Backup Documents 04/22/2014 Item #11B ORIGINAL DOCUMENTS CHECKLIST & ROUTING SL
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO L 1 B
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.
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 4kZ�`\4-1\
4. BCC Office Board of County
Commissioners VN. 7 j
5. Minutes and Records Clerk of Court's Office
r<
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 Pat Lehnha ,OMB Phone Number 252-8973/
Contact/ Department /
Agenda Date Item was 4/22/14 Agenda Item Number 11B ��//
Approved by the BCC
Type of Document Resolution—Series 2014 Ref nd' Gas Number of Original One
Attached Tax Revenue Bonds apt Documents Attached
PO number or account n/a
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? PL
2. Does the document need to be sent to another agency for additional signatures? If yes, PL
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 PL
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 PL
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 PL
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's PL
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip PL
should be provided to the County Attorney Office at the time the item is input into SIRE.
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 4/22/14 and all changes made during the PL
meeting have been incorporated in the attached document. The County Attorney's
Office has reviewed the changes,if applicable. 7
9. Initials of attorney verifying that the attached document is the version approved by the 74i4tts
BCC, all changes directed by the BCC have been made,and the document is ready for e
Chairman's signature.
I: 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
1113
MEMORANDUM
Date: April 28, 2014
To: Pat Lehnhard, Operations Coordinator
Office of Management & Budget
From: Ann Jennejohn, Deputy Clerk
Minutes & Records Department
Re: Resolution 2014-84: Accepting a proposal from STI Institutional &
Government, Inc. to purchase the County's Collier County Florida
Gas Tax Refunding Revenue Bond, Series 2014
Attached for your records is a copy of the Resolution referenced above, (Item #11B)
adopted by the Board of County Commissioners on Tuesday, April 22, 2014.
If you have any questions, please feel free to contact me at 252-8406.
Thank you.
Attachment
118
RESOLUTION NO. 201 4-84
A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS
OF COLLIER COUNTY, FLORIDA ACCEPTING THE PROPOSAL OF
STI INSTITUTIONAL & GOVERNMENT, INC. TO PURCHASE THE
COUNTY'S COLLIER COUNTY, FLORIDA GAS TAX REFUNDING
REVENUE BOND, SERIES 2014; AUTHORIZING THE COUNTY
MANAGER TO TAKE SUCH ACTION AS IS NECESSARY TO LOCK
THE INTEREST RATE FOR SUCH SERIES 2014 BOND; AND
PROVIDING FOR 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:
A. Collier County, Florida (the "Issuer" or the "County") recently solicited
bids from various financial institutions to purchase from the County its Collier County,
Florida Gas Tax Refunding Revenue Bond, Series 2014 (the "Series 2014 Bond") to
allow for the refunding of a portion of the County's outstanding Gas Tax Revenue Bond,
Series 2005 in order to achieve debt service savings for the County.
B. STI Institutional & Government, Inc. (the "Purchaser") submitted the
conforming bid to purchase the Series 2014 Bond that provides the County with the most
debt service savings.
C. It is in the best interest of the County to accept the Purchaser's bid and to
take such action as is necessary to establish a fixed interest rate with respect to the Series
2014 Bond.
SECTION 2. AUTHORITY FOR THIS SUPPLEMENTAL
RESOLUTION. This Resolution is adopted pursuant to the Constitution of the State of
Florida and all applicable laws of the State of Florida, including but not limited to,
Chapter 125, Florida Statutes.
SECTION 3. ACCEPTANCE OF THE PURCHASER'S BID. The
Purchaser's bid is attached hereto as Exhibit A. The Board of County Commissioners
(the "Board") of the County hereby accepts such bid and awards the sale of the Series
2014 Bond to the Purchaser pursuant to the terms and provision set forth in such bid and
in Resolution No. 2003-89 adopted by the Board on February 25, 2003, as amended and
supplemented.
SECTION 4. AUTHORIZATION TO FIX INTEREST RATE ON THE
SERIES 2014 BOND. The Board hereby authorizes and directs the County Manager, or
11B
his designee (the "County Manager") to take such action as is necessary to establish and
fix the interest rate on the Series 2014 Bond in accordance with the terms of the
Purchaser's bid. To the extent required by the Purchaser, the County Manager is
authorized to execute and deliver an interest rate lock agreement which is approved by
the County Attorney, Bond Counsel to the County and the Financial Advisor to the
County.
SECTION. 5. SEVERABILITY. If any provision of this Resolution shall
be held or deemed to be or shall, in fact, be illegal, inoperative or unenforceable in any
context, the same shall not affect any other provision herein or render any other provision
(or such provision in any other context) invalid, inoperative or unenforceable to any
extent whatever.
SECTION 6. EFFECTIVE DATE. This resolution shall take effect
immediately upon its adoption.
DULY ADOPTED this 22nd day of April, 2014.
COLLIER COUN Y, FLORIDA
(SEAL) /
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Chairman, Board of Cty Commissioners
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EXHIBIT A
Bid of STI Institutional & Government, Inc.
11B
THIS TERM SHEET:
-IS FOR DISCUSSION PURPOSES ONLY
-IS NOT AN OFFER TO EXTEND CREDIT
-IS NOT A COMMITMENT TO LEND
-IS NOT AN AGREEMENT TO ISSUE A COMMITMENT
Borrower: Collier County,Florida
Lender: STI Institutional&Government,Inc.
Contact: Joshua A.McCoy
Vice President
STI Institutional&Government,Inc.
1777 Main Street,FL-Sarasota-3061
Sarasota,FL 34236
Email: joshua.a.mccoy @suntrust.com
Phone: 941-951-3005
Facility Type: Non-Bank Qualified Loan in the form of a tax-exempt loan
Purpose: The proceeds from the Gas Tax Refunding Revenue Bond, Series 2014 (the
"Bond") will be used to refund outstanding Gas Tax Revenue Bonds, Series
2005 maturing June 1, 2016 through June 1,2025.
Amount: Not to exceed$90,000,000
Terms: Interest shall be payable semi-annually on a 30/360-day count basis on June 1st
and December 152, commencing December 1, 2014. Principal shall be payable
annually on June 1st commencing June 1st, 2015, with a final maturity date of
June 1, 2025, based upon level debt service structure as provided in RFP
package.
Security: The Series 2014 Bond will be secured by lien on Gas Tax Revenues and moneys
on deposit in certain funds and accounts established under the 2005 Bond
Resolution.
Interest Rate: 11 year Fixed: A fixed rate equal to 2.28%as of April 15, 2014 held through the
final maturity date. For this rate, the interest rate shall be based on the H.15
US Dollar Swap Curve based on the following formula: 0.67 times the Five Year
H.15 Swap Rate plus 113 basis points. The interest rate shall be set two days
prior to funding.
Rate Lock options: For any of the above mentioned options,a rate lock is
available for forty five (45) days from the date of this letter at an additional
cost of 5 basis points.
Acceptance of Rate: To maintain this rate quote, the Borrower must notify the Lender of its
acceptance of the general terms and conditions of this Term
Sheet before close of business on April 25, 2014 and this
transaction most close by June 11,2014.
11B
Prepayment
Alternatives: The following Prepayment Alternatives are applicable.
Standard Prepayment Make Whole Provision: Borrower may prepay the
Bond in whole or in part on any Business Day upon two Business Days' prior
written notice to the Lender. Such prepayment notice shall specify the amount
of the prepayment which is to be made. In the event of a prepayment of the
Bond under this paragraph, the Borrower may be required to pay the Lender
an additional fee (a prepayment charge or premium) determined in the
manner provided below, to compensate the Lender for all losses, costs and
expenses incurred in connection with such prepayment.
The fee shall be equal to the present value of the difference between (1) the
amount that would have been realized by the Lender on the prepaid amount
for the remaining term of the Bond at the Federal Reserve H.15 Statistical
Release rate for fixed-rate payers in interest rate swaps for a term
corresponding to the term of the Bond, interpolated to the nearest month, if
necessary,that was in effect three Business Days prior to the origination date
of the Bond and (2) the amount that would be realized by the Lender by
reinvesting such prepaid funds for the remaining term of the Bond at the
Federal Reserve H.15 Statistical Release rate for fixed-rate payers in interest
rate swaps,interpolated to the nearest month,that was in effect three Business
Days prior to the prepayment date; both discounted at the same interest rate
utilized in determining the applicable amount in (2). Should the present value
have no value or a negative value, the Borrower may prepay at par with no
additional prepayment charge or premium. Should the Federal Reserve no
longer release rates for fixed-rate payers in interest rate swaps, the Lender
may substitute the Federal Reserve H.15 Statistical Release with another
similar index.The Lender shall provide the Borrower with a written statement
explaining the calculation of the premium due, which statement shall, in
absence of manifest error, be conclusive and binding. This alternative is not
intended to, and does not, increase the interest rate payable on the Bond.
[provide that prepayments on the tender dates can be made without
premium?]
No Prepayment Penalty option: The Lender will allow prepayment in whole
and in part, but only if the partial prepayment is applied in inverse order of
maturity without any penalty after 24 months at an additional cost of 17 basis
points as stated in the"Interest Rate Options"section above.
Corporate Tax Rate
Change Language:
The interest rates quoted herein assumes a marginal maximum federal of 35%.
In the event of a decrease in the marginal maximum corporate tax rate, the
Lender shall have the option to adjust the interest rate upwards, to a capped
rate of 2.69%,in order to maintain the same after tax yield for the Lender. For
the above mentioned rate, the Lender will waive the right to adjust the loan
rate due to any changes in the marginal maximum corporate tax rate for an
additional cost of 19 basis points.
Determination of
Taxability Language: Taxable Event" means the occurrence after the date hereof of a final decree or
judgment of any Federal court or a final action of the Internal Revenue Service
determining that interest paid or payable on all or a portion of any Bond is or
was includable in the gross income of a Lender for Federal income tax
purposes;provided,that no such decree,judgment,or action will be considered
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final for this purpose, however, unless the Borrower has been given written
notice and, if it is so desired and is legally allowed, has been afforded the
opportunity to contest the same, either directly or in the name of any Lender,
and until the conclusion of any appellate review, if sought. A Taxable Event
does not include and is not triggered by a change in law by Congress that
causes the interest to be includable in Lender's gross income. Upon the
occurrence of a Taxable Event the Interest Rate on the Bond shall be adjusted
to assure maintenance of the yield.
Legal Counsel: Our proposed counsel to review documents,prepared at the cost of the County
as outlined in the RFP, is Michael Wiener of Holland He Knight LLP at a cost not
to exceed$12,500.
Governing Law and
Jurisdiction: State of Florida
Covenants and Conditions:
A) Borrower shall submit to the Lender annual financial statements within 270 days of fiscal year end and
an annual budget within 30 days of adoption, together with any other information the Lender may
reasonably request.
B) Borrower shall be required to deliver a written opinion from Borrower's Counsel,in form and substance
acceptable to the Lender and Lender's Counsel.
C) The provisions,terms and conditions contained herein are not inclusive of all the anticipated terms that
will be applicable to the credit and do not purport to summarize all of the conditions, covenants,
definitions, representations, warranties, but shall include but not be limited to the waiver of jury trial,
submission to jurisdiction and venue, events of default and remedies including but not limited to
acceleration or other provisions that may be contained in documents required to consummate this
financing. If acceleration is not a remedy the default rate shall be the lesser of 18% or the maximum
allowed rate by law. All of such terms will be set forth in the final, definitive loan documents, and all
such terms must be acceptable to the Lender and its counsel.All matters relating to this loan are subject
to Lender's policies and procedures in effect and applicable government statutes and regulations
D) Receipt of opinion from Note Counsel in form and substance satisfactory to the Lender, which shall
include, without limitation, an opinion that the interest on the Note is excludable from gross income of
the owners thereof for Federal income tax purposes.
E) All covenants of the Master Bond Resolution for the Gas Tax Revenue Bonds Series 2005 Bonds shall
apply to the Note,including but not limited to the Additional Bonds Test of 1.35 times.
F) Parity: This debt will be on parity with all other senior debt secured by the Gas Tax Revenues for the
Borrower.
3