HomeMy WebLinkAbout2011 05 09 Consent 200 Resolution 2011-19 BB&T Bank Purchase Of 2011B Refund Bonds Series 2000COMMISSION AGENDA
ITEM 200
May 9, 2011
Regular Meeting
Consent X
Informational
Public Hearing
Regular
MGR. /DEPT.
Authorization
REQUEST: The City Manager and Finance and Administrative Services Department are requesting
the Commission adopt Bond Resolution 2011 -19 to accept the proposal by BB &T Bank to purchase the
City's, not to exceed $880,617, Water and Sewer System Revenue Refunding Revenue Notes, Series
201113 to refund all of the City's outstanding Water and Sewer Revenue Bonds, Series 2000; and
authorize the City Manager and City Attorney to execute all necessary documents to complete a loan
agreement with BB &T Bank.
SYNOPSIS:
The Purpose of this agenda item is approve the advanced refunding of the Water and Sewer
Revenue Bonds, Series 2000; take advantage of the low interest rate environment and issue a
traditional bank note to replace part of the outstanding bonds, to minimize the issuances costs
and allow for maximum flexibility for repayment of the bank notes.
CONSIDERATIONS:
In 2000 the City of Winter Springs Issued $6,969,191 Water and Sewer Refunding Revenue
Bonds, Series 2000 with a final maturity of 30 years for the purpose of refinancing the original
construction cost of the City's Utilities.
Due to the soft economy, the interest rate environment is very favorable to refinancing debt that
is in its later stages of repayment. Typically, bonds are issued for a term between 15 and 30 years
at an increasing rate of interest as you move further from the date of issuance. This is best
illustrated by the current yield curve seen below.
U.S. Treasury Yield Curve (5i5i2011)
Refinance the existing debt at 4.5
the same remaining life (term) 4
but at the low end of the yield 3.5
curve 3
2.5
2000 Bonds are in their last 20_
years of the life cycle 1
Interest Rates
0.5
Term in Years
0.04
0.0
0
3m 8m 1y 2y 3y 4y
Sy 8y
fy 8y
9y 10y 1 S 20y
30y
Term in Years
By refinancing the bonds at the short end (terms less than 30 years) of the yield curve the City
will realize substantial interest rate savings thus lowering the cost of repaying the debt. The
rabh below demonstrates the benefit that could be realized if the Ci
6.00%
5.10% 5 0 5.50%
5.00% 5.00% 0
4.00% 3.6396 RdnandngOpportuniV
3.00% 0 0 A r 0 2.b5% 0 0
2.65 /
2.00%
.25% 2.88%
1.00% 1.25%
50/ U S
Treasury
0.00%
BB &T
12 -Month 2 -Year 3 -Year 5 -Year 7 -Year 10 -Year
2000
Bonds
refinances the Water and Sewer Revenue Bonds, Series 2000 with a BB &T Bank Note.
There are several considerations that were analyzed to develop the recommendation to refinance
the 2000 bonds; financial gain, affordability of debt and flexibility in repayment of the debt.
Current interest rates are at historically low levels, due primarily to the U.S. enduring one of the
steepest economic contractions in many years. The Federal Reserve has maintained short and
long -term rates at very low levels in order to attempt to stimulate economic growth. These low
rates present an opportunity for the City to review its bond contracts to determine if refinancing
debt would have a positive economic impact on the City's financials.
The Series 2000 Bonds were issued on October 1, 2000 with the total principal amount of
$6,969,191 and a weight average interest rate (coupon) of 5.80% over the 30 year term. After 10
years, the remaining principal outstanding (Series 2000) is now $6,549,191 (gross) with a
weighted average interest rate of 5.917 %. The reason the weighted average interest rate has
increased is because we have moved further away from the origination date and interest rates
tend to increase over time (see Treasury Yield Curve above). This present an opportunity!
Originally, the debt (Series 2000) was issued as an 30 year bond now the City has the
opportunity to reissue part of this debt as a 10 year note and take advantage of exceptionally low
interest rate market and the lower cost of interest for short term borrowing. These savings are
demonstrated in the chart below. We have set the new proposed 2.65% (fixed rate) bank note
next to the remaining bond payments. The net (NPV) effect of this refinancing is a savings of
$89,607.05 over the next ten years. This savings is accomplished without extending the length of
the debt beyond the original financing.
SAVINGS
City of Winter Springs
Refunding of the Series 2000 Bonds (BB &T)
Second, we have analyzed the ability of the Water and Sewer Utility pledged revenues to support
this refinancing and have determined that current utilities revenue are healthy /sufficient enough
to support this debt and to achieve a debt coverage ratio of 1.4% (1.1% is required) for the
length of this new bank note. Additionally, by issuing a traditional bank note as an alternative to
a traditional bond the City will realize a "Cost of Issuance" savings of approximately $134,000.
If the City refinances the $880,000 (original maturity range 2011 - 2020), this will leave
$5,669,187 (original maturity range 2021 -2030) of the original 2000 series bonds still
outstanding. These bonds are not "callable" at this time. However, they could represent a source
of additional saving in the future if interest rates remain low.
The final variable reviewed was the flexibility of repayment terms between bank notes and
bonds. The BB &T Bank Note has a "no prepayment penalty" clause which will permit the City
repay the loan at anytime. Bonds typically are much more rigid in their terms for repayment.
This flexibility is important because the City currently has an application with the State
Revolving Loan Fund (SRLF) requesting a low interest rate loan to finance part or all of the
Lake Jessup Reclaimed Water Project. The SRLF is a State agency that makes low interest loan
available to Municipalities for Water and Sewer Infrastructure projects. These loans typically
come with very favorable rates (2.96 %) and can be extended to terms as long as 20 years.
Present Value
Current
Proposed
Annual
to 5/11/2011
Date
Bond
Bank Note
Savings
Savings
@2.6503179%
10/1/2011
$ 93,538
$ 87,212
$ 6,326
$ 6,326
$ 6,262
4/1/2012
21,788
10,499
11,289
11,028
10/1/2012
86,788
81,811
4,977
16,266
4,799
4/1/2013
20,131
9,554
10,577
10,063
10/1/2013
95,131
89,440
5,691
16,268
5,344
4/1/2014
18,218
8,495
9,723
9,011
10/1/2014
103,218
96,673
6,545
16,268
5,986
4/1/2015
15,987
7,327
8,660
7,817
10/1/2015
95,987
88,380
7,607
16,267
6,777
4/1/2016
13,877
6,253
7,634
6,712
10/1/2016
103,887
95,254
8,633
16,267
7,491
4/1/2017
11,412
5,074
6,338
5,428
10/1/2017
106,412
96,483
9,929
16,267
8,392
4/1/2018
8,800
3,862
4,937
4,118
10/1/2018
108,800
97,468
11,331
16,268
9,327
4/1/2019
6,050
2,622
3,427
2,784
10/1/2019
111,050
98,209
12,840
16,267
10,295
4/1/2020
3
1,356
1,806
1,429
118,162
103,701
14,461
16,267
11,294
Total Savings
$1,142,398
$ 989,673
$ 152,731
$ 152,731
$ 134,357
Second, we have analyzed the ability of the Water and Sewer Utility pledged revenues to support
this refinancing and have determined that current utilities revenue are healthy /sufficient enough
to support this debt and to achieve a debt coverage ratio of 1.4% (1.1% is required) for the
length of this new bank note. Additionally, by issuing a traditional bank note as an alternative to
a traditional bond the City will realize a "Cost of Issuance" savings of approximately $134,000.
If the City refinances the $880,000 (original maturity range 2011 - 2020), this will leave
$5,669,187 (original maturity range 2021 -2030) of the original 2000 series bonds still
outstanding. These bonds are not "callable" at this time. However, they could represent a source
of additional saving in the future if interest rates remain low.
The final variable reviewed was the flexibility of repayment terms between bank notes and
bonds. The BB &T Bank Note has a "no prepayment penalty" clause which will permit the City
repay the loan at anytime. Bonds typically are much more rigid in their terms for repayment.
This flexibility is important because the City currently has an application with the State
Revolving Loan Fund (SRLF) requesting a low interest rate loan to finance part or all of the
Lake Jessup Reclaimed Water Project. The SRLF is a State agency that makes low interest loan
available to Municipalities for Water and Sewer Infrastructure projects. These loans typically
come with very favorable rates (2.96 %) and can be extended to terms as long as 20 years.
This financing request was bid via a formal Request for Proposal to all banks that had both the
financial means to bid and are of the highest investment grade quality as deemed by Standard
and Poor's and Fitch Rating. Three banks choose to bid on this financing (BB &T, Bank of
America, SunTrust Bank) and BB &T Bank put forth the best proposal for this particular request.
The RFP and the responses were managed by PFM, the City of Winter Springs' Financial
Advisor.
FISCAL IMPACT:
Upon acceptance of the refinancing of the Water and Sewer Revenue Bonds, Series 2000 by
BB &T Bank the City will realize a Net Present Value savings of $134,357 (10.29 %) over the
remaining 10 years until final maturity of the BB &T note on 10/1/2020. This equates to a
savings for the Water and Sewer Fund of $16,000 (nominal) annually. This coupled with the
future recommendation to finance the Lake Jessup Reclaimed Water Project with SRLF monies,
will yield significant savings for the City's Utility Operations.
COMMUNICATION EFFORTS:
This Agenda Item has been forwarded to the Mayor and City Commission; City Manager; City
Attorney /Staff, placed in Press Packets; placed in the City Hall (Lobby) City Commission
Meeting binder; and will be available on the City's Website, Laser Fiche, and the City's Server.
Additionally, information related to this Agenda Item has been sent to media /press
representatives who have requested Agendas /Agenda Item information, all Homeowner's
Associations on file with the City, all individuals who have requested Agendas /Agenda Item
information, Department Directors; and also posted outside City Hall; posted inside City Hall
with additional copies available for the general public; and posted at five (5) different locations
around the City.
RECOMMENDATION:
The City Manager and Finance Department recommend that the City Commission accept the
BB &T to issue a bank note to refund the Water and Sewer Revenue Bonds, Series 2000 not to
exceed $880,617, adopt Resolution 2011 -19, and to authorize the City Manager and City
Attorney to complete all applicable paperwork necessary to complete this refinancing.
ATTACHMENTS:
Resolution 2011 -19
RESOLUTION NO. 2011 -19
A RESOLUTION OF THE CITY OF WINTER SPRINGS,
FLORIDA ACCEPTING THE PROPOSAL OF BRANCH
BANKING AND TRUST COMPANY TO PURCHASE THE CITY'S
NOT TO EXCEED $880,617 WATER AND SEWER SYSTEM
REVENUE REFUNDING NOTE, SERIES 2011B TO REFUND A
PORTION OF THE CITY'S OUTSTANDING WATER AND
SEWER REFUNDING REVENUE BONDS, SERIES 2000;
AUTHORIZING THE EXECUTION AND DELIVERY OF A LOAN
AGREEMENT WITH SAID BANK TO SECURE THE
REPAYMENT OF SAID NOTE; PROVIDING FOR THE
PAYMENT OF SUCH NOTE FROM THE NET REVENUES OF
THE CITY'S WATER AND SEWER SYSTEM ON PARITY WITH
CERTAIN OUTSTANDING WATER AND SEWER DEBT OF THE
CITY, ALL AS PROVIDED IN THE LOAN AGREEMENT;
AUTHORIZING THE PROPER OFFICIALS OF THE CITY TO DO
ANY OTHER ADDITIONAL THINGS DEEMED NECESSARY OR
ADVISABLE IN CONNECTION WITH THE EXECUTION OF
THE LOAN AGREEMENT, THE NOTE, AND THE SECURITY
THEREFOR; AUTHORIZING THE EXECUTION AND
DELIVERY OF OTHER DOCUMENTS IN CONNECTION WITH
SAID LOANS; PROVIDING FOR SEVERABILITY;
DESIGNATING THE NOTE AS "BANK QUALIFIED;" AND
PROVIDING AN EFFECTIVE DATE.
BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF WINTER
SPRINGS, FLORIDA, AS FOLLOWS:
SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution is
adopted pursuant to the provisions of Chapter 166, Florida Statutes, the Florida Constitution, and
other applicable provisions of law.
SECTION 2. FINDINGS. It is hereby ascertained, determined and declared:
(A) The City of Winter Springs, Florida (the "City ") deems it necessary,
desirable and in the best interests of the City that the City refund the City's Water and Sewer
Refunding Revenue Bonds, Series 2000 maturing in the years 2011, 2013, 2015 and 2020 (the
"Refunded Bonds "), all as more particularly described in the Loan Agreement (as defined
herein).
(B) Pursuant to Section 2(b), Article VIII of the State Constitution, and
Section 166.021, Florida Statutes, municipalities have the governmental, corporate and
proprietary powers to enable them to conduct municipal government, perform municipal
functions, and render municipal services, and may exercise any power for municipal purposes,
except when expressly prohibited by law. The issuance by the City of its Water and Sewer
System Revenue Refunding Note, Series 2011B (the "2011B Note ") and the execution and
{01658480;21
delivery of the Loan Agreement for the purposes of refunding the Refunded Bonds is not
prohibited by law.
(C) The 2011B Note will be issued as "Additional Parity Obligations" in
accordance with the provisions of City Resolution No. 665 (the "Original Instrument ") and will
be secured by the Net Revenues as provided in Section 6 hereof and the Loan Agreement
pursuant to which the City will issue the 2011B Note to secure the repayment of the Loans.
(D) In accordance with the provisions of the Original Instrument, it is hereby
found that all of the covenants contained in said resolution shall be fully applicable to the 2011B
Note except as otherwise provided in the Loan Agreement.
(E) The City engaged Public Financial Management, Inc. ( "PFM "), the City's
financial advisor, to solicit proposals from qualified financial institutions for a refunding of the
Refunded Bonds. Three such proposals were solicited and PFM has recommended that the City
accept the proposals of Branch Banking and Trust Company (the "Bank "). In furtherance of
such recommendation, PFM advises the City that due to the present volatility of the market for
municipal debt, it is in the best interest of the City to issue the 2011B Note pursuant to the Loan
Agreement by negotiated sale, allowing the City to issue the 2011B Note at the most
advantageous time, rather than a specified advertised future date, thereby allowing the City to
obtain the best possible price, interest rate and other terms for the 2011B Note and, accordingly,
the City Commission of the City hereby finds and determines that it is in the best financial
interest of the City that a negotiated sale of the 2011B Note to the Bank be authorized.
SECTION 3. AUTHORIZATION OF REFUNDING OF REFUNDED BONDS.
The City hereby authorizes the refunding of the Refunded Bond as more particularly described in
the Loan Agreement.
SECTION 4. ACCEPTANCE OF COMMITMENT LETTER WITH BANK.
Based on a recommendation from the City's financial advisor, the City hereby accepts the
commitment letters of the Bank dated March 23, 2011 (as revised April 1, 2011) attached hereto
to provide the City with the Loan.
SECTION 5. APPROVAL OF FORM OF AND AUTHORIZATION OF LOAN
AGREEMENT AND EXECUTION OF LOAN AGREEMENT AND 2011B NOTE. The
repayment of the loan as evidenced by the 2011B Note shall be pursuant to the terms and
provisions of the Loan Agreement and the 2011B Note. The City hereby approves the Loan
Agreement by and between the City and the Bank in substantially the form attached hereto as
Exhibit A (the "Loan Agreement ") and authorizes the Mayor or the Deputy
Mayor /Commissioner of the City (collectively, the "Mayor ") and the City Clerk or any deputy or
assistant City Clerk of the City (collectively, the "City Clerk ") to execute and deliver on behalf
of the City the Loan Agreement and the 2011B Note in substantially the form attached to the
Loan Agreement, with such changes, insertions and additions as they may approve, their
execution thereof being evidence of such approval.
SECTION 6. PAYMENT OF DEBT SERVICE ON 2011B NOTE. Pursuant to
the Loan Agreement, the 2011B Note will be secured by the Net Revenues of the City's Water
{01658480;2} 2
and Sewer System on parity with each other and other City debt, all as more particularly
described in the Loan Agreement.
SECTION 7. AUTHORIZATION OF OTHER DOCUMENTS TO EFFECT
TRANSACTION. To the extent that other documents including but not limited to an escrow
deposit agreement, redemption notices, certificates, opinions, or items are needed to effect any of
the transactions referenced in this Resolution, the Loan Agreement, the 2011B Note, and the
security therefore, the Mayor, the City Clerk, the City Manager, the Finance Director and the
City Attorney are hereby authorized to execute and deliver such documents, certificates,
opinions, or other items and to take such other actions as are necessary for the full, punctual, and
complete performance of the covenants, agreements, provisions, and other terms as are contained
herein and in the documents included herein by reference.
SECTION 8. PAYING AGENT AND REGISTRAR. The City hereby accepts
the duties to serve as registrar and paying agent for the 2011B Note.
SECTION 9. LIMITED OBLIGATION. The obligation of the City to repay
amounts under the Loan Agreement and the 2011B Note are limited and special obligations,
payable solely from the sources and in the manner set forth in the Original Instrument and the
Loan Agreement and shall not be deemed a pledge of the faith and credit or taxing power of the
City.
SECTION 10. EFFECT OF PARTIAL INVALIDITY. If any one or more
provisions of this Resolution, the Loan Agreement, or the 2011B Note shall for any reason be
held to be illegal or invalid, such illegality or invalidity shall not effect any other provision of
this Resolution, the 2011B Note or the Loan Agreement, but this Resolution, the Loan
Agreement, and the 2011B Note shall be construed and enforced as if such illegal or invalid
provision had not been contained therein. The 2011B Note and Loan Agreement shall be issued
and this Resolution is adopted with the intent that the laws of the State of Florida shall govern
their construction.
SECTION 11. DESIGNATION OF 2011B NOTE AS BANK QUALIFIED.
The City designates the 2011B Note as a "qualified tax - exempt obligation" within the meaning
of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the "Code "). The City
does not reasonably anticipate that the City, any subordinate entities of the City, and issuers of
debt that issue "on behalf' of the City, will during the calendar year 2011 issue more than
$10,000,000 of "tax- exempt" obligations, exclusive of those obligations described in Section
265(b)(3)(C)(ii) of the Code.
SECTION 12. EFFECTIVE DATE. This Resolution shall take effect
immediately upon its adoption.
[Signatures on Following Page]
{01658480;2} 3
PASSED, APPROVED AND ADOPTED this 9' day of May, 2011.
[SEAL]
CITY OF WINTER SPRINGS, FLORIDA
Im
Mayor
ATTEST:
By
City Clerk
Approved as to form
By
City Attorney
{01658480;2} 4
RESOLL'TION NO. 2011-19
A RESOLLTTION OF THE CITY OF WINTER SPRINGS,
FLORIDA ACCEPTING THE PROPOSAL OF BRANCH
BANKING AND TRUST COMPANY TO PURCHASE THE CITY'S
NOT TO EXCEED $880,617 WATER AND SEWER SYSTEM
RE�'ENL'E REFUNDING NOTE, SERIES 2011B TO REFUND A
PORTION OF THE CITY'S OUT�TANDI:�G WATER AND
SEVVER REFUNDING REVENUE BONDS, SERIES 2000;
AUTHORIZI�iG THE EXECUTION AND DELIVERY OF A LOAN
AGREEMENT WITH SAID BANK TO SECURE THE
REPAYI�IENT OF SAID NOTE; PRO�IDING FOR THE
PAYMENT OF SUCH NOTE FROM THE NET REVENUES OF
THE CITY'S WATER AND SEV�%ER SYSTEM ON PARITY WITH
CERTAIN OUTSTANDING WATER AND SEWER DEBT OF THE
CITY, ALL aS PRO`'IDED IN THE LOAN AGREEMENT;
AL�THORIZING THE PROPER OFFICIALS OF THE CITY TO DO
ANY OTHER ADDITIONAL THINGS DEEIVIED NECESS�RY OR
ADVISABLE IN CONNECTION WITH THE EXECUTION OF
THE LOAti AGREEMENT, THE NGTE, AND THE SECURITY
THEREFOR; AtiTHORIZING THE EXECUTION AND
DELI�'ERY OF OTHER DOCUMENTS IN CONNECTION WITH
SAID LOANS; PROVIDING FOR SEVERABILITY;
DESIGtiATING THE NOTE AS "BANK QUALIFIED;" AND
PROVIDING AN EFFECTIVE DATE.
BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF WINTER
SPRINGS, FLORIDA, AS FOLLOWS:
SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution is
adopted pursuant to the pro��isions of Chapter 166. Florida Statutes, the Florida Constitution, and
other applicable pro��isions of la���.
SECTION 2. FINDINGS. It is herebv ascertained, determined and declared:
(A) The City of Winter Springs. Florida (the "City") deems it necessary.
desirable and in the best interests of the City that the Cit�� refund the Cit}-'s Water and Se«�er
Refunding Re��enue Bonds. Series ?000 maturing in the years 2011. 2013. 2015 and 2020 (the
"Refunded Bonds" j, all as more particularlv described in the Loan Agreement (as defined
herein).
(B) Pursuant to Section ?(b). Article VIII of the State Constitution. and
Section 166.0? 1. Florida Statutes, municipalities ha��e the governmental, corporate and
proprietar} po�i�ers to enable them to conduct municipal go��ernment, perform municipal
functions. and render municipal services, and may exercise any pow-er for municipal purposes,
e�cept �i�hen expressl} prohibited b`� la���. The issuance bti� the Cit�� of its Water and Se�i-er
S}°stem Revenue Refunding Note. Series 2011B (the "2011B Note") and the execution and
;O16�8�ISli?;
deli��er�� of the Loan agreement for the purposes of refunding the Refunded Bonds is not
prohibited bv la�-.
(C) The 2011B Note ���ill be issued as "Additional Parity Obligations" in
accordance �� the prov�isions of Cit�� Resolution No. 66� (the "Original Instrument") and ��-i11
be �ecured b}� the Net Re�-enues as pro��ided in Section 6 hereof and the Loan Agreement
pursuant to ���hich the Cit�� �-i11 issue the 2011 B Note to secure the repa�-ment of the Loans.
(D) In accordance ��ith the pro�isions of the Original Instrument, it is hereb�
found that all of the co��enants contained in said resolution shall be fully� applicable to the 2011 B
I�ote except as other«�ise pro�-ided in the Loan Agreer�ent.
(E) The Cit�� engaged Public Financial Management, Ine. ('PFM"). the Gitv's
financial ad�-isor, to solicit proposals from qualified financial institutions for a refunding of the
Refunded Bonds. Three such proposals ��-ere solicited and PFM has recommended that the Cit��
accept the proposals of Branch Banking and Trust Compan�� (the "Bank"). In furtherance of
such recommendation. PFN1 advises the Cit�- that due to the present ��olatility- of the market for
municipal debt, it is in the best interest of the Cit�� to issue the 2011 B Note pursuant to the Loan
agreement b�� negotiated sale, allo��ing the Cit�� to issue the 2011B Note at the most
advantageous time, rather than a specified advertised future date, thereby� allo��ing the Cit�� to
obtain the best possible price, interest rate and other terms far the 2011 B Note and, accordingly�,
the City Commission of the Cit<<° hereb� finds and determines that it is in the best financial
interest of the Cin- that a negotiated sale of the 20ll B'Jote to the Bank be authorized.
SECTION 3. aLTTHORIZ�TIOI�' OF REFUNDING OF REFLrNDED BONDS.
The Cit�- hereb�- authorizes the refunding of the Refunded Bond as more particularly� described in
the Loan agreement.
SECTION 4. �CCEPTaNCE OF COMI��iITMENT LETTER V�'ITH B�NK.
Bas�d on a recommendation from the Cit��'s financial ad��isor, the Citv hereb�- accepts the
commitment letters of the Bank dated I��arch 23, 20ll (as revised April 1. 2011) attached hereto
to pro��ide the Cit� w-ith the Loan.
SECTION 5. APPRO`'AL OF FORI�1 OF r�ND AUTHORIZATION OF LOAN
�GREEMENT �ND EYECUTION OF LOAN A���REENIENT AND 2011B I�'OTE. The
repa��ment of the loan as evidenced by� the 2011 B Note shall be pursuant to the terms and
provisions of the Loan Agreement and the 2011B Note. The Cit�•� hereby� appro��es the Loan
Agreement b�� and betw-een the City and the Bank in substantiall�- the form attached hereto as
Exhibit A(the "Loan Agreement") and authorizes the 'vlati�or or the Deputy
?�1ay�or�'Commissioner of the Cit�r (colleeti��el��. the "'Ma�-or") and the City- Clerk or any deputy or
assistant Cit}� Clerk of the City° (collectivel��, the "City� Clerk") to execute and deli�-er on behalf
of the Cit�- the Loan Agreement and the 2011 B Note in substantiall� the form attached to the
Loan Agreement, w-ith such changes, insertions and additions as the�� may approve, their
execution thereof being evidence of such appro��al.
SECTION 6. PAYI�IENT OF DEBT SERVICE ON 2011B NOTE. Pursuant to
the Loan �greement, the 2011 B Note �i�ill be securec� by- the Net Re��enues of the Citi-'s V�%ater
;o�bss�so.a; ?
and Se«�er S�-stem on parit�� �iith each other and other Cit}� debt, all as more particularl}'
described in the Loan Agreement.
SECTION 7. AL'THORIZATION OF OTHER DOCL'MENTS TO EFFECT
TRA'�1SACTIO'.�. To the e�tent that other documents including but not limited to an escro��-
deposit agreement. redemption notices, certificates, opinions, or items are needed to effect any of
the transactions referenced in this Resolution, the Loan Agreement, the ?Ol1B Note. and the
securit�� therefore. the '�1a�=or, the Cit}� Clerk, the City Nlanager, the Finance Director and the
Cit�• Attorne}� are herebti� authorized to e�ecute and deliver such documents, certificates,
opinions, or other items and to take such other actions as are necessar�� for the full, punctual, and
complete performance of the co�-enants, agreements, pro��isions, and other terms as are contained
herein and in the documents included herein b�� reference.
SECTION 8. PAYING AGENT aND REGISTRAR. The Cin- hereby accepts
the duties to serve as registrar and paying agent for the 2011 B Note.
SECTION 9. LIMITED OBLIGATION. The obligation of the City to repay
amounts under the Loan Agreement and the 2011 B Note are limited and special obligations,
pa}•able solel� from the sources and in the manner set forth in the Original Instrument and the
Loan Agreement and shall not be deemed a pledge of the faith and credit or taxing po���er of the
C it�°.
SECTION 10. EFFECT OF PaRTIAL INVALIDITY. If anti� one or more
pro��isions of this Resolution, the Loan Agreement, or the ?O 11 B Note shall for ani� reason be
held to be illegal or in� such illegality or in��alidity shall not effect any other provision of
this Resolution, the 2011B Note or the Loan Agreement, but this Resolution, the Loan
Agreement, and the ?O l 1 B'.�Tote shall be construed and enforced as if such illegal or invalid
pro��ision had not been contained therein. The 2011 B Note and Loan Agreement shall be issued
and this Resolution is adopted w the intent that the la���s of the State of Florida shall govern
their construction.
SECTION 11. DESIGNATION OF 2011 B NOTE AS BANK QUALIFIED.
The Cit�� designates the 2011 B Note as a"qualified '.•ax-e�cempt obligation" «�ithin the meaning
of Section 26�(b)(3) of the Internal Re��enue Code of 1986. as amended (the "Code"). The Cit}�
does not reasonably anticipate that the Cit�-, any subordinate entities of the Cit}•, and issuers of
debt that issue "on behalf' of the Cit��. �i�ill during the calendar }�ear 2011 issue more than
� 10,000.000 of "tax-e�empt"' obligations. exclusi�•e of those obligations described in Section
?65(b)(3)(C)(ii) of the Code.
SECTION 12. EFFECTIVE DATE. This Resolution shall take effect
immediately upon its adoption.
[Signatures on Follow�ing Page]
;oie�s-�s�.�; 3
PASSED, APPROVED AND ADOPTED this 9` day of Ma}�. 201 l.
CITY OF WINTER SPRINGS, FLOWDA
[SEAL] �
By: ��� �j��� -' , -
ATTEST:
v��
_ �,' .
'� ' �—
�� Clerk
Appro�-ed as to form:
,:
�� �
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;016�s-180.2; �