuant to the Program by a negotiated sale pursuant to Section 218.385(1), Florida Statutes, allowing the Public Agency to utilize the Program in which it participates from time to time and to enter the market at the most advantageous time, rather than at a specified advertised date, thereby permitting the Public Agency to obtain the best possible price, issuance costs and interest rate for such Note or Notes. SECTION 4. TERMS OF LOAN. The Public Agency hereby approves of the Loan in an aggregate principal amount of not exceeding $10,000,000 for the purposes of providing the Public Agency with sufficient funds to finance the Project A-2. The Chairman and the Clerk are hereby authorized to execute, seal and deliver on behalf of the Public Agency a Loan Note or Notes and other documents, instruments, agreements and certificates necessary or desirable to effectuate the Loan as provided in the Loan Agreement. The Loan Notes shall reflect the terms of the Loan or draws made on account of the Loan and shall be substantially in the form attached to the Loan Agreement as Exhibit D. The County Manager shall determine the amount of funding of the Loan in accordance with the terms of the Loan Agreement as shall be determined necessary to finance the Project A-2. The repayment of the Loan or the draws made on account of the Loan shall be made at such time or times as shall be determined by the County Manager and shall be permitted by the Loan Agreement and set forth in the Loan Notes; provided, however, the final maturity may not be later than five (5) years from the date of issuance. The Loan is subject to mandatory prepayment in accordance with 11.G.1 Packet Pg. 434 Attachment: Collier Resolution approving Draw A-2-1 (15706 : Commercial Paper Loan Program) 5 Section 5.06 of the Loan Agreement. Draws made in regard to the Loan shall bear interest at the Loan Rate in accordance with the terms of the Loan Agreement. The Public Agency further agrees to make all Loan Repayments required of it pursuant to the terms of the Loan Agreement. The letter of credit fee with respect to the Loan shall equal such amount as may be agreed upon between the County Manager and the Bank so long as such fee does not exceed 110 basis points. SECTION 5. AUTHORIZATION OF PROJECT A-2. The Public Agency does hereby authorize Project A-2 as described herein and the reimbursement of any costs incurred by the Public Agency with respect to Project A-2 within the prior 60 days that are approved by bond counsel to the Program. SECTION 6. SECURITY FOR THE LOAN. The Public Agency's obligation to repay the Loan will be secured by a pledge of and lien upon the Designated Revenues in accordance with the terms of the Loan Agreement. The obligation of the Public Agency to repay the Loan shall not be deemed a pledge of the faith and credit or taxing power of the Public Agency and such obligation shall not create a lien on any property whatsoever of or in the Public Agency other than the Designated Revenues. SECTION 7. RESOLUTION TO CONSTITUTE CONTRACT. In consideration of the making of the Loan by the Commission, this Resolution shall be deemed to be and shall constitute a contract between (i) the Public Agency and (ii) the Commission and the Bank. SECTION 8. GENERAL AUTHORITY. The members of the Board and the officers, attorneys and other agents or employees of the Public Agency are hereby authorized to do all acts and things required of them by this Resolution and the Loan Agreement, or desirable or consistent with the requirements of this Resolution and the Loan Agreement, for the full punctual and complete performance of all the terms, covenants and agreements contained in this Resolution and the Loan Agreement, and each member, employee, attorney and officer of the Public Agency or its Board 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 by this Resolution and the Loan Agreement. SECTION 9. SEVERABILITY. 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. SECTION 10. REPEAL OF INCONSISTENT RESOLUTIONS. All resolutions or parts thereof in conflict herewith which seek short-term financing of the 11.G.1 Packet Pg. 435 Attachment: Collier Resolution approving Draw A-2-1 (15706 : Commercial Paper Loan Program) 6 Project A-2 of the Program are hereby superseded and repealed to the extent of such conflict. SECTION 11. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption. DULY ADOPTED, in Regular Session this 8th day of June, 2021. COLLIER COUNTY, FLORIDA (SEAL) Chairman, Board of County Commissioners ATTEST: Crystal K. Kinzel, Clerk By: Deputy Clerk Approved as to Form and Legal Sufficiency: County Attorney 11.G.1 Packet Pg. 436 Attachment: Collier Resolution approving Draw A-2-1 (15706 : Commercial Paper Loan Program)