HomeMy WebLinkAboutR-1994-014F&L\DRAFT OF
02t03t94
RESOLUTION NO. _l 3-94
A RESOLUTION SUPPLEMENTING RESOLUTION NO. 1 3 -
94 OF THE CTTY OF DANIA, FLORIDA, ADOPTED
FEBRUARY 8, 1994, AUTI{ORIZING Tt{E ISSUANCE BY
THE CITY OF $3,255,000 IN AGGREGATE PRINCIPAL
AMOIJNT OF SALES TAX REVENUE BONDS, SERIES 1994;
FOR TIIE PURPOSE OF DESIGNATING TIIE BONDS FOR
THE EXCEPTION CONTAINED IN SECTION 265 OF TI#
INTERNAL REVENIIE CODE OF 1986 WHICH DENIES
FINANCIAL INSTITUTIONS ANY DEDUCTION FOR
INTEREST EXPENSE ALLOCABLE TO TAX-EXEMPT
OBLIGATIONS; FDING TI{E DATE, MATI]RITIES,
AMORTIZATION INSTALLMENTS, INTEREST RATES AND
REDEMPTION PROVISIONS FOR THE BONDS; ACCEPTING
TI{E DISCLOSI]RE STATEMENT OF THE BOND
PIIRCHASER AND AUTHORIZING A NEGOTIATED SALE
OF TI{E BONDS AND TIIE EXECUTION AND DELIVERY OF
A PIIRCHASE CONTRACT WTIH RESPECT TO TIIE BONDS;
APPROVING A PRELIMINARY OFFICIAL STATEMENT
WTTH RESPECT TO TIIE BONDS AND AUTHORIZING A
FINAL OFFICIAL STATEMENT WTTH RESPECT THERETO;
APPOINTING THE REGISTRAR AND PAYING AGENT FOR
TIIE BONDS; AND PROVIDING AN EFFECTIVE DATE.
BE IT RESOLVED BY THE CITY COMMISSION OF THE CMY OF DANIA,
FLORIDA, as follows:
SECTION 1. DEFINmONS. The terms used in this resolution shall have the
respective meanings assigned to them in the Original Instrument and in this Section, unless the
text hereof clearly otherwise requires:
"Bond Counsel" shall mean Foley & Lardner, Jaclaonville, Florida, bond counsel
to the Issuer with respect to the issuance of the Series 1994 Bonds.
"City Commission" shall mean the City Commission of the Issuer'
"original Instrument" shall mean Resolution No' ]1 -94 adopted by the city
Commission on February 8, 1994, the title of which is quoted in the title of this resolution.
"Preliminary Offrcial Statement" shall mean the preliminary official statement
relating to the Series 1994 Bonds attached hereto as Exhibit A.
RESOLUT]ON NO, 14-94
"Purchase Contract" shall mean the Purchase Contract attached hereto as Exhibit
"Purchaser" shall mean William R. Hough & Co., the purchaser of the Series
1994 Bonds.
SECTION 2. AUTHORITY FOR THIS RESOLUTION. This resolution is
adopted pursuant to the provisions of the Act and other applicable provisions of law.
SECTION 3. FINDINGS. It is hereby found and determined that:
(A) On February 8, 1994, the City Commission duly adopted the Original
Instrument for the purpose of authorizing the acquisition, construction and erection of the Initial
Project and the refunding of the Refunded Obligations and the issuance of the Series 1994 Bonds
to pay a part of the cost thereof.
(B) The Issuer desires to qualify the Series 1994 Bonds for the exception
contained in Section 2650)(3) of the Code to the provisions contained in Section 265@) of the
Code which deny financial institutions any deduction for interest expense allocable to tax-exempt
obiigations acquired after August 7 , 1986, and to designate the Series 1994 Bonds for the
purpose of qualiffing for such exception; and the City Commission does hereby find and
determine that the a11te1ate face amount of all qualified tax-exemPt obligations (excluding
private activity bonds, as defined in Section 141 of the Code, other than qualified 501(c)(3)
bonds, as defined in Section 145 of the Code), including the Series 1994 Bonds, issued by or
on behalf of the Issuer (and all subordinate entities thereof; during the 1994 calendar year is not
expected to exceed $10,000,000, and that as of the date hereof, no tax-exempt obligations issued
or authorized to be issued by or on behalf of the Issuer (and all subordinate entities thereof)
during the 1994 calendar ye.ar, other than the series 1994 Bonds, have been designated by the
Issuer for the purpose of qualifying for such exception.
(C) It is necessary, appropriate and in accordance with Sections 2.0L utd 2.02
of the Original Instrument that the City Commission adopt this Supplemental Resolution at this
time in order to fix the date of the Series 1994 Bonds and their Amortization Installments'
maturity dates, interest rates, redemption provisions and other tenns, prepalatory to the sale
thereof to the Purchaser as herein authorized and provided.
@) The Issuer is advised that due to the present volatility of the market for
tax-exempt public obligations such as the Series 1994 Bonds, it is in the best interest of the
Issuer to sell the Series 1994 Bonds by a negotiated sale, allowing the Issuer to enter such
market at the most advantageous time, rather than at a specified advertised future date, thereby
permitting the Issuer to obtain the best possible price, interest rate and other terms for the Series
t99+ Sonds and, accordingly, the City Commission does hereby frnd and determine that it is in
the best financial interest of the Issuer that a negotiated sale of the Series 1994 Bonds be
authorized. The Purchaser has offered to purchase the Series 1994 Bonds and has submitted to
a
B.
the Issuer the Purchase Contract expressing the terms of such offer; and the City Commission
does hereby frnd and determine that it is in the best frnancial interest of the Issuer that the terms
expressed in the Purchase Contract be accepted by the Issuer and that the Mayor, the City
Manager and the Clerk be authorized to execute its acceptance on the Purchase Conffact.
(E) It is appropriate that the Issuer approve, ratify and con{irm the distribution
of a preliminary official statement for the purpose of acquainting potential investors with
pertinent information with respect to the Issuer and the Series 1994 Bonds and that the Issuer
authorize the distribution of a final official statement prior to or contemporaneously with the
issuance and delivery of the Series 1994 Bonds. For this pulpose, it is appropriate that the
distribution of the Preliminary Official Statement be approved, ratified and confirmed and that
preparation and distribution of a final official statement be authorized in substantially the form
of the Preliminary Official Statement, the final form thereof to be approved and executed by the
Mayor, the City Manager and the Clerk at any time at or prior to the issuance of the Series 1994
Bonds.
(F) It is necessary and appropriate that the Issuer appoint a registrar and a
paying agent for the Series 1994 Bonds, and the institution hereinafter named is acceptable to
the Issuer; and it appears to the City Commission that the same is quatified to serve as Registrar
and Paying Agent for the Series 1994 Bonds in accordance with the terms of the Original
Instrument.
SECTION 4. DESIGNATION OF SERIES 1994 BONDS. For purposes of
qualifying the Series 1994 Bonds for the exception contained in Section 265OX3) of the Code
to the provisions of Section 265@) of the Code which deny financial institutions any deduction
for interest expense allocable to tax-exempt obligations acquired after August 7, 1986, the Issuer
hereby designates the Series 1994 Bonds for such exception.
SECTION 5. SPECIFICATIONS. The Series 1994 Bonds shall be dated as of
February I, 1994, shall be in denominations of $5,000 or integral multiples thereof, and shall
bear interest at such rates, payable on such dates, mature on such dates, have such Amortization
Installments, be redeemable prior to maturity upon such terms and conditions and have such
other terms as are set forth in the Purchase Contract.
SECTION 6. SALE OF THE SERIES 1994 BONDS; AUTTIORIZATION OF
EXECUTION OF PURCHASE CONTRACT. The Purchaser having filed with the City
Commission the disclosure statement required by Section 218.385, Florida Statutes, as amended,
a copy of which is attached hereto as an exhibit to the Purchase Contract, the Series 1994 Bonds
are hireby sold and awarded to the Purchaser at the price and on such other terms and
conditionJ shted in the Purchase Contract. The Mayor, the City Manager and the Clerk are
hereby authorized to ex@ute the Issuer's acc€ptance of the Purchase Contract, and said officers
and the other officers, agents and employees of the Issuer are hereby authorized and directed to
conclude the issuance and delivery of the Series 1994 Bonds in accordance with the provisions
of the Purchase Contract.
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SECTION 7. APPROVAL OF PRELIMINARY OFFICIAL STATEMENT
AND AUTHORIZATION OF FINAL OFFICIAL STATEMENT. The delivery of the
Preliminary Official Statement to the Purchaser and the distribution thereof by the Purchaser is
hereby approved, ratified and confrrmed, and a final official statement in substantially the form
of the Preliminary Official Statement, with such omissions, insertions and variations as may be
necess:rry and/or desirable and approved by the Mayor, the City Manager and the Clerk prior
to the release thereof, is hereby authorized to be delivered by the Issuer to the Purchaser for
distribution prior to or contemporaneously with the issuance and delivery of the Series 1994
Bonds. The Mayor, the City Manager and the Clerk are hereby authorized to evidence the
Issuer's approval of the final official statement by endorsement thereof upon one or more copies,
and approval of all such omissions, insertions and variations may be presumed from such
endorsement upon any copy of such final official stat€ment. Bond Counsel is hereby directed
to furnish to the Division of Bond Finance of the Department of General Services of the State
of Florida a copy of the final official statement, a notice of the impending sale of the Series
1994 Bonds and the other information required by Section 218.38, Florida Statutes, as amended,
within the appropriate time periods specified by such section.
SECTION 8. REGISTRARANDPAYINGAGENT. FirstUnionNationalBank
of Florida, a national banking association, Miami, Florida, is hereby appointed as Registrar and
Paying Agent under the Original Instrument, to serve as Registrar and Paying Agent for the
series 1994 Bonds; and the Mayor, the city Manager and the clerk are hereby authorized to
execute and deliver on behalf of the Issuer a registrar and paying agency agreement in a form
which shall be approved by the Issuer's attorney.
SECTION 9. AUTHORIZATION OF REFUNDING. Effective upon and
subject to the issuance of the Series 1994 Bonds, the Issuer does hereby elect to plepay the
Refunded Obligations in whole on the date of issuance of the Bonds at a price of par plus
accrued interest to the prepayment date.
SECTION 10. AUTHORIZATION OF EXECUTION OF OTHER
CERTIFICATES AND OTHER INSTRIIMENTS. The Mayor, the city Manager and the clerk
are hereby authorized and directed, either alone or jointly, under the offrcial seal of the Issuer,
to execute and deliver certificates of the Issuer certifying such facts as the Issuer's attorney,
counsel to the Purchaser or Bond Counsel shall require in connection with the issuance, sale and
delivery of the Series 1994 Bonds, and to execute and deliver such other instruments as shall be
necessary or desirable to perform the Issuer's obligations under this resolution, the Original
Instrument and the Purchase Contract and to consummate the transactions contemplated hereby
and thereby.
SECTION 11. ORIGINAL INSTRUMENT IN FI]LL FORCE AND EFFECT.
Except as hereby supplemented, the Original Instrument shall remain in fulI force and effect.
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SECTION 12. REPEALING CLAUSE. All resolutions or parts thereof in
conflict herewith are hereby superseded and repealed to the extent of such conflict.
SECTION 13. EFFECTM DATE. This resolution shall take effect immediately
upon its adoption.
PASSED, APPROVED AND ADOPTED this eighth day of February, 1994.
CITY OF DANIA, FLORIDA
["t c-s-.
yor
(OFFICIAL SEAL)
ATTEST:
a.
City Auditor and Clerk City Attomey
I, Wanda Mullikin, City Auditor and Clerk of the City of Dania, Florida, hereby
certify that the foregoing is a true and correct copy of Resolution No. 14 -94 of said City
passed and adopted on February 8, 1994.
IN WTTNESS WHEREOF, I have hereunto set my hand and affixed the official
corponte seat of said City this eighth day of February, 1994.
Audi and Clerk
(OFFICIAL SEAL)
\DOCS\DANlA04.STX\AWAFDRES l02./03/04 2:66P.n
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I
Approved as to Forn and Correctness:
611_
CERTIFICATE AS TO PT'BLIC MEEflNGS
STATE OF FLORIDA
COI,JNTY OF BROWARD
IN WTTNESS WHEREOF, we have hereunto affixed our official signatures this
day of February, 194.
N
we, the undersigned members of the city commission (the 'city commission')
of the city of Dania (the 'city'), Florida, recognizing thar the purchaser or-purchasers of the
City's Sies Tax Revenue Bonis, Series 194, in a principal amount of $ 3'i5I!900 (th!
.ilnar"), will have purchased such obligations in reliance upon this Certificatc, DO HEREBY
CERTEi, indivi<lually and collectively, that no two or morc of us, meeting privately together'
rot "a any prior *ntlutioo as to w-hether thc actions Aten by thc City Commissioo with
r"rpot to tir" Sonat, the security therefor and the application of the proceeds thereof' sttould
or it outd not be Aken by the City Commision or should or should not be recommended as an
action to be taken or not to be aken by the City Commission'
)
)
)
Grace,ay0
Rober k Vice l.tay or
Jo Bertin , Commi ssioner
ill H e mmlsstoner
AI be rt Jon Commissioner
as identification.
e H
n
The foregoing instrument was sworn to and subscrib€d before me this , /, daY
of February, 194, by-the ibove memben. Each such person did takc an oath and: (notary
rwtst clwc* applicable box)
Etrtr produced
{Notary Seal must be affud}
ignature o Notary
Name of NotarY 6rvp"a, r,i"u
Commi,ioo Numbcr Gf nol lctiblc oo
WA}IDA MULLtKTN
qflREsr Arfi l, 1916
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ro?.zl2r IJ^)(aoElJMM*l
My com.Eittioo E4ir.l (if rlol lcAiblc on t.lD:
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iVare personally lnown to mc.
proOuc,cA a curent Florida driver's license as identification'
EXHIBIT A
Preliminary Offi cial Statement
(To be provided by the Purchaser.)
February 8, 1994
$3,255,000
CITY OT DAIIIA, FLORIDA
Sales Tax Revenue Bonds
Series 1994
Honorable Mayor and Members of City Council
City of Dani4 Florida
100 West Dania Beach Boulevard
P.O. Box 1708
Dania Florida 33004
Ladies & Gentlemen:
William R. Hough & Co. (the "Underwriter") hereby offers to entel into this Purchase Contract
("Purchase Contract") with the City of Dania, Florida Che 'City) for its $3,255,000 City of Dani4 Florida Sales
Tax Revenue Bonds, Series 1994, to be dated as of February l, 1994 (he "Series 1994 Bonds"). This offer is
made subject to acceptance by the City prior to ll:59 p.m., local time on the date hereof, and upon such
acceptance this Purchase Confact shall be in full force and effect in accordance with its terms and shall be
binding upon the City and the Underwriter.
l. Upon the terms and conditions and upon the basis of the representations herein set forth, the
Underwriter shall purchase from the City and the City hereby agrees to sell to the Underwriter all (but not less
than all) of the Series 1994 Bonds at an aggregate purchase price of S3,093,303.00 such amount representing
the aggregate principal amount of the Series 1994 Bonds of $3,255,000.00 less an Underwriter's discount of
$27,081.60 and an original issue discount of $134,615.40) plus accrued interest fiom February l, 1994 to the
Date of Closing referred to in Section 6 hereof. The Series 1994 Bonds shall be as described in, and shall be
issued under the autbority of and in full compliance with, the Constitution and Statutes of the State of Florida,
including particularly Chapter 166, Part Il, Florida Statutes, as amended, and other applicable provisions of the
law (collectively, the "Act"), and resolutions of the City adopted on February 8, 1994, (collectively, the
"Resolution"), authorizing issuance of the Series 1994 Bonds. The Series 1994 Bonds shall mature at the times
and in the amounts have such amortization installments, bear interest at the rates and be subject to redemption
as set forth in Exhibit A hereto. AII capitalized words and phrases used herein, unless otherwise noted, shall
have the meaning given to them in the Resolution.
The Under*riter shall make a public offering of the Series 1994 Bonds at the initial offering prices set
forth in the Official Statement (as described below) relating to the Series 1994 Bonds; provided, however, that
the Underwriter reserves the right to make concessions to dealers and subsequent to the initial public offering
to change the offering prices as the Underwriter shall deem necessary in corurection with the ma*eting of the
Series 1994 Bonds.
2. lf the Underwriter fails (other than for a reason permitted under this Purchase Contract) to
accept and pay for the Series 1994 Bonds at the Closing, the Underwriter shall pay to the City as and for full
Iiquidated damages an amount equal to one percent (l%) of the par amount of the Series 1994 Bonds for such
failure and for any and all defaults hereunder on the pan of the Underwriter, and upon such payment all the
City's claims and rights hereunder against the Underwriter shall be fully released and discharged.
3. The Underwriter's purchase and acceptance of delivery of the entire $3,255,000 aggregate
principal amount of the Series 1994 Bonds shall be a condition to the City's obligation to sell and deliver any
Series 1994 Bonds to the Underwriter.
PTJRCHASE CONTRACT
4. With the City's acceptanc€ hereof, it shall deliver to the Underwriter two copies of (a) the
Ofiicial Statement (which term as used herein shall include the cover page, the summary statement and
appendices contained therein), dated the date hereof in the form of the marked up Preliminary Official Statement
dated February 2, 1994, relating to the Series 1994 Bonds, attached as Exhibit E (the "Oflicial Starement"),
€xecuted on your behalf as indicated therein, and (b) the Resolution, cenified by the Clerk of the City.
In addition, within seven (7) business days after acceptance hereof, the City shau deliver to the
Underwriter one hundred thirty (130) copies ofthe Official Statement and shall fumish as many additional copies
as may be mutually agreeable and are reasonably necessary to enable the Underwriter to comply with the
requirements of Rule l5c2-12 of the Securities and Exchange Comnission under the Securities Exchange Act
of 1934, as amended (the "Rule") and to fulfill its duties and responsibilities under the federal securities laws
generally.
The Underwriter shall fil€ the Oflicial Statement with a Nationally Recognized Municipal Securities
Information Repository ('NRMSIR) which has been so designated by the Securities and Exchange Commission
Pursuant to Rule l5c2-12 not Iater than two business days after the Closing, and will fumish the name and
address of the NRMSIR to the City upon request. The filing of the Official Statement with the NRMSIR shall
be in accordance with the terms and conditions applicable to such NRMSIR. The City hereby agrees and
covenants to furnish upon request of the Underwriter ongoing reports and information to the Underwriter as are
or may become customary in the industry for municipal obligations similar to the Series 1994 Bonds, and
specifically to fumish to tbe Under*riter annually a copy of the Cify's audited financial statements when such
becomes available. The City shall fumish to the Underlrits such other information as the same becomes
available from time to time which would have been included in the Official Statement had the information been
available at the time of the preparation thereof; such information to include data concerning any material adverse
change in its business, properties or financial condition occurring either (i) before the Date of Closing or (ii) for
the period of 90 days after the end of the undenrriting period as defrned in the Rule.
The term "end of the underwriting period" means the later of such time as (i) the City delivers the
Series 1994 Bonds to the Underwriter or (ii) the Underwriter does not retain, directly or as a member of an
underwriting syndicate, an unsold balance ofthe Series 1994 Bonds for sale to the public. The Underwriter shall
notiry the City if the end of the under*riting period is other than the Date of Closing.
The City authorizes the use and distribution of the Official Statement in connection with the public
offering and sale of the Series 1994 Bonds. The City hereby ratifies and approves the use ofthe Preliminary
Oflicial Statement, dated February 2, 1994 with respect to the Series 1994 Bonds (the "helimhary Official
Statem€nt") by the Underwriter and confirms that the Preliminary Official Statement was deemed final within
the meaning of the Rule except for certain permitted omissions. The Under*riter shall not confirm the sale of
Bonds unless a final writlen confirmation of sale is accompanied or preceded by the delivery of a copy of the
Oflicial Statement.
5. The City hereby represents and agrees as follows:
G) The City is and will be at the Date of Closing duly organized and validly existing as
a municipality under the laws of the State of Florida with the powers and authority set forth in the Florida
Statutes, including particularly Chapter 166, Part II, Florida Statutes, as amended, and any other applicable laws;
(b) The City has full legal right, power and authority to: (i) enter into this Purchase
Contract, (ii) adopt the Resolution, (iii) sell, issue and deliver the Series 1994 Bonds to the Underwriler as
provided herein, and (iy) carry out and consummate the transactions contemplated by this Purchase Contract, the
Resolution and the Oflicial Statement. The City has complied, and at the Closing will be in compliance with
the terms of the Act and with the obligations it has undertaken in connection with tbe issuance of the Series
1994 Bonds contained in the Resolution, the Series 1994 Bonds, and this Purchase Contracu
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(c) By all necessary official action, the City has duly adopted the Resolution, has duly
authorized and approved the flreliminary Official Statement and the Oflicial Statement, has duly authorized and
approved the execution and delivery of this Purchase Contract and the performance by the City of its obligations
in connection with the issuance ofthe Series 1994 Bonds contained in the Resolution and this Purchase Contract,
and the consummation by it of all other transactions contemplated by this Purchase Contract in connection with
the issuance of the Series 1994 Bonds; the Resolution constitutes a legal, valid and binding special obligation
of the City, enforceable in accordance with its tenns, subject to applicable bankruptcy, insolvency, and similar
laws affecting creditors' righls generally and subject, as to enforceability, to general principles of equity
(regardless of whether enforcement is sought in a proceeding in equity or at law); and the Series 1994 Bonds,
when issued, authenticated and delivered to the UnderuTitq in accordance with tbe Resolution and this Purchase
Contract, will constitute legal, vatid and binding special obligations of the City, enforceable in accordance with
their terms, subject to applicable bankruptcy, insolvency and similar laws affecting creditors' rights generally and
subject, as to enforceability, to gen€ral principles of equity (regardless of whether enforcement is sought in a
proceeding in equity or at law);
(d) The City is not in material breach of or material default under any applicable
constitutional provision, law or administrative regulation of the State of Florida (the "State") or the United States
or any applicable judgment or decree, or any loan agreement, indenture, bond, note, or material resolution,
agreement or other material instrument to which the City is a party or to which the City or any of its property
or assets is otherwise subject and no event has occurred and is continuing which with the passage of time or
the giving of notice or both, would constitute a default or event of default under any such constitutional
provision, law, administrative regulation, judgment, decree, Ioan agreement, indenture, bond, note, or material
resolution, agreement or other material instrument; and the execution and delivery of the Series 1994 Bonds, this
Purchase Contract, the adoption ofthe Resolution and compliance with the provisions on the City's part contained
therein, will not conflict with or constitute a breach of or default under any constitutional provision, law,
administrative regulation, judgment, decree, loan agreement, indenture, bond, note, resolution, or other instrument
to which the City is a party or to which the City or any of its property or assets is otherwise subject, nor will
any such execution, delivery, adoption, or compliance result in the creation or imposition of any lien, charge,
or other security interest or encumbrance of any nature whatsoever upon any of the property or assets of the City
or under the terms of any such law, regulation or instrument, except as provided by the Series 1994 Bonds and
the Resolution;
(e) All required authorizations, approvals, licenses, permits, consents and orders of any
govemmental authority, legislative body, board, agency or commission (which has jurisdiction over such matter)
have been duly obtained (other than certain permits for the hoject, which permits are expected to be obtained
as needed) which are necessary for the due authorization or which would constitute a condilion precedent to, or
the absence of which would materially adversely affect the due performance by the City of its obligations in
connection with the issuance of the Series 1994 Bonds, its obligations under this Purchase Contract, and its
obligations under the Resolution, except for such approvals, consents and orders as may be required under the
Blue Sky or secwities laws of any state in connection with offering and sale of the Series 1994 Bonds, as to
which the City makes no representation;
(f) The descriptions ofthe Sedes 1994 Bonds and the Resolution in the Official Statement
conform in all material respects to the Series 1994 Bonds and the Resolution;
G) The Series 1994 Bonds, when issued, executed and delivered in accordance with the
Resolution and sold to the Underwriter as provided herein, will be validly issued and outstanding special
obligations of the City, for which the Pledged Funds as defined in the Resolution of the Cify are pledged;
(h) As of the date hereof, there is no action, suit, proceeding, inquiry or investigation, at
law or in equity, before or by any court, government agency, public board or body pending or, to the best
knowledge of the oflicials of the City executing this Purchase Contract, threatened, against the City, affecting
or seeking to prohibit, restrain or enjoin the sale, issuance or delivery of the Series 1994 Bonds or the pledge
of the Pledged Funds or contesting or affecting as to the City the validity or enforceability of the Act in any
J
respect relating to authoriztion for the issuance of the Series 1994 Bonds or contesting the exclusion of interest
on the Series 1994 Bonds from gross income for Federal income tax purposes, or contesting the completeness
or accuracy of the Ofiicial Statement or any supplement or amendment thereto, or contesting the authority of
the City for the issuance of the Series 1994 Bonds, adoption of the Resolution, or the execution and delivery
by the City of this Puchase Contract;
(i) The City will fumish such information, execute such instruments and take such other
action in cooperation with the Underwriter as the Underwriter may reasonably request in order to (i) qualiry the
Series 1994 Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states
and other jurisdictions of the United States as the Underwriter may designate, and (ii) determine the eligibility
of the Series 1994 Bonds for investment under the laws of such states and other jurisdictions, and will use its
best efforts to continue such qualifications in effect so long as required for the distribution of the Series 1994
Bonds; provided, however, tlat the City shall not be required to execute a general or special consent to service
of process or quali$ to do business in connection with any such qualification or determination in any
jurisdiction;
0) As of the date of the Omcial Statement and at the time of Closing, the statements and
information contained in the Official Statement will be true, correct and complete in all material respects and
the Official Statement will not omit any statement or information which should be included therein for the
purposes for which the Official Statement is to be used or which is necessary to make the statements or
information contained therein, in light of the circumstances under which they were made, not misleading;
(k) As of its date, the Preliminary Official Statement is deemed "final" by the City for
purposes of SEC Rule l5c2-12(bXl);
(l) Between the date of this Purchase Contract and the time of Closing, the City will not
execute any bonds, notes or obligations for borrowed money, other than the Series 1994 Bonds and obligations
which pledge neither the full faith and qedit of the City nor the Pledged Funds, without giving prior written
notice thereof to the Underwriter;
(m) Ifthe Ofiicial Statement is supplemented or amended pusuant to Subsection (n) ofthis
Section 5, at the time of each supplement or amendment thereto and (unless subsequently again supplemented
or amended pursuant to such subsection) at all times subsequent thereto up to and including the Date of Closing
referred to in Section 6 hereof, the Official Statement as so supplemented or amended will not contain any untrue
statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light
of the circumstances under which they were made, not misleading;
(n) If between the date of this Purchase Contract and the Date of Closing referred to in
Section 6 hereof, any event shall occur which might or would cause the Official Statement, as then supplemented
or amended, to contain any untrue statement of a material fact or to omit to state a material fact necessary to
make the statements therein, in the light of the circumstances under which they were made, not misleading, the
City shall noti! the Underwriter thereof and if, in the reasonable opinion of the City, such event requires the
preparation and publication of a supplement or amendment to the Official Statement, the City will at its expense
supplement or amend the Official Statement, in a form and in a manner approved by the City and the
Underwriter, and will supply such amended and/or supplemented copies of the Official Statement to the
Underwriter for distribution.
6. At 10:00 a.m., New York City Time on February 24, 1994 or at such other time or on such
earlier or later date as may be mutually agreed upon by the City and the Under*riter, the City will deliver or
cause to be delivered to the Underwriter, in New York, IIY, lhe Series 1994 Bonds in definitive form (all the
Series 1994 Bonds to be lithographed on steel engraved borders and to bear proper CUSIP numbers, the
responsibility to obtain such CUSIP numbers to be the responsibility of the Underwriter), duly executed and
authenticated in accordance with the Resolution and shall further deliver the other documents hereinafter
mentioned; and the Underwdter will accept such delivery and pay the purchase price of the Series 1994 Bonds
4
as set forth in Section I hereof, in Federal funds to the order of the City. This delivery and payment is herein
called the "Closing" and the date of such delivery and pa)rynent is herein called the "Date of Closing." The
Series 1994 Bonds will be made available at least one business day before the Date of Closing at Depository
Trust Company, New York, NY. The Series 1994 Bonds to be delivered at Closing shalt be prepared and
delivered only in fully registrable form.
7. The Underwriter has entered into this l\rchase Contract in reliance upon the representations of
lhe City contained herein, and in reliance upon the representations to be contained in the documents and
instruments to be delivered at the Closing and upon the performance by the City of its respective obligations
hereunder and thereunder, both as of the date hereof and as of the Date of Closing. Accordingly, the
Unde$Titer's obligations under this Purchase Contract to purchase, to accept delivery of and to pay for the Series
1994 Bonds are conditioned upon the performance by the City of its obligations to be performed hereunder and
under such documents and instruments at or prior to the Closing, and are also subject to the following additional
conditions:
(a) The representations of the City contained herein shall be true, complete and correct on
the date hereof and on and as of the Date of Closing, as if made on the Date of Closing;
(b) At the time of the Closing, the Resolution shall be in full force and effect in
accordance with its terms and shall not have been amended, modified or supplemented except as
mutually agreed upon since the date of this Purchase Contract and the Official Statement shall not have
been supplemented or amended, except in each such case as may have been agreed to by the
Underwriter;
(c) At the time of the Closing, all required omcial action of the City relating to this
Purchase Contract, the Series 1994 Bonds, and the City's approval of the Official Statement shall have
been taken and shall be in full force and effect and such documents shall not have been amended,
modified or supplemented in any material respect, except in each case as may have been agreed to by
the Underwriter;
(d) At or prior to the Closing, the Undenvriter shall have received copies of each of the
following documents:
(l) The Official Statement and each supplement or amendment, if any, thereto
executed on behalf of the City by the Mayor, the City Manager and the Clerk,
@ The Resolution, certified by the Clerk under the seal as having been duly
adopted by the City Commission and as being in effect, with such supplements or amendments
as may have been agreed to by the Underwriter;
(3) An ordinance amending Section 2-12 of the City Code of Ordinances in form
and substance satisfactory to the Undenariter and Bond Counsel, certified by the Clerk as
having duly enacted by the City Commission and as being in effect;
(4) An opinion, dated the Date of Closing, of Foley & Lardner, Jacksonville,
Florida, Bond Counsel to the City, in the form as attached as Appendix D to the Oflicial
Statement together with a letter of such counsel, dated the Date of Closing and addressed to
the Underw,riter to the effect that the foregoing opinion may be relied upon by the Underwriter
to the same extent as if such opinion were addressed to the Underwriter;
(5) An opinion, dated the Date of Closing and addressed to the Underwriter, of
Foley & Lardner, Jacksonville, Florid4 Bond Counsel to the City, to the effect that the
statements contained in the Official Statement under the captions "Description of The Series
1994 Bonds," "Security and Sources of Payment of the Series 1994 Bonds," and "Tax
5
Exemption," insofar as such statements purport to be descriptions or summaries of the
Resolution, the Series 1994 Bonds, the Act, and the Constitution and laws of the State of
Florida and Federal law, are accurate and fair statements of the matters set forth therein;
(6) An opinion, dated the Date of Closing and addressed to the Underwriter of
Franl< C. Adler, Esquire, Attorney for the City, in the form as attached as Exhibit F, or such
other form satisfactory to the Underwriter.
(7) A certificate, dated the Date of Closing, signed by the Mayor, the City
Manager and the Clerk, or other appropriate officials satisfactory to the Unden,iter to the
effect that, to the best of their knowledge; (i) the representations of the City herein are true and
correct in all material respects as of the Date of Closing; (ii) the City has performed all
obligations to be performed hereunder as of the Date of Closing; (iii) no litigation is pending
or threatened (A) to restrain or enjoin the issuance or delivery of any of the Series 1994 Bonds,
(B) to contest or affect any authority for the issuance of the Se es 1994 Bonds or the validity
of the Series 1994 Bonds, the Resolution, or this Purchase Contract, (C) to contest in any way
the existence or powers of the City, (D) to restrain or enjoin the collection of the Pledged
Funds, or (E) asserts that the Official Statement contains any untrue statement of a material fact
or omits any material fact necessary to make the statements therein, in light of the
circumstances under whicb they were made, not misleading; (iv) since September 30, 1992 no
material adverse change has occurred in the financial position and results of operations of the
City except as set forth in or contemplated by the Official Statement; (v) the City has not,
since September 30, 1992 incuned any material liabilities other than in the ordinary course of
business or as set forth in or contemplated by the Official Statement; and (vi) the Official
statement did not as of its date, and does not as of the Date of Closing. contain any untrue
statement of a material fact or omit to state a material fact which should be included therein
for the purposes for which the Official Statement is to be used, or which is necessary in order
to make the statements contained therein, in light of the circumstances in which they were
made, not misleading.
(8) At the Closing, a certificate (herein sometimes referred to as the "Tax
Compliance Certificate") of the City executed by the Mayor and the City Manager, or such
other officials satisfactory to the Undenrriter, dated as of the date of Closing, setting forth
facts, estimates and circumstances concerning the use or application of the Bond proceeds, and
stating in effect thal on the basis of such facts, estimates and circumstances in existence on the
date of Closing, it is not expected that the proceeds of the Series 1994 Bonds will be used in
a manner that would cause such Bonds to be "arbitrage bonds" within the meaning of Section
148 of the Intemal Revenue Code of 1986, as amended, and the regulations promulgated
thereunder (the "Code").
(9) At or prior to the Closing, the Underwriter shall receive a certificate executed
by an authodzed officer of First Union National Bank of Florida (the "Bank") as Bond
Registrar and Paying Agent, to the effect that:
(D the Bank is a national banldng association duly organized, validly
existing and in good standing under the laws of the United States of America and is
duly authorized to exercise trust powers in the State of Florida;
(iD the Bank has all requisite authority, power, licenses, permits and
fianchises, and has full corporate power and legal authority to execute and perform its
functions under the Resolution and the Bond Registrar and Paying Agent Agreement,
dated the date of Closing, by and between the Bank and the Cify (the "Paying Agent
Agreement");
6
(iii) the performance by the Bank of its functions under the Resolution will
not result in any violation of the Articles of Association or Bylaws of the Bank, any
court order of which the Bank is subject or any agreement, indenture or other
obligation or instrument of which the Bank is a party or by which the Bank is bound,
and no approval or other action by any govemmental authority or agency having
supervisory authority ovff the Bank in order to perform its functions under the
Resolution and the Paying Agent Agreement; and
(iv) to the best of such authorized representative's knowledge, there is no
action, suit, proceeding or investigation at law or in equity before any coun, public
board or body pending or, to their knowledge, threatened against or affecting the Bank
wherein an unfavorable decision, ruling or frnding on an issue raised by any party
thereto is likely to materially and adversely affect the ability of the Bank to perform
its obligations under the Resolution and the Paying Agent Agreement.
(10) At the time of Closing, the Underwriter shall secure evidence satisfactory to
the Underwriter that Standard & Poor's Corporation and Moody's Investors Service, Inc. have
issued ratings of "A,A.A" and "Aaa", respectively, on the Series 1994 Bonds as of the Date of
CIosing.
(l l) At the time of Closing, the Underwriter shall secure a copy of the insurance
policy (the "Policy") issued by AMBAC Indemnity Corporation (the "lnsurer,,) relating to the
Series 1994 Bonds in form and substanc€ satisfactory to the Underwriter.
(12) Such additional legal opinions, certificates, instruments and other documents
as the Underryriter may reasonably request to evidence the truth and accuracy, as of the date
hereof and as of the Date of Closing, of the City's representations contained herein and of the
statements and information contained in the Ofiicial Statement and the due performance or
satisfaction by the City on or prior to the Date of Closing of all the agreements then to b€
performed and conditions then to be satisfied by it.
All the opinions, letters, certificates, instruments and other documents mentioned above or elsewhere in
this Purchase Contract shall be deemed to be in compliance with the provisions hereof if, but only if, they are
in form and substance satisfactory to the Underwriter. The opinion of Foley & Lardner, Jacksonville, Florida
which is referred lo in Clause (4) of Subsection (d) of this Section shall be deemed satisfactory provided it is
substantially in the form included in the Official Statement as Appendix D.
If the City should be unable to satisry the conditions to the obligations of the Underwriter to purchase,
to accept delivery of and to pay for the Series 1994 Bonds contained in this Purchase Contract, or if the
obligations of the Underwriter to purchase, to ac€ept delivery of and to pay for the Series 1994 Bonds shall be
terminated for any reason permitted by this Puchase Contract, this Purchase Contract, shall terminate and neither
the Underwriter nor the City shall be under any further obligation hereunder.
8. The Underwriter shall have the right to terminate its obligations under this Purchase Contract
to purchase, to accept delivery of, and to pay for the Series 1994 Bonds by notirying the City of its election
to do so if, after the execution hereof and prior to the Closing, the marketability of the Series 1994 Bonds or
the market price thereof in the reasonable opinion of the Underwriter, has been materially adversely affected by
(i) an amendment to the Constitution of the United States or by any legislation having an effective date on or
prior to closing (A) enacted by the United States, (B) recommended to the Congress for passage by the President
of the United States, or (C) favorably reported for passage to either House of Congress by any comminee of
such House to which such legislation has been refened for consideration, or introduced by any member or
commitlee of the Congress, or by any decision of any court of the United States or by any ruling or regulation
(final, temporary or proposed) on behalf of the Treasury Department of the United States, the Intemal Revenue
Service or any other authority of the United States affecting the federal tax status of the City, its property or
'7
income or the interest of its Bonds (including the Series 1994 Bonds); (ii) an outbreak of war or a national
emergency or an escalation occurs with respect to ongoing or threatened hostilities in which the United States
is currently engaged; (iii) there shall have occuned a declaration of a general banking moratorium by any
authority of the United States or the states of New York or Florida; or (iv) an event described in Subsection
(n) of Section 5 hereof shall have occurred which in the opinion of the Underwriter requires the preparation and
publication of a supplement or amendment to the Official Statement.
The Underwriter shall pay the following issuance expenses: (i) the cost of preparation of this Purchase
Contract; and (ii) all other expenses are incurred by it in connection with the public offering of the Series 1994
Bonds. Attached hereto as Exhibit B and Exhibit C are the disclosure statements required pursuant to Section
218.385, Florida Statutes.
10. Any notice or other communications to be given to the City under this Purchase Contract may
be given by delivering the same in writing signed by an officer of William R. Hough & Co. at your address
set forth above with a copy of such sent to the City Attomey and any such notice or other communications to
be given to the Underwriter may be given by delivering the same in w ting to William R. Hough & Co., 100
Second Avenue So., Suite 800, St. Petersburg, Florida 32901, Attention: Christopher S. Youmans (813) 895-
8880.
I l. This Purchase Contract is not assignable and is made solely for the benefit of the City and the
Underwriter and no other person, parmership, association or corporation shall acquire or have any right hereunder
or by virtue hereof.
12. Neither the City Commission ofthe City, nor any ofthe members thereof, nor any officer, agent
or employee thereof, shall be charged personally by the Underuriter with any liability, or held liable to the
Underwriter under any term or provision of this Purchase Contract because of its execution or attempted
execution, or because of any breach or attempted or alleged breach thereof.
13. This Purchase Contract, and the terms and conditions herein, shall constitute the full and
complete agleement between the City and the Underwriter with respect to the purchase and sale of the Series
1994 Bonds. This Purchase Contract shall be governed by and construed in accordance with the laws of the
State of Florida.
8
9. The Underwriter shall be under no obligation to pay, and the City shall pay, any expense
incident to the performance of the City's obligations hereunder including, but not limited to: (i) the cost of
preparation, printing and delivery of the Preliminary Official Statem€nt and the Official Statement, and any
supplement and amendments thereto; (ii) the cost of preparation and printing of the Series 1994 Bonds; (iii) the
fees and disbursements of Foley & Lardner, Jacksonville, Florida, Bond Counsel and Frank C. Adler, Esquire,
Attorney for the City; (iv) any fees due rate consultants, engineers, financial advisors and certified public
accountants for their services to the City; and (v) any fees due to rating agencies or credit enhalcement providers
in connection with the issuance of the Series 1994 Bonds.
14. Notwithstanding any provision herein to the contrary, the performance ofany and all obligations
of the City hereunder and the performance of any and all conditions contained herein for the benefit of the
Undenvriter may be waived by the Underwriter, in its sole discretion, and the approval of the Under*riter when
required hereunder or the determination of its satisfaction as to any document referred to herein shall be in
writing, signed by an appropriate officer or oflicers of the Under*riter and delivered to the City; otherwise, such
approval shall be deemed givel if the Underwriter accepts delivery of and pays the purchase price for the Series
1994 Bonds at Closing. This Purchase Contract shall become legally effective upon its acceptance by the City,
as evidenced by the signature of the Mayor-Commissioner, the City Manager, the City Auditor and Clerk, and
the City Attomey in tlle spaces provided therefor below.
Christophq S. Youmans, Vice President
F A\IA,RID
Bobbie H.SS EI
Robert F. Flatley, City Manager
City Auditor and Clerk
APPROVED AS TO FORM AND LEGALITY FOR USE AND RELIANCE ONLY BY THE CITY OF DANIA:
A-*1. c Au,"--
City Attorney
9
wLU4D{}.. no{gupfio.
/%,^ ,{. V,r,,,-'-^
ATTEST:
EXHIBIT A
$32s5,000
CITY OF DANIA, FLORIDA
Sales Tax Revenue Bonds, Series 1994
The City of Dania" Florida Sales Tax Revenue Bonds, Series 1994 (the "Bonds"), shall be dated February
l, 1994, and bear interest at the rates set forth in the following table. Interest shall be payable on October l,
1994, and semiannually thereafter, on each April I and October l. The Series 1994 Bonds shall be in
denominations of $5,000 or any integral multiple thereof.
MATURITIES, AMOUNTS, INTEREST RATES, PRICES AND YIELDS
Maturity
October I
1996
1997
1998
1999
2000
2001
Amount Rate
MaturityYield October I Amount Rate Yield
55,000
55,000
60,000
60,000
60,000
65,000
Redemption Period
(both dates inclusive)
October
October
October
l, 2001 through September 30, 2002
l, 2002 through September 30, 2003
l, 2003 and thereafter
3.20o/o
3.40
3.65
3.80
4.00
4.10
3.30%
3.55
3.80
3.95
4.10
4.25
65,000
70,000
75,000
75,000
80,000
85,000
Redemption
Price
l02o/o
t0t%
100%
4.20%
4.30
4.40
4.50
4.70
4.80
4.35o/o
4.45
4.55
4.65
4.80
4.95
2002
2003
2004
2005
2006
2007
S275,000 5.00% Term Bonds due October 1, 2010 hice 97.788% to Yield 5.20o/o
$315,000 5.00% Term Bonds due october l, 2013 Price 96.125vo to Yield 5.320/o
$795,000 5.00% Term Bonds due October l, 2019 hice 94.875Yo to Yield 5.37%
$1,065,000 5.00% Term Bonds due October l, 2O25 Price 93.6250/o to Yield 5.424o/o
Redemption Provisions
Optional RedemDtion
The Series 1994 Bonds maturing prior to October 1, 2002, shall not be subject to redemPtion Prior to
maturity. The Series 1994 bonds maturing on October 1,2002, or thereafter may be redeemed prior to maturity
at the option of the City, as a whole on October l, 2001, or on any date thereafter, or in part, from such
maturity or maturities as the City shall designate and by Iot within a maturity, on October l, 2001, or the fust
day of any month thereafter, at the following redemption prices (expressed as a percentage of the principal
amount of the Series 1994 Bonds to be redeemed) plus accrued interest to the redemption date, if redeemed
during the following periods:
A-l
Mandatorv Redemption
The Series 1994 Bonds maturing October 1,2010, are subject to mandatory redemption in part prior
to maturity by lot at a redemption price equal to the principal amount thereof, without premium, plus accrued
interest to the redemption date, beginning on October l, 2008, and on each October l, thereafter in the years
and in the principal amounts corresponding to the Amortization Installnents (as defined in the Resotution) as
follows:
AmortizationYear Installments
90,000
90,000
95,000
2008
2009
2010r
+maturity
Mandatory Redemption
The Series 1994 Bonds maturing October 1,2013, are subject to mandatory redemption in part prior
to maturity by lot at a redemption price equal to the pdncipal amount thereot witbout premium, plus accrued
interest to the redemption date, beginning on October 1,2011, and on each October l, thereafter in the years
and in the principal amounts corresponding to the Amortization Installments (as defined in tbe Resolution) as
follows:
AmortizationYear Installments
tmaturity
Mandatorv Redemption
20tt
2012
20t3*
2014
70t5
20t6
201'1
2018
2019*
100,000
105,000
110,000
115,000
r25,000
130,000
135,000
140,000
150,000
*maturitv
A-2
The Series 1994 Bonds maturing October 1,2019, Ne subject to mandatory redemption in part prior
to maturity by lot at a redemption price equal to the principal amount thereof, without premium, plus accrued
interest to the redemption date, beginning on October l,2014, and on each October l, thereafter in the years
and in the principal amounts corresponding to the Amortization Installments (as defined in the Resolution) as
follows:
AmortizationYear Installments
Mandatorv RedemDtion
2020
2021
2022
2023
2024
2025*
*maturity
155,000
165,000
175,000
180,000
190,000
200,000
A-3
The Series 1994 Bonds maturing October 1,2025, Ne subject to mandatory redemption in part prior
to maturity by lot at a redemption pdce equal to the principal arnount thereof, without premium, plus accrued
interest to the redemption date, beginning on October 1,2020, and on each October l, thereafter in the years
and in the principal amounts corresponding to the Amortization Inslallments (as defined in the Resolution) as
follows:
AmortizationYear lnstallments
EXHIBIT B
$3,255,000
CITY OF DANIA, FLORIDA
SALES TAX REVENUE BONDS
SERIES 1994
DISCLOSURE STATEMENT
February 8, 1994
The City Commission of the
City of Dania" Florida
100 West Dania Beach Boulevard
Dani4 Florida 33004
Re: $3,255,000 City of Dania, Florida
Sales Tax Revenue Bonds, Series 1994
Commissioners
In connection with the proposed issuance by the City of Dania, Florida (the "City") of $3,255,000
principal amount of the issue of bonds referred to above (the "Bonds"), William R. Hough & Co. (the
"Underwriter") has ageed to underwrite a public offering of the Bonds. Arrangement for underwriting the Bonds
will include a Purchase Contract between the City and the Underwriter.
The purpose ofthis letter is to furnish, pursuant to the proyisions of Section 218.385(6), Florida Statutes,
as amended, certain information in respect to the arrangement contemplated for the underwriting of the Bonds
as follows:
(a) The nature and estimated amount of expenses to be incurred by the Underwriter and paid by
the Underwriter in connection with the purchase and reoffering of the Bonds are set forth on Schedule I attached
hereto.
O) No person has entered into an understanding with the Underwriter, or to the knowledge of the
Underwriter, with the City for any paid or promised compensation or valuable consideration, directly or indirectly,
expressly or implied, to act solely as an intermediary between the City and the Underwriter or to exercise or
attempt to exercise any influence to effect any transaction in the purchase of the Bonds.
(c) The amount of underwriting spread, expected to be realized is .832% of the par amount of the
Bonds, which includes a management fee of $5,696.25:
(d) No other fee, bonus or other compensation is estimated to be paid by the Underwriter in
connection with the issuance of the Bonds to any person not regularly employed or retained by the Under*riter
(including any "finder", as defined in Section 218.386(l)(a), Florida Statutes, as amended), except as specifically
enumerated as expenses to be incurred and paid by the Underwriter, as set forth in Schedule I attached hereto.
B-l
(e) The name and address of the Under*riter is set forth below
William R. Hough & Co.
100 Second Avenue South, Suite 800
St. Petersburg, Florida 33701
We understand that you do not require any further disclosure fiom the Underwriter, pursuant to Section
218.385(6), Florida Statutes, as amended.
Very truly yours,
W]LLIAM R. HOUGH & CO.
By:
B-2
SCHEDULE I
ESTIMATED LINDERWRITER'S EXPENSES
Dollar Amount Per Bond
Clearance, Day Loan & Federal Funds
CUSIPA4SRB/PSA
Travel, Out-of-pocket
Expenses, Communications
Expense Total
813.75
195.30
651.00
$L000.05 $_r1
B-3
.25
.06
.20
EXHIBIT C
TRUTH-IN.BONDING STATEMENT
City Commission of the
City of Dani4 Florida
100 West Dania Beach Boulevard
Dania Florida 33004
Re: $3,255,000 City of Danie Florida
Sales Tax Revenue Bonds, Series 1994
Ladies and Gentlemen
In connection with the poposed issuance by the City of Dania, Florida (the "City") of its $3,255,000
aggregate principal amount of the issue of bonds referred to above (the "Bonds"), William R. Hough & Co. (the
"Underwriter") has agreed to underwrite a public offering of the Bonds. Arrangements for underwriting the
Bonds will include a Purchase Contract between the Issuer and the Under*riter.
The purpose ofthis letter is to furnish, pursuant to the provisions of Section 218.385(2) and (3), Florida
Statutes, as amended, the truth-in-bonding statement required thereby, as follows:
(A) The Issuer is proposing to issue S3,255,000 of the Bonds for the purpose of providing
money to among othfi things, finance the costs of certain capital improvements in the City as
more ftlly described in the resolution adopted by the City on February 8, 1994 auttrorizing the
issuance of the Bonds. This debt or obligation is expected to be repaid over a period of
years. At an average yield of 5.25% percent, total interest paid over the life of the debt or
obligation will be $3,299,256.67.
(B) The source of repayment or security for the Bonds is a lien upon and pledge of the
proceeds of the local govemment half-cent sales tax distributed to the Issuer from the Local
Govemment Half-Cent Sales Tax Clearing Trust Fund, as defined and described in Part VI of
Chapter 218, Florida Statules, as amended, and certain other funds pledged under the Resolution.
Authorizing the Bonds could result in approximately $210,000 of the City's monies being
unavailable to finance the other services of the City each year for the 30 year term of the
Bonds.
The foregoing is provided for informational purposes only and shall not affect or confiol the actual terms
and conditions of the Bonds.
Yours very truly,
WILLIAM R. HOUGH & CO.
By
c-l
RULE l5c2-12 CERTIFICATE OF CITY
REGARDING TI{E FINAL OFFICIAL STATEMENT
The undersigned hereby certifies and represents that she is a duly elected or appointed and acting Mayor-
Commissioner of the City of Dani4 Florida (the "City") authorized to execute and deliver this Certificate ard
funher certifies on behalf of the City to the Underwriter as follows:
(l) This Certificate is delivered to enable the Underwriter to comply with Rule l5c2-12 under the
Securities Exchange Act of 1934, as amended (he "Rule), in connection with the offering and sale of City of
Dani4 Florid4 Sales Tax Revenue Bonds, Series 1994 (the "Bonds");
(2) In connection with the offering and sale of the Bonds, there has been prepared a Preliminary
Official Statement dated February 2, 1994 (the "Preliminary Official Statement"), setting forth information
conceming the Bonds and the issuer of the Bonds; and \.
(3) The Preliminary Official Statement is, except for permitted omissions under the Rule, final as
of ils dale, and the information therein is accurate and complete, except for the permined omissions.
IN WITNESS WHEREOF, I have hereunto set my hand this eighth day of February, 1994.
EXHIBIT D
By:I*lrt <->-
B ie H. Grace
Mayor-Commissioner
D-l
The City has contracted with Murphy Construction Co. to demolish and remove an existing 830' pier to
include the approximate 2,500 square foot deck on the uplatrd end of the pier. The pier is to be constructed of all
new concrete pilings, pile caps and beams with wood deck and railings. It is to be 830' in lenglh and 20' wide.
REFINANCING PLAN
In July 1992, the City issued its $750,000 Sales Tax Revenue Bond (the "Retunded ObligatioD'). As part
of this financiag, the Ciry intends to retire the Retunded Obligation. The Refunded Obligation is subject to
prepayment at any time without premium or penalfy. The Refunded Obligation will be retired the date of issuance
of the Series 1994 Bonds.
follows:
ESTIMATED SOI,]RCES AND USES OF F-[,]NDS
It is estimated that the proceeds to be received ftom the sale of the Series 1994 Bonds will be applied as
Sources:
Principal Amount of the Series 1994 Bonds
kss Original Issue Discount
Accrued Interest
Total Sources
Uses:
Retire Refunded Obligatione)
Deposit to Construction Fund
Deposit to Sinkilg Fund
Capitalized Inreresr
Deposit to Reserve Account
Costs of Issuance(r)
$3,225,000.00
(134,615.40)
9.961.56
$ 7 41,714.28
I,820,000.00
9,961,56
250,313.83
212,500.00
95.856.49
(1)
(2\
Total Uses
lncludes underwrit€r's discount, bond insurance premium, legal fees a other customary costs of issuance
Accrued intercst on Refunded Obligation to b€ paid by City.
9
$3-130J45.16
$3-13!146.15
Bond
Year
Ending
Oct. I
1994
1995
1996
t997
1998
1999
2000
2001
zN2
2W3
2,00,4
2005
2W6
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
z019
?oz0
2021
2022
2023
2024
2025
Series
tw4
Bonds
kincioal
$0
0
55,000
55,000
60,000
60,000
60,000
65,000
65,000
70,000
75,000
75,000
80,000
85,000
90,000
90,000
95,000
100,000
105,000
110,000
115,000
125,000
130,000
135,000
140,000
150,000
155,000
165,000
175,000
180,000
190,000
200.000
$ r03,946.67
155,920.00
155,920.00
154,160.00
152,290.W
150,100.00
147 ,820.N
145,420.00
142,755.N
140,025.00
137,015.00
133,715.00
130,340.00
126,580.00
122,500.00
I18,000.00
113,500.00
108,?50.00
103,750.00
98,500.00
93,000.00
87,250.00
81,000.00
74,500.00
67,750.N
60,750.00
53,250.00
45,500.00
37,250.W
28,500.00
19,500.00
10.000.00
Total
Principal
& Inter€st
$ 103,946.67
155,420.00
2r0,920.N
209,160.00
212,290.W
210,100.00
207,870.W
210,420.N
207,755.W
210,025.00
212,0t5.W
208,715.00
210,340.00
21 1,580.00
212,500.00
208,000.00
208,500.00
208,750.00
208,750.00
208,500.00
208,000.00
2r2,250.00
211,000.00
209,500.00
207 ,750.N
210,750.00
208,250.00
210,500.00
2t2,250.N
208,500.00
209,500.00
210.000.00
DEBT SERVICE SCHEDI,JLE
Total $3,215-000 fi@_3,5.67_ $6154255.62
TAX E)GMPTION
Federal Tax Matters
The Internal Revenue Code of 1986, as amended (the "Code"), contains a number of requirements and
restrictions which may apply to the Series 1994 Bonds, including ilvestment restrictions, a requirement ofperiodic
payments of arbitrage profits to the United States, requirements regarding the use of bond proceeds and the facilities
financed therewith, and certain other matters. The City has covenanted to use its best efforts to comply with all
requirements of the Code that must be satisfied in order for the interest on the Series 1994 Bonds to be excluded
from gross income for federal income tax purposes. Failure to comply with certain of such requirements could
10
Series
1994
Bonds
Inter€st
1992
506,407
1993
735,040(')
CITY OF DANIA
PRGFORMA DEBT SERYICE COVERAGE TABLE
Fiscal Year Ending September 30, 1989 1990 1991
Sales Tax Revenues 500,861 516,548 518,361
Maximum Amual Debt Service on
Series 1994 Bonds 212,5N 2r25N 2r2,5N 212,5N 212,5W
Coverage 2.36 2.43 2.44 2.38 3.46
MI.INICIPAL BOND INSTjRANCE
AMBAC Indemnity Corporation
AMBAC Indemniry Corporation ("AMBAC Indemnity") is a Wisconsindomiciled stock insurance
corporation regulaled by the Office of the Commissioner of lnsurance of the State of Wisconsin and licensed to do
business in 50 states, the District of Columbia, and the Commonwealth of Puerto Rico, with admitted assets of
approximately $1,936,000 (unaudited) and statutory capital of approximately $1,096,000,000 (unaudited) as of
September 30, 1993. Statutory capital consists of AMBAC Indemdty's policyholders' surplus and statutory
contingency reserve. AMBAC Indemnity is a wholly owned subsidiary of AMBAC Inc., a 100% publicly-held
company. Moody's Investors Service, Inc. and Standard & Poor's Corporation have both assigned a triple-A
claims-paying ability rating to AMBAC Indemnity.
Copies of AMBAC Indemnity's financial statements prepared in accordance with statutory accounting
stand:fds are available from AMBAC Indemnity. The address of AMBAC Indemdty's administrative offices and
its telephone number are One State Street Plaza, 17th Floor, New York, New York 10004 and 212/6684340.
AMBAC Indemnity has entered into pro rata reinsurance agreements under which a percentage of the
insurance underwritten pursuant to c€rtain municipal bond insuranc€ programs of AMBAC Indemnity has been and
will be assumed by a number of foreign and domestic unaffiliated reinsurers.
AMBAC Indemnity has obtained a ruling from the Internal Revenue Service to the effect that the insuring
of an obligation by AMBAC Indemnity will not affecl the treatment for federal income tax purposes of interest on
such obligation and that insurance proceeds representing maturing interest paid by AMBAC Indemnity under policy
provisions substantially identical to those conrained in its municipal bond insuranc€ policy shall be treated for federal
income tax purposes in the same rranner as if such payments were made by the issuer of the Series 1994 Bonds.
AMBAC Indemnity makes no representation regarding the Series 1994 Bonds or the advisability of
investing in the Series 1994 Bonds and makes no representation regarding, nor has it participated in the preparation
of, the Official Statement other than the information supplied by AMBAC Indemnity and presented under the
heading'Municipa.l Bond Insurance'.
Pa)rm€nt Pursuant to Municipal Bond Insurance Policy
AMBAC Indemnity has made a commitment to issue a municipal bond insurance policy (the 'Municipal
Bond Insurance Policy") relating to the Series 1994 Bonds effective as of the date of issuance of the S€ries 1994
Bonds. Under the terms of the Municipal Bond lnsurance Policy, AMBAC Indemdty will pay to the United States
Trust Company of New York, in New York, New York or any successor thereto (the "lnsurance Truste€') that
portion of the principal of and itrterest on the Series 1994 Bonds which shall become Due for Payment but shall be
7
unpaid by reason of Nonpayment by fte Issuer (as such terms are defined in the Municipal Bond Insurance Policy).
AMBAC Indemdty will make such payments to the Insurance Trustee on the later of the date on which such
principal and interest becomes Due for Payment or within one business day followirg the date on which AMBAC
Indemnity sha.ll have re€eived notic€ of Nonpayment from the Trustee/Paying Agent. The insurance will extend
for the term of the Series 1994 Bonds and, once issued, cannot be canceled by AMBAC lndsmnify.
The Municipal Bond ltrsulance Policy will insure payment only on stated maturity dates and on matrdatory
sinking fund ifftallment dates, itr the case of principal, and on stated dates for payment, in the case of interest. If
the Series 1994 Bonds become subject to mandatory redemption and insufficient funds are available for redemption
of all outstanding Series 1994 Bonds, AMBAC lademnity will remaio obligated to pay prircipal of an interest on
outstanding Series 1 994 Bonds on the originally scheduled interest and principal payment dates including mandatory
sinking fund redemptiotr dates. In the event of any acceleralion of the principal of the Series 1994 Bonds, the
insured payments will be made at such times and in such amounts as would have been made had there not been an
acceleration.
In the event the Trustee/Paying Agent has notice that any payment of principal of or interest on a Bond
which has become Due for Payment and which is made to a Bondholder by or on behalf of the Issuer has been
deemed a preferential transfer and theretofore recovered from its registered owner pursuant to the United States
BaDkruptcy Code in accordance with a final, nonappealable order of a court of competent jurisdiction, such
registered owner will be entitled to payment from AMBAC Indgmnity to the extent of such recovery if sufficient
funds are not otherwise available.
The Municipal Bond Insurance Policy does not insure any risk other tha.n Nonpayment, as defiled in the
Policy. Specifically, the Municipal Bond hsurance Policy does not cover:
payment of any redemption, prepaying or acceleration premium, or
nonpayment of prhcipal or interest caused by the insolvency or negligence of any Trustee or
Paying Agent, if any.
If it bemmes necessary Io call upon the Municipal Bond Insurance Policy, payment of principal requires
surrender of Series 1994 Bonds to the Insurance Trustee together with an appropriate instrument of assignment so
as Io permit ownership of such Series 1994 Bonds to be registered in the name of AMBAC IDdemnity to the extent
of the payment under the Municipal Bond lnsurance Policy. Payment of interest pursuant to the Muoicipal Bond
Insurance Policy requires proof of Bondholder entitlement to interest payments and an appropriate assignment of
lhe Bondholder's right to payment to AMBAC lodsmnity.
Upon payment of the insurance benefits, AMBAC Indemnity will become the owner of the Series 1994
Bond, appunenant coupon, if any, or rigbt to paymetrt of principal or interest on such Series 1994 Bond and will
be fully subrogated to the surendering Bondholder's rights to payment.
The insurance provided by the Municipal Bond Ilsurance Policy is trot covered by the Florida Insurance
Guaranty Association.
THE PROIECT
Following is a summary of the project which the City proposes to finance with the proceeds of the Series
1994 Bonds, which is subject to change by the City.
2
3
8
payment on acceleration, as a result of a call for redemption (other thaa mandatory sifing fund
redemption) or as a result of any other advancement of maturity,
Registrar, but failure to mail such notice to one or more Holders of Series 1994 BoDds shall not affect the validiry
of the proceedings for such redemption with respect to Holders of Series 1994 Bonds to which notice was duly
maited. Each such notice shall set forth the date fixed for redemption, the Redemption Pric€ to be paid and, if tess
than all of fte Series 1994 Bonds of one maturity are to be called, the distinctive numbers of such Series 1994
Bonds to be redeemed and, itr the case of Series 1994 Bonds to be redeemed in part only, the portion of the
principal amount thereof to be redermed.
Upon sunender of any Series 1994 Bond for redemplion in part only, the Registrar shall authenticate and
deliver to the Bondholder thereof, without service charge, a new Series 1994 Bond of the same interest rate and
maturity and of an authorized denomination equal to the uffedeemed portion of the Series 1994 Bond surrendered.
SECIJRIry AND SOIJRCES OF PAYMENT OF TIIE SERIES T994 BONDS
General
The Series 1994 Bonds and the interest thereon are payable solely from and secured by a lien upon and
pledge of (i) the proceeds of the local govemmenl half-cent sales tax distributed to the City from the Local
Government Half-Cent Sales Tax Clearing Trust Fund, as defined and described in Part VI of Chapter 2i8, Florida
Statutes, as amended, as increase by any amendment hereafter enacted by the Florida Irgislature which expands
the amount of sales tax distributed pursuant to such slatute or another law Out only to the extent expressly pledged
by resolution of the City) (the "Sales Tax Revenues') and (ii) until applied il acrordance with the provisions of the
Resolution, the proceeds of the Series 1994 Bonds and all moneys, including investments thereof, in cenain of the
funds and accounts established pursuant to the Resolution, all in the manner and to tle extent described in the
Resolution (collectively, the'Pledged Funds'). See'SECURITY AND SOURCES OF PAYMENT OF THE
SERIES t 994 BONDS' herein.
Pursuant to Chaptet 2t7, Florida Statutes, the State of Florida is authorized to le\y and collect a sales tax
of 6% on, among other things, the sales price of each item or article of tangible personal property sold at relail in
the State of Florida, subject to certain exceptions and dealer allowanc€s as set forth thereil. Chapter 212 was
amended in 1988 to increase the sales tax from 5% to 6%. Chapr$ 212 provides that 9.888% of the proceeds
remitted to the State of Florida by a sales tfi dealer located within a panicular county is required to be deposited
in the t cal Govemment Half-Cent Sales Tax Clearing Trust Fund in the State Treasury (the "Trust Fund') and
earmarked for distribution to the governing body of such county and of each municipality within that courty
pursuant to a distribution formula. Such funds have been designated by law as the 'hcal Government Half-Cent
Sales Tax" (the "Half-Ce Sales Tax'). The Half-Cent Sales Tax is distributed from the Trust Fund on a monthly
basis to participaring units of local govenment in accordance with Chapter 218, Part VI, Florida Stafutes.
Chapter 218, Part VI, Florida Statutes, permits the local govemments to pledge their shares of the Half-
Cent Sales Tax for the payment of principal and i erest on indebtedness iocurred to finance any capital project.
City's Share =City
213 iacntporated
area population+
The population figures are revised by the State Depanment of Revenue on October 1 of each year based
on revisions to population estimates prepared by the Universiry of Florida, Bureau of Economic and Business
5
Local Government llalf-Cent Sales Tax
The Half-Ce Sales Tax collected within a crunty is distributed to the cities therein in accordance with
the following formula:
total county
population
Research. the percentage derived ftom the formula is then applied to the Half-CeDt Sales Tax proceeds for that
fiscal year (beginning the October I on which the population figures were changed).
The City has complied with all of the requirements set forth in Chapter 2 I 8 , Part VI , for the current fiscal
y€r, inctuding the filing of a cenificate of comptiance with the State Department of Revenue, which are Dec€ssary
in order for 15e City to recrive its portion of funds from the Trust Fund during the 1993-1994 fiscal year. The City
has covenante.d in the Resolution to take all lawful action necessary or required to remain an eligible reciPient of
its ponion of funds itr the Trust Futrd so long as any of the Bonds remain outsbnding . Although Chapter 2 I 8 , Part
VI, does not impose any limitation on the Dumber of years during which the City can receive distributions of the
Half-Cent Sales Tax from the Trust Fund, there may be future amendments to Chapter 218, Pan VI in subsequent
yean imposing additional requirements of eligibiliry for cities and counties panicipating in the Trusr Fund.
Currently, ro coDtinue to be eligible to panicipate in the distribution of moneys from the Trust Fund, tbe City must
comply with the hnancial reponing requirements a.nd the other requirements set forth in Section 218.23, Florida
Statutes. In the event thar the City would fail to comply with such eligibility requirements, the Ciry would not
receive its Trust Fund distributions for 12 consecutive months following a 'determination of noncompliance" by &e
State Department of Revenue.
Issuance of Additional Bonds
The City may issue one or more Series of Addidonal Bonds for any one or more of the following purposes :
financing the Cost of an Additional Project, or the completion thereof or of the Initial Project, or refunding any or
all Outsranding Bonds or of any Subordinated Indebtedness of the Issuer. Additional Bonds shall be deemed to have
been issued pursuant to Ue Resolution the same as lhe Outstanding Bonds, and all of the other covenalts and other
provisions of the Resolution (except as to details of such Additional Bonds irconsistent therewith) shall be for the
equal benefit, protection and security of the Holders of all Bonds issued pusuant to the Resolution; provided,
however, any Supplemental Resolution authorizing the issuance of Additional Bonds may provide that any of the
covenants conrained in the Resolution will not be applicable to such Additional Bonds, provided that such provision
shall not, in rhe opinion of Bond Counsel, adversely affect the rights of the Holders of any Bonds which shal then
be Outstanding. Except as provided in the Resolution, aU Addilional Bonds, regardless of the time or times of lheir
issuancc, shall rank equally with resp€ct to their lien on the Pledged Funds and their sourcts and security for
payment therefrom without preferenc€ of any Bonds over any other. No such Additional BoDds shall be issued by
the Ciry unless the conditions specified in the ResolutioD, including the following, are complied with:
(A) The City shall certify that it is curre in all deposits into the various funds and accounts
established by the Resolution and all payments theretofore required to have been deposited or made by it under the
provisions of the Resolution and has complied with the covenants and agre€ments of the Resolution.
(B) There sball have been obtained and filed with the City a cerlificate of an independent cenified
public acrountant: (l) stating that such acaountant has examined the books and records of the City relating to
collection and receipt of the Sales Tax Revenues; (2) setting forth the amount of Sales Tax Revenues for the
immediately preceding Fisca.l Year or any twelve (12) c.nsecutive months selected by the City from the Nenty-four
(24) months immediately prec€ding the issuance of such Additional Bonds; (3) stating that such Sales Tax Revenues
equa.l at least (a) I .50 times the Maximum Debt Service Requirement of all Outstanding Bonds and such AdditioDal
Bonds theo proposed to be issued and O) 1.00 times the maximum annual debt service for all Subordinated
lndebtedness then ourstandhg ; and (4) stating that no Event of Default was disclosed in the report of the most recent
A.nnual Audit, or if such Event of Default was so disclosed, that it shall have been cured.
(C) In the event and Additional Bonds are issued for the purpose of refundhg any Bonds then
Outstanding, the conditions of (B) above shall not apply, provided that the issuanc€ of such Additional Bonds shall
rot result in an increase in fte aggregate amount of principal of and iaterest on Oe Outstanding Bonds becoming
due in the current Fiscal Year and all subsequent Fiscal Years. The conditions of (B) above shall apply to
Additional Bonds issued to reftrnd Subordinaled IndebtedDess and to Additional Bonds issued for refundhg purposes
which cannot meet the conditions of this paragraph.
6
Bonds Mutilated, Destroyed, Stolen or L,ost
In case any Bond shall become mutilated, or be destroyed, stolen or lost, the City may, in its discretion,
issue and deliver, and the Registrar shall authenticate, a new Bond of like tenor as the Bond so mutilated, destroyed,
stolen or lost, in exchange and substitution for such mutilated Bond upon surrender and canc€llation of such
mutilated Bond or in lieu of and substitution for the Bond destroyed, stoletr or lost, atrd upon the Holder fumishhg
the City and the Registrar proof of such Holder's ownership thereof and satisfactory indemnity and complying with
such other reasonable regulations and coDditions as the City or the Registrar may prescribe atrd paying such
expenses as the City atrd the Registrar may incur. All Bonds so surrendered or otherwise substituted shall be
cancelled by the Registrar. If any of the Bonds shall have matured or be about to mature, instead of issuing a
substitute Bond, the City may pay the same or cause the Bond to be paid, upon being indemtrihed as aforesaid, and
if such Bonds be lost, stolen or destroyed, without surrender thereof.
Redemption Provisions
Optional Redemption
The Series 1994 Bonds maturing prior to October 1, 2002, shatl not be subject to redemption prior to
maturity. The Series 1994 bonds maturirg on Ogober 1,2c[.2, or thereafter may be redeemed prior to maturity
at the option of the City, as a whole on October l, 2001, or on any date thereafter, or in part, ftom such maturity
or maturities as the City shall designate and by lot within a maturity, ou October 1, 2001 , or the first day of any
month thereafter, at the following redemption pric.es (expressed as a percentage of the principal amount of the Series
1994 Bonds to be redeemed) plus accrued interest to the redemption date, if redeemed during the following periods:
RedemptioD Period
(both dates inclusive)
October l, 2001 thro"gh September 30, 2002
Ocrober 1, 2002 through September 30, 2003
October 1, 2003 and thereafter
Redemption
Price
1027o
101%
rN%
Mandatorv Redemption
The Series 1994 Bonds maturing October 1, 2010, are subject to mandatory redemption in part prior to
maturity by lot at a redemption price equal to the principal amount thereof, without premium, plus accrued interest
to the redemption date, beginning on October 1, 2008, and on each October I thereafter in the yeaft and in the
principal amounts conesponding to the Amortization Installments (as defined in the Resolution) as follows:
Amortization
lnstallmentsYear
2008
2009
2010*
$90,000
$90,000
$9s,000
Mandatorv Redemption
The Series 1994 Bonds mafuring October l, 2013, are subject to mardalory redemption in paa prior to
maturity by lot at a redemption price equal to the principal amount thereof, without premium, plus accrued interest
to the redemption date, beginning on October 1, 2011, and on each October 1 thereafter in the years and il the
principal amounts corresponding to the Amortization lnstallments (as defined in the Resolution) as follows:
3
* maturity
2011
2012
20134
Year
20r4
2015
2016
2017
2018
20t9*
AmortizatioD
Installments
$100,000
$105,000
$ 1 r 0,000
$ 1 15,000
$ 125,000
$130,000
$135,000
$140,000
$ 150.000
$ 155,000
$ 165,000
$175,000
$180,000
$190,000
$200,000
* rnaturity
* maturity
Mandatorv Redemption
The Series 1994 Bonds maturing October 1,2025, arc subject to mandalory redemption in part Prior to
maturity by lot at a redemption price equal to the principal amount thereof, without premium, plus accrued interest
to the redemption date, beginning on October 1,2020, aad on each October I thereafter in the yean and in the
principal amounts corresponding to the Amortization Installments (as defined in the Resolution) as follows:
Year
Amortization
Installments
2020
2021
2022
2023
2024
2025*
+ maturity
Notice of redemption shall be given by the Registrar at least 30 days and not more than 60 days prior to
rhe redemption dare, by mailing an official redemption notice by first class mail, postage prepaid, to all Holders
of Series 1994 Bonds to be redeemed at their addresses as they appear on the registration books maintai.ned by the
4
Mandatorv Redemption
The Series 1994 Bonds maturing October l, 2019, are subject to mandatory redemPtion in Part Prior to
maturity by lot at a redemption price equal to the principal amount thereof, without premium, plus accrued interest
to the ied;mprion dare, beginning on October 1, 2014, and on each October I thereafter in the years and in the
principal amounts corresponding to lhe Amortization Instaltments (as deirned in the Resolution) as follows:
Amonization
Year Installments
Notice of Redemorion
$3,2s5,000
CITY OF DANIA, TLORIDA
Sales Tax Revenue Bonds, Series 1994
INTRODUCTION
The Purpose of this Official Statement including the cover page, slmmrry starement and all Appendices
is to set forth c€nain information in connection with the sale by the City of Dada, Florida (the "City') of its
$3,255,000 aggregate prircipal amount of Sales Tax Revenue Bonds, Series 1994 (the "Series 1994 Bonds"). The
Series 1994 Bonds are being issued pursuatrt to the authority of Chapter 166, Part II, Florida Srarutes, as amended,
Resolution No. _ adopted by the Ciry on _ , as supplemented (the 'Resolution"), and other applicable
provisions of law. The Series 1994 Bonds and the interest thereon are payable solely from and secured by a lien
upon and pledge of (i) the Sales Tax Revenues and (ii) until applied in accordaace with the provisions of the
Resolution, the proceeds of the Series 1994 Bonds and all moneys, including investments tbereoi il cenain of the
funds and accounrs established pursuant to the Resolution, all in the manner aad to the extent described in the
Resolution (collectively, the 'Pledged Funds'). See 'SECURITY AND SOURCES OF PAYMENT OF THE
SERIES 1994 BONDS" herein.
This Official Statement speaks only as of its date, and the information contained herein is subjecr ro change.
This Official Statement and any coninuing disclosure documents of the City are intended ro be made available prior
to the issuance and sale of the Series 1994 Bonds through William R. Hough & Co., 100 Semnd Avenue South,
Suite 800, 51. Pete$burg, Florida 33701, (813) 895-8880 and, thereafter, ttuough the Finatrce Director, Ciry of
Dania, Florida, 100 West Dania Beach Boulevard, Dania, Florida 33004, (305) 921-8700. Copies ofthe Resolution
included herein as Appendix C a.nd the financial information included herein as Appendix B may also be obtained
from the Fimnce Direoor.
This Official Statement contai$ descriptions of, among other matters, the Series 1994 Bonds, rhe
Resolution and the City. Such descriptions and information do nor purpon to be comprehensive or definitive. The
Resolution is set fonh in Appendix C of this Official Statement. The definitions of cenain capitalized words and
terms used in this Official Statemenl but not otherwise defined herein are also set forth in Appendix C. All
references herein to the Resolution and related documents are qudified in their entirety by reference to such
document, and reference herein to the Series 1994 Bonds are qualified in their entirety by referencc to the form
thereof included in the Resolution. This Official Statement also includes getreral information about the City and
Btoward County, Florida, attached as Appendix A.
The City
t cated in Broward County and inmrporated in 1904, the City of Dada encompasses a land arca of 6.7
square miles and is located contiguous to the City of Fon l-auderdale, which is the County seat of Broward County.
The City is generally bounded on the east by the lntracoasta.l waterway and the Atlantic Ocean, on the north by the
City of Fort kuderdale, on the west by State Road 7, and on the south by the City of Hollywood. The population
estimate for the Ciry of Dania as of September, 1992, as published by the University of Florida, Bureau of
Ecooomic and Business Research was 16,678.
I
General
The Series 1994 Bonds are dated as of February l, 1994, bear interest at the annual rates set forth on the
cover page hereof, are payable semianaually on April I atrd October 1 in each year commencing October 1, 1994,
and marure on October I in the years and principal amounts set forth on the cover page hereof.
The Series 1994 Bonds are issuable only in the form of fully registered bonds in denominations of $5,000
each or any integral multiple ftereof. Interest on the Series 1994 Bonds will be paid by check or draft of the Paying
Agent, mailed to the Holder thermf at such Holder's address as ir appears on the registration books at the close of
business on the 15th day (whether or not a business day) of the calendar month next preceding an interest payment
date. The City has engaged First Union National Bank of Florida, Miami, Florida to act as Registrar and Paying
Agent for the Series 1994 Bonds. The principal of and premium, if any, on the Series 1994 Bonds are payable upon
presentation and surrender thereof when due at the officE of the Paying Agent.
Interchangeability, Negotiability and Transfer
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 such Holder's attorney duly authorized in
writing, may, at the option of the Holder thereof, be exchanged for al equal aggregate principal amount of
registered Bonds of the same Series and maturity of any other authorized denominations.
The Bonds shall be ald have all the qualities and hcidents of negotiable instruments under the laws of lhe
State of Florida, subject to the provisioDs for registration and transfer contained ia the Resolution and in the Bonds.
So long as any of the Bonds shall remain outstanding, the City shall cause to be maintained and kept, at the office
of the Registrar, books for the registration and transfer of the Bonds.
Each Bond shall be transferable only upon the books of the City, at the office of the Registrar, under such
reasonable regulations as the City may prescribe, by the Holder thereof in person or by such Holder's attorney duly
authorized in writing upon surrender thereof togefter with a written instrument of transfer satisfactory to the
Registrar duly executed and guaranteed by the Holder or such Holder's duly authorized attorney. Upon the transfer
of any such Bond, the City shall issue, and cause to be authenticated, in the narne of the transferee a new Bond or
Bonds of the same aggregate principal mount and Series and maturity as the surrendered Bond. The City, the
Registrar and any Paying Agent or fiduciary of the City may deem ard treat the Person in whose name any
Outstaading Bond shall be registered upon the books of the City as the absolute owner of such Bond, whether such
Bond shall be overdue or not, for the purpose of rec-eiving payment of, or on account of, the priacipal or
Redemption Price, if applicable, and interest on such Bond and for all other purposes, and all such payments so
made to any such Holder or upon such Holder's order shall be valid and effectual to satisfy and discharge the
liability upon such Bond to the extent of the sum or sums so paid and neither the City nor the Registrar uor any
Payhg Agent or other fiduciary ofOe City shall be atrected by any notice to the contrary.
In all cases in which the privilege of exchanging Bonds or transferring Bonds is exercised, the City shall
execute and the Registrfi shall authenticate and deliver such Bonds in ac.ordarce with the provisions of the
Resolution. Execution of Bonds by the Mayor and the Clerk for purposes of exchanging, replaciag or transferring
Bonds may occur at the time of the original delivery of the Series of which such Bonds are a part. All Bonds
surrendered in any such exchaages or transfers shall be cancelled by the Registrar. For every such exchange or
transfer of Bonds, the City or the Registrar may make a charge sufficient to reimburse it for aoy tax, fee, expense
or other governmental charge required to be paid with respect to such exchange or transfer. The City and the
Registrar shall not be obligated to make any such exchange or transfer of Bonds of any Series during the fifteen (15)
days next preceding an Interest Date on the Bonds of such Series (other than Capital Appreciation Bonds and
variable Rate Bonds), or, in the case of any proposed redemption of Bonds, during the fifteen (15) days next
prec€ding the redemption date established for such Bonds.
2
DESCRIPTION OF TIIE SERIES T994 BOI\.DS
$3,255,000
CITY OF DANIA, FLORIDA
Sales Tax Reverue Bonds, Series 1994
SUMMARY STATEMENT
The City
lrcated in Browad County and hcorporated in 1904, the Ciry of Dania encompasses a land area of 6.2
square miles and is located co iguous to the City of Fort L:uderdale, which is the Counry seat of Broward County.
The Ciry is generally bounded on the east by the Intracoastal waterway and the Atlantic Ocean, on the north by rhe
City of Fon l:uderdale, on the west by State Road 7, and on the south by the Ciry of Hollywood. The population
estimate in Dania as of September, 1992, as published by the University of Florida, Bureau of Economic and
Business Research was 16,678.
The Series 1994 Bonds
Securitv for the Series 1994 Bonds
The Series 1994 Bonds and the interest thereon are payable solely from and secured by a lien upon and
pledge of (i) the Sales Tax Revenues and (ii) until applied in accordance with rhe provisions of the Resolurion, the
proceeds of the Series 1994 Bonds and all moneys, including investments thereof, in cenain of the funds and
accounts established pursuant to the Resolution, all il the manner and to the extent described in the Resolution(cruectively, the 'Pledged Funds'). See 'sEcuRITY AND souRCES oF PAYMENT oF THE sERIEs 1994
BONDS'herein.
Ad I Bonds
Pursuant to cenain requirements set fonh in fte Resolution the City may issue Additiooal Bonds payable
on a Parity with the Series 1994 Bonds. The Series 1994 Bonds and any Additional Bonds issued pursuant to the
Resolution are hereirafter referred to as the "Bonds.' See "SECURITy AND souRcEs oF PAYMENT oF THE
SERIES 1994 BONDS - Issuance of Additional Bonds' herein.
The Ciry of Dania, Florida Sales Tax Revenue Bonds, Series 1994 (rhe 'series 1994 Bonds') are issuable
only il the form of fully registered bonds in denominations of $5,000 prhcipal amount or any integral multiplethereof. lnterest on the Series 1994 Bonds is payable semiarurually on October l, 1994 and on each April l, and
October 1, thereafter by check or draft of First Union National Bark of Florida, Miami, Florida as the paying
Ageot and Registrar. Principal of aad premium if any on the Series 1994 Bonds witl be payable upon presentation
and surendered thereof when due at the officr of the paying Agent.
Puroose of the Series 1994 Bonds
The Series 1994 Bonds are beilg issued by the City of Dania, Florida (the 'Ciry') p[suanr ro Resolution
No.
---
adopted February
-,
1994, as supplemenled (the "Resolution') for fte purpose of (i) frnancing the
cost of acquiring, construcdng and erectiog a municipal fishing pier for the Ciry; (ii) refunding certain outstatrding
obligations of the City; (iii) funding a debt service reserve account for the Series 1994 Bonds; (iv) capitalizing
interest for 12 moDths; and (v) paying cenain costs incideDtal to the issuance ofthe Series 1994 BoDds. See "TIIE
PROJECT,' "REFINANCING PLAN,' and 'ESTIMATED SOURCES AND USES OF FUNDS" hereia.
CITY OF DANIA
PRG.FORMA DEBT SERI'ICE COYERAGE TABLE
1992Fiscal Year Ending SePtember 30,
Sales Tax Revenues 506,407
Maximum Annual Debt Service on
Series 1994 Bonds 212,5N 212,5W 2t2,5N 2t2,500 212,500
Coverage 2.36 2.43 2.44 2.38
(t) Fiscal Ycar 1992-93 was lhe firsl year rcvenue was Eccived fmm thc arca amexcd *esl of Rav.nswood Road
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
1989
500,861
1990
516,548
1991
518,361
1993
735,040(t)
3.46
rl
NO BROKER, DEALER, SALESMAN, OR OTHER PERSON HAS BEEN AUTHORIZED BY THE
CIry OR THE UNDERWRITER TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS
OTHER THAN THOSE CONTAINED IN THIS OFFICIAL STATEMENT, AND IF GIVEN OR MADE, SUCH
OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN
AUTHORIZED BY ANY OF THE FOREGOING. THIS OFFICIAL STATEMENT DOES NOT CONSTITUTE
AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY OF THE SERIES 1994 BONDS
AND THERE SHALL BE NO OFFER, SOLICITATION, OR SALE OF THE SERIES 1994 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 PUBLIC DOCUMENTS,
RECORDS AND OTHER SOURCES WHICH ARE BELIEVED TO BE RELIABLE, BUT IT IS NOT
GUARANTEED AS TO ACCURACY OR COMPLETENESS BY AND IS NOT TO BE CONSTRUED AS A
REPRESENTATION OF THE UNDERWRITER (EXCEPT AS TO ANY INFORMATION PROVIDED BY THE
UNDERWRITER IN WRITING AND SO NOTED HEREIN). THE INFORMATION AND EXPRESSIONS OF
OPINION HEREIN CONTAINED ARE SUBJECT TO CHANGE WITHOUT NOTICE AND NEITHER THE
DELTVERY OF THIS OFFICIAL STATEMENT NOR ANY SALE MADE HEREUNDER SHALL UNDER ANY
CIRCUMSTANCES CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE
AFFAIRS OF THE CITY SINCE THE DATE HEREOF.
THE SERIES 1994 BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF
1933 NOR HAS THE RESOLUTION BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939,
IN RELIANCE UPON EXEMPTIONS CONTAINED IN SUCH ACTS. THE REGISTRATION OR
QUALIFICATION OF THE SERIES 1994 BONDS UNDER THE SECURITIES LAWS OF THE
JURISDICTIONS IN WHICH THEY HAVE BEEN REGISTERED OR QUALIFIED, IF ANY, SHALL NOT BE
REGARDED AS A RECOMMENDATION THEREOF. NEITHER THESE JURISDICTIONS NOR ANY OF
THEIR AGENCIES HAVE PASSED UPON THE MERITS OF THE SERIES 1994 BONDS OR THE
ACCURACY OR COMPLETENESS OF THIS OFFICIAL STATEMENT.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
TABLE OF CONTENTS
Page
SUMMARY STATEMENT
DEBT SERVICE COVERAGE TABLE
INTRODUCTION . ...
The City
DESCRIPTION OF THE SERIES 1994 BONDS .
General . .
lnterchangeabiliry, Negotiability and Traasfer
Bonds Mutilated, Destroyed, Stolen or l,ost
Redemption Provisions
SECURITY AND SOURCES OF PAYMENT OF THE SERIES 1994 BONDS
General
l-ocal Government Half-Cenl Sales Tax . . .
PRO-FORMA DEBT SERVICE COVERAGE TABLE
Payment Pursuant to Municipal Bond losuranc€ Policy . . . . .
THEPROJECT...
ESTIMATED SOURCES AND USES OF FUNDS
DEBT SERVICE SCHEDULE
TAXEXEMPTION......
Federal Tax Matters . . .
Florida Tax Matters . . .
Original Issue Discount
LITIGATION
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS . .
UNDERWRITING
FINANCIALSTATEMENTS . . . .
RATINGS .
CAPITAL FINANCING ASSISTANCE PROGRAM
CERTIFICATE CONCERNING OFFICIAL STATEMENT
APPENDIX A
APPENDX B
APPENDIX C
APPENDIX D
APPENDIX E
General InformatioD Concerdtrg the City of Dania
Audited Fhancial Shtements of the City for the Fiscal Year Ended September 30, 1992
The Resolution
Form of Bond Counsel Opinion
Specimen Bond lnsuraace Policy
Issuanc€ of Additional Bonds
MUNICIPALBOND INSURANCE . . . .
AMBAC Indemnity CorPoratiou
REFINANCING PLAN . .
i
ii
I
I
2
2
3
t
5
5
5
6
7
7
7
7
8
9
9
t0
l0
l0
t2
t2
13
13
13
13
t4
l4
t4
t4
ENFORCEABILITY OF REMEDIES
In the oPinion ofBond undet extsting lata. assltming complionc? itith cerrain cownants in the Resolltioh , I hcrein, intercst on the SetiesI 994 Bonds k (a) excluded lton g . -one lot lederut hcone at purposei and (b) is not an iten oJ ta, prcference Jor purpo- ,he lederol altenative nininumat bnPosed on individuals and corporutions, and the Series 1994 Bonds and the interest thereon au "i^pi1i^ t^oiion'rier *e to*s il rt e stote ol noriaa, *ciptas lo estate toxzs and laxes on inkresl incohe or proflt on debt obligatiorzs o*ned by corporations,' as defned by Chapter 220, Firida Sratuie", ^ o^"*id.)lssuming the City can rcce ily ce ain representations and fndin{s nade by the city in'tte tisolution upon ;he bs;nce ;J the Seties lg94 Bonds, ttu Setics 1994B-on^ ore "quolifed trg-exempt obligations" vithin thz meaning ojsectio" zis1t11s;1o1*e tnunat nev"ri c"a" ol teai, i ri*a. see "TAX MATTEFS,,hercinJot a descriPtion oJ cenain Jederal minimufi ond other speciai taxes that nay inecine ax rcanent of interet in rhe Series 1994 Bonds.
NEW ISSUE
Dated: February l, 1994
$3,255,000
CITY OF DANIA, FLORIDA
Sales Tax Revenue Bonds, Series 1994
Ratings:
Moody's: Asa
Standard & Poor,s: AAA
(AMBAC Insured) See "Ratings" Her€in
Due: October I as shown below
Tlle City of Dania, Florida Sales Tax Revenue Bonds, series 1994 (&e 'series 1994 Bonds') will b€ issued in tully registcred form in denominarions of$5,000 each or any integral multiple thereof. lnlerEst due wi& respect ro &e scries 1994 BoDds is payablc semiannua y o; April l, and ocrober I of cach yearcorunencing october I ' 1994 by chcck ot draft of FiNt Union National Bank of Florida, Miami, Florida is ttre Paying Agenr ana n'egisrrar. principal ofand prcmiumila]ty_o-n tlt! Sgrils 1994 Bonds will be payable upon prEscntation and surr.nder lhercof when due at tlrc office of thi piying Agent. Se..DESCRIPTION OF THESERIES 1994 BONDS" herein.
The saries 1994 Bonds are subjecl to rEdcmption pdor !o DAtrrity in tbe marurer aDd at lhe times set forth herein.
__.._ The S€ries 1994 Bonds arc bcing issued punuant to Resolutio[ No. - ($e 'Resolution') of the City of Daria, Florida (the 'City,) for $e pueoseof (i) fmancing lhe cosl of acquirinS, consm)cong_ and^er.cring 2 municipal fisfr-g-pier for dre Ciry: fiii refunahgienaiD ;usaruing obligatiomof ,r," ciw;'tiiiifrrnding a debt service reservc eccount for the series 1994 Bonds; (iv) capializint inlere$ for 12 months; and 1v;-paying cenail costs hcidental to the issuance ofrhe Series 1994 Boitds. se! 'THE PRoTECT,' 'REFINANCING PLAN,' end 'ESTIMATED SoURCES AliD i:srion ruNos. tr"r"ir.
The Series 1994 Bonds and the intercsl thercon arc payable solely from and secured by e lien upon eId ptedSe of (i) 6e sales Tax Revenues, as defincd&d dcscribed berein' and (ii) until applied in acco.dance with the provisions of rhe Resolurion, lhe proceeds of rhe Siries li94 Bonds and aI moneys, inctudin!invesBents thereof, in celrain of the funds and accounls established pursuant ro the Resolurion. ali in dre mamer aad to the exteft described in the Resolution(collcctiv€ly, rhe 'PledSed F!nds'). See 'SECURITY AND SOURCES OF PAYMENT OF TIiE SERIES 1994 BONDS, hcrein.
Tbe Seri€J 1994 Bon& do trot coDslitd€ a gca€rrl obligrtioD or pledg. of th€ f6ith, credit or taxiDg power of the City, the Stat€ of Floridr or rDypolitic.l suMjvisioD th.reof within the Ee"ning ol etry coDstitutioDal or stltutot timitetioD. Neither the City, ihe Stete of [lorida Dor eny poutuf subaiGoithereof shall be obligat.d to exercise its ed valorea taxing power or sny oth€r taxilg lbwer in any form on any real or peruonal property iD the ciry to poyprincipsl of the S€ries 1994 BoDds or the ilrt€res( aDd pr€miuD, if atry, theraoB.
Payment of lhe principa.l of and interest on the Series 1994 Bonds when due will be iDsurEd by a municipal bond i.suraice policy ro be issued by AMBAChdemnity Coryoration simulqneously wilh thc delivery of the Series lg94 BoDds.
Mroriry
Oclober 1
1996
t997
1998
1999
2000
2001
Amount
$55,000
55,000
60,000
60,000
60.000
65,000
IDlrrcst
R.te
3.20%3.q
3.65
3.E0
4.00
4.10
Pricc or
Yield
1.30%
3.55
3.80
3.95
4.10
4.25
InteEst
Ratc
4.20
4.30r
4.&
4.50
4.70
4.80
Price or
Yield
4.35
4.45%
4.55
4.65
4.80
4.95
Matr.ity
Octobcr I
2ffi2
2@3
2@4
2005
20062W
Amount
65,000
70,000
75,000
75,000
80,000
85,000
The scries 1994 Bonds wi be ofercd when, as ond if issu.d anl rcccived by the lJndetu|riter, subject to approval as to tegow by Fol.! & latdneL,IacksonvilL, Flotida, Bond Couas.l. Cenain l.gal ,iaflefi will b. pdtr.d uponlot,he cir! b! Frunl c. AdLt, C)9 ,lnomey. k k etpcaci that tie Seiis lgg4 Bond.tin dertn itc lorn will b. awilabl. Jor dclivcry in N.v Yotk, New Yotk, on ot .lbot ! February 24, t994.
Term Bords
$275,000 5.00% Telm Bonds due October l, 2010 Price 97.7E8% !o yietd 5.20%
$315,000 5.00% TerEl Bo.ds due Oclober l, 2013 Prlce .t25/o toyictd 5.32%
$?95,m0 5.00% Term Bonds du€ Ocroter 1, 2Ol9 Pice 94.875% toyt td 5.31%
$1,065,000 5.00% Term Boods due Octobcr I, 2025 Pncc 93.625% to yietd 5.424%
t lus .ccrued iDterest from February l, 1994)
Dated: February 7, 1994
MATURITIES, AMOUNTS, INTEREST RATES AND PRTCES OR YIELDS
Scrht Botds
WILLIAM R. HOUGH & CO.
CITY OT DANIA, TLORIDA
OFFICIALS
CITY COLNCIL
Bobbie H. Gtace, Mayor
Robert Mikes, Vice-Mayor
Alben Jones, City Commissioner
John M. Benino, City CorDmissioner
Bill Hyde, City Commissioner
ADMIhIISTRATTVE STAII'
Robert F. Flarley, City Manager
Frant C. Adler, City Attomey
Marie J. Jabalee, Finance Director
Wanda Mullikin, City Auditor and Cl€rk
BOND COI]NSEL
Foley & lrrdner, Jacksonville, Florida
CERTIFIED PUBLIC ACCOLINTAIYTS
Grant Thornton
EXHIBIT B
(To be provided by the Purchaser.)
Purchase Contract
City of Dania, Florida
hoperty Value, Construction and Bank Deposits
Last Ten Years
Commercial
-
Construction
Number
of Units Value Value
Fiscal
Year
1983
1984
1985
1986
1987
1988
1989
1990
l99l
1992
Fisca.l
Year
1983
1984
1985
1986
1987
1988
1989
1990
l99l
t992
Propefiy
Values
Total
Deposits(1)
(Thousands)
$ 820,317
19,940,t2t
4,340,t82
12,732,378
14,76',1,778
6,781,563
3,s45,680
3,485,232
2,s89,600
2,501,240
Number
of Units
70
54
312
204
271
2',73
55
57
s 25s,r29
t,757 ,834
2,564,268
1,333,000
7 ,454,280
9,059,934
13,9@,274
7,019,M8
4,062,972
3,736,M0
$335,519,072
323,595,307
347 ,924,264
3&,296,685
412,063,858
484,94t,920
509,164,641
566,071,2W
63t,428,387
736,798,306
,,
l9
13
398
15
t2
8
6
-t
6
9
76
$4,897,939
5,406,r92
5,911,250
6,818,063
7 ,2U,861
7 ,587 ,316
8,095,567
8,60r,069
9,329,743
9,586,575
(1) Total deposits for Broward County Commercial Banks
SOURCE: Florida Bankers Association
Broward County Property Appraisers
City of Dania Growth Managemetrt Department
A-ll
Residential
Construction
DCOTA
CoDnecticut General Life Insurance Co.
Griffrn Rd. Joint Venture
Executive Life Insurance
Dania Jai-A.lai
Ravenswood Associates
Lancaster Steel
Equitable Life
B & B Contracling, Inc.
Pegasus Exea. Plat
City of Dania' Florida
Principal Taxpayers
September 30, 1992
Nature
of
Activiw
Offic€ Complex
Hilton Hotel
Sheratotr Hotel
Multifamily
Jai-Alai Frontotr
Manufacturing
Office/Warehouse
Warehouse/lnd.
Harbounowne Marina
Vacant
Assessed
Value
$ 35,005,270
21,500,000
18,778,660
1r,852,370
1l,535,460
5,392,910
5,125,530
4,U3,2',10
4,905,650
3.582,574
$)22.12J.6q
4.64%
2.85
2.49
1.57
1.53
.7t
.68
.61
.65
.47
TOTAL
(l) Propeny values assessed as of January 1, 1992 valuation.
SOURCE: Broward Coutrty Tax Rolls
16.20
A-t2
Percent of
Total
Assessed
Valuation( I )
Fiscal
Year
1983
t984
1985
1986
1987
1988
1989
1990
1991
t992
Fiscal
Year
1983
1984
1985
1986
t987
1988
1989
1990
1991
t992
Gross
Revenue(2)
$1,584,942
1,662,978
r,763,864
t,720,495
9r5,724
1,061,879
I,257 ,0t4
t,223,580
| ,697 ,276
2,271 ,513
City of Dania, Florida
Revenue Bond Coverage - Water and Sewer Bonds
Last Ten Fiscal Years (l)
Direct
Operating
Exnenses(3)
$1 ,trg,27 4
I,098,576
I,106,496
1,2243@
804,173
847,850
896,416
1,015,609
t,274,638
I,435,Ozt
Debt Service
Available
for Debt
Coverage
$465,668
564,402
65',7 ,368
496,131
111,551
214,029
360,598
zo7 ,97 t
422,638
836,492
Princioal
$80,000
82,000
83,000
50,000
50,000
55,000
55,000
60,000
60,000
60,000
lnterest Total Coverase
$53,787
50,763
47 ,668
44,43R
42,43E
40,338
37 ,036
34,638
30,812
30,8t2
s133,787
132,763
130,668
94,438
92,438
95,338
92,036
94,638
90,812
90,812
$3.48
4.25
5.03
5.25
1.2t
2.24
3.92
2.20
4.65
9.2r
(l) Both Water aDd Sewer Funds are included in yean 1983 through 1986. Water Fund bonds matut€d ia fiscal year ended
September 30, 1986. Years 1987 through presenl represent the Sewer Fuud only.
(2) Tota.l revenues include interest eamed.
(3) Total operating expense exclusive of depreciation.
A-9
City of
Dania
Population
816
|,623
4lt
647
3,865
1,324
656
840
1,613
935
294
City of Dania' Florida
Demographic Statistics
City of Dania and Broward County Populetion(l)
1990 Census Count
Broward
County
Pooulation Year
Broward County
U Rate (2)
Ace
G,5
5-17
18-20
21-24
2544
45-54
s5-59
60-64
6s-74
15-U
E5+
Rate
78,980
r'77 ,538
41,078
61,404
401,t28
124,081
51,727
58,712
133,438
102,28t
25,02t
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
5.0
4.8
4.4
4.2
4.1
5.0
5.2
7.4
6.1
l-ess than $10,000
S10,000 to $14,900
$15,000 to $24,900
$25,000 to $34,900
$35,000 to $40,900
$50,000 to S74,900
$75,000 or more
Distribution of 1990 Households by Inmme (%) (3)
t9.1%
11.7
23.O
t7.l
t4.7
10.0
4.4
(1) SOURCE: Broward County Planning and Admidstrative Systems Division 1990 Census data.
(2) SOURCE: Florida Department of labor and Employment Security for Broward CouDty.
(3) SOURCE: CACI, Inc.
A-10
Principal
$57,77t
t04,423
75,155
75,155
59,795
50,000
147,000
191,270
171,250
147 ,779
City of Dania, Florida
Ratio of Annual Debt S€rvice Expenditure for
General Long-Term Debt to Total General Expenditures
Last Ten Fiscal Years
Fiscal
Years
1983
1984
1985
1986
1987
1988
1989
1990
l99l
t992
Interest
$ 9,976
20,125
13,934
11,835
s,433
t4,570
123,108
97 ,875
87,070
81,016
$ 5,314,976
5,705,431
6,206,9t6
6,825,848
8,103,025
8,471,257
8,498,169
9,t16,664
10,191,080
1'1,929,823
Total
Debt
Service
$ 67,231
124,548
89,089
86,990
65,227
64,570
270,107
289,145
258,320
228;195
Total
General
Expenditures( l)
Ratio of Debt
Service to
Total General
ExDenditures
1.3%
2.2
1.4
1.3
0.8
0.8
3.2
3.2
2.5
1.9
Note:
(1) Includes General and Special Revenue Funds prior ro 1987.
A-7
Jurisdiction
Ciry of Dania
Broward County
Broward County School Board
City of Dania' Florida
Computation of Direct and Overlapping Debt
September 30' 1992
Net Debt
PerceDtage
Applicabte
To Dania(1)
$ 1,192,465
416,525,000
298.952.056
00.00 %
L52
1.52
Amount
Applicable
To Dania
$ |,192,465
6,33 l , 180
4.544.071
$12-q67.7.r_0Totalu15.059121
(1) Percenhge of tarable va.lue of property in Dania to taxable value of properry in overlapping unit.
A-8
Real
ProDertv
$341,923,696
338,595,295
362,222,654
377,6tO,779
420,169,7W
581,st6,872
609,978,507
661,901,397
730,899,7 67
851,294,146
Personal
ProDertv
Gross
Total
$386,290,081
382,985,783
408,087,070
420,789,92t
472,273,807
644,626,995
676,439,744
728,117,505
801,554,410
931,s52,843
Exemptions(1)
Net
Assessed
VaIue
City of Dania, Florida
Assesed and Estimated Actual Value of AII Taxable Propeny
Last Ten Fiscal Years
FiscaI
Years
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
$44,366,385
44,390,488
45,8@,4t6
43,179,142
52,l0/.,107
63,1 10,123
66,461 ,237
66,216,108
70,654,&3
80,258,697
$ 50,771,009
59,390,476
60,162,m6
fi,493,236
@,209,949
159,685,075
167 ,27 5,103
t62,046,215
170,126,023
t94,754,537
$335,519,072
323,595,307
347 ,924,264
360,296,685
412,063,858
484,941 ,920
509,164,641
566 ,O',t 1 ,790
63t,428,387
736,'198,306
SOURCE: Broward County Property Appraiser's Office and Florida Depanment of Revenue
NOTE: For each fiscal year ending September 30, property is vatued as of January 1st of the preceding calendar
year.
(1)Lncludes exemptions for agricultural and govemmental properties as well as homestead exemptions
beginning in 1988. Prior years include homestead exemptions only.
A-5
SFWMD Parks
South
Florida
Hospital
Pon
Everqlades FIND (2}
(
Ycars !a CountY
TAX RATES:
Total
l9E3
l9E4
1985
1986
l9E7
1988
1989
1990
t99l
t992
TAX I,EVIIiIS:
l9E3
1984
1985
1986
1987
r 988
1989
1990
r 99l
1992
5.3170
5.3170
5.2390
5.2390
5.1700
4.7500
5.9000
5.?800
5.7800
5.7800
$1,7E3,955
I,729,647
l,78r,850
I,848,231
1,953,2E1
2,329,417
3,00{,071
3,244,229
3,il9,656
4,381,403
5.0124
5.0514
4.qxx)
5.1340
5.5030
5.8290
6.0117
6.605E
6.8129
't.2275
t,7l l,953
t,634,$9
t,7M,E29
I,E49,?63
2,261,587
2,2826.126
3,094,550
3,133,t4
4,314,48'l
5,478,@9
6.6526
7.4126
7.6621
?.5910
7.9060
7.9060
8.2500
9.1218
9.6086
9.925E
0.3840
0.3990
o.4270
0.4390
0.5130
0.49?0
0.5470
0.5470
o.5470
0.54?0
$128,839
129,I l5
148,564
158,170
2l1,389
241,016
278,5t3
3@,126
345,391
414,641
1.00m
o.9685
0.1500
0.1491
0.1430
$335,519
313,402
52,lt9
53,120
58,925
2.0863
2.0172
1.5001
1.5417
1.7054
1.8605
2.1200
2.l5EE
2.0935
2.t113
$ 699,93
652,756
52t,921
555,469
702,114
902,234
1,W9,429
|,220,015
l,321,895
I,@4,n3
0.1736
0.2814
20.8259
2t,4531
t9.8782
20.0938
20.9404
20.m95
22.9142
24.8204
24.9t70
25.6506
$ 7,017,683
6,951,213
6,8?5,184
7.20o,365
E.551,699
10,!65,835
lt,677,283
14,@4,572
15,733,301
19,,143,8?8
$125,350
93,001
0.5700
322,t24
0.0670
0.0395
0.0370
0.0550
0.0530
$2,232,O14
2,398,683
2,665,831
2,735,O12
3,351 ,177
3,833,951
4,200,608
5,155,006
6,067,143
1,5U,037
$32,491
20,12
20,910
34,729
40,175
(
SOURCE
(l)
(2\
Brclf,ard Courty Revanuc Collcction Division.
Prcpcny tax ratcs arc bascd on cach $1,000 of nct assrsscd valuc. Tar ratcs arc pcr calendar ycar
Florida Ir ard NaviS.tion District.
A-6
CITY OF DATUA, TLORIDA
PROI'ERTY TAX RATES (T) AT{D TAX LEVIES
ALL DTRECT AIID O}'ERLAPPING GO}'ERNMENTS
LAST TEN FISCAL YEARS
Schools
Property
Taxes
City of Dania, Florida
General Governrnental Revenues by Source(l)
Last Ten Fiscal Yers
Fiscal
Year
$l,691,666
1,639,864
1,770,325
1,741,8U
t,913,537
2,21t,708
2,854,762
3,125,905
3,514,128
4,081,684
Inter-
Govemmental
$ 982,405
1,106,599
1,2t8,287
t,249,732
1,023,805
l,098,300
I,098,159
1,163,117
1,060,216
| ,462,977
Utiliry
Taxes
$ 814,373
894,952
949,819
1,046,403
1,t97 ,489
r,270,374
I,4t1,826
t,436,679
I,670,990
r,886,239
Rents &
Fees
$ 476,400
632,950
857,851
914,452
|,254,526
t,098,822
1,252,954
1,377 ,713
1,610,629
| ,977 ,161
Frarchise
Taxes (2)
1983
1984
1985
1986
1987
1988
1989
1990
t991
1992
$415,883
489,257
536,895
574,034
606,168
669,168
611,904
743,674
892,902
957,909
FiscaI
Year
1983
1984
1985
r986
1987
1988
1989
1990
l99l
1992
Licenses &
Permits
Fines &
Forfeitures
$ 183,669
210,309
190,260
136,5t7
226,3t1
344,925
307,680
31 1, t61
252,527
32t,582
$ 220,664
355,732
342,4t4
453,636
632,890
544,812
582,632
605,935
504,865
523,520
Misc.
$ 178,702
149,909
156,326
t45,992
126,927
t09,716
14?,658
224,635
164,28r
r47 ,659
$ 4,963,762
5,479,572
6,022,t77
6,262,650
6,981,653
7 ,347 ,723
8,2&,575
8,988,818
9,670,538
1l,358,73 r
Notes:
(l) General Fund revenue only.
(2) Franchise fees assessed at the following rates:
Source: Comprehensive Annual Filancial Repon for the Fiscal Year Ended September 30, 1992.
A-3
Total
FPL 6Vo
Southern Bell l%
Cable TV 5%
Pmples Gas 6%
Total
Tax l-ew
$l,783,955
1,729,&',l
1,781,850
I,848,231
1,953,287
2,329,417
3,004,071
3,244,229
3,651,80?
4,258,694
Perctnt of
k\.Y Collected
$32,244
t4,672
15,043
9,275
89,?59
24,658
47 ,072
14,855
97 ,632
37 ,391
City of Dania, Florida
koperty Tax Levies and Collections
Lsst Ten Fiscgl Years
Fiscal
Year
1983
t984
1985
1986
t987
1988
1989
1990
r99 t
1992
$t,712,202
r,675,97
|,756,399
1,779,51t
1,883,565
2,2s0,371
2,894,702
3,197 ,386
3,523,397
4,169,7',18
96.07o
96.9
98.6
96.3
96.4
96.6
96.4
98.6
96.5
97 .9
A4
Delinquent Tax
Collections
Curlent
Collections
APPEIIDI A
GENERAL INFORMATION CONCERNING TIIE CITY OF DANIA
General
The City of Dania is a substantially developed community located in eastern-ce ral Broward County,
Florida. It is primarily a residential and shopping communiry.
l,ocation
Dada is located in Broward County and is approximately three miles from the beach. The city is adjac€nt
to Ft. l.auderda]e and easily ac.€ssible by all major highways. The Ciry is within 20 minutes of a major airpon,
Ft. t-auderdale Intemational Airport.
Dania is located five minutes from lwo major highways: I-95 and the access route to the Florida Turnpike.
Both roads lead south to Miami and the Florida Keys, or north to Ft. t:uderdale, the Palm Beaches, and Orlando.
GoYernment Structure
The City of Dania was incorporated in 1904 and operates under a Commission-Manager form of
Sovernment. The City Commission is comprised ofa Mayor and four commissioners and is responsible for enacting
ordinance, resolutions and regulatiotrs goveming the Ciry as well as appointing all depanment heads including the
City Manager, City Attorney and City Auditor and Clerk. As Chief Administrative Offic€r, rhe City Manager is
responsible for enforcement of laws and ordhances and supervises the depanment heads of the City.
A-l
City of Dania' Florida
General Governrnenlal Expenditur6 by Function(l)
Last Ten Fiscal Years
1983
1984
1985
1986
1987
1988
1989
1990
1991
t992
Fiscal
Year
r983
1984
1985
1986
1987
1988
1989
r 990
1991
t992
$1,513,754
r,724,722
r,885,172
2,t35,552
2,759,354
2,881,317
2,026,719
|,344,223
l,509,285
|,666,34s
Economic
Environment
$110,514
1t7 ,268
148,658
200,r28
234.880
274,t82
292,19s
464,097
528,378
565,145
Public
Safetv
$2,276,575
2,388,680
2,595,O54
2,758,440
3,099,434
3,429,309
3,920,924
4,491 ,57 5
5,128,098
6,2ts,773
Human
Services
$55,807
57,908
66,250
68,602
54,085
51 ,860
42,730
52,766
61,888
9,4t5
Highways
& Stre€ts
$ 5?0,383
567 ,6t3
718,662
818,577
801 ,405
888,069
879,684
1,236,843
t,425,016
I,111,628
Capital
Outlav
$282,r76
223,0t6
137 ,147
t54,t28
178,306
129,411
153,442
113,391
78,383
163, 1 16
Cultural/
Recreation
$3t2,620
321,388
347 ,416
367,U7
640,766
391 ,895
417 ,07 t
@5,599
670,822
856,070
Physical
Environment
$ r25,400
180,288
218,868
235JU
269,568
3ffi,644
422,397
479,025
530,8m
1,0s8,536
Debt
Sewice
$ 67 ,747
124,548
89,089
86,990
65,227
,570
270,107
289,r45
258,320
228,795
Total
$ 5,314,976
5,705,431
6,206,916
6,825,848
8,103,025
8,471,257
8,445,269
9,116,664
10,191,080
rr,929,823
Note: (1) General Fund expenditues only.
Sourcr: Comprehensive Arurual Fimncial Report for the Fiscal Year Ended September 30,1992.
A-2
Fisca.l
Year
General
Govemment
Al the time of the delivery of &e Series 1994 Bonds to the Underwriter, the Ciry will provide to rhe
Utrderwriter a certificate (which may be hcluded in a consolidated closing c€niFlcare of the Ciry), signed by rhose
Ciry officials who signed this Official Statement, relating to the accuracy and completeness of this Official Stalement
and to its being a 'final official statement' in the judgment of the City for purposes of SEC Rule l5c2-12(bx3).
CITY OF DANIA, FLORIDA
By 0 A u.--
Bobbie H., Mayor
By
Robert F. Flatley, City Manager
By
15
Mullikin, City Auditor and Clerk
[THIS PAGE INTENTIONALLY LEFT BLANK]
Owners of Discount Bonds who did not purchase such Discount Bonds in the initial offering at the issueprice should consult their own tax advisors with respect to the tax consequences of owning such Discounr Bonds.
Ownen of Discount Bonds should consult their own tax advisors with respeat to the stale and local tar
consequences of the Dismunt Bonds. It is possible that under the applicable provisions governing the dekrminarionof state and local income tares, accrued original issue dismunt on rhe Dismunt Bonds may be deemed to be
received in the year of accrual, even lhough there will not b€ a corresponding cash payment until a later year.
LITIGATION
Ia the opinion of Frank C. Adler, City Attomey, no legal proceedings are pending or to rhe best of his
knowledge threatened which materially affect the City's abiliry to perform its obligarioos to the Holders ofthe Series
1994 Bonds and there is no litigation or cotrtroversy of any nature now pending or, to the best of his knowledge,
threaletred to restrain or enjoin the issuance, sale, execution or detivery of the Series 1994 Bonds or in any way
contesting the validity of the Series 1994 Bonds or any proceedings of the Ciry taken with respect to rhe
authorization, sale or issuance of the Series 1994 Bonds or the pledge or application of any moneys provided for
the payment of the Series 1994 Boods.
DISCLOSURE REQI]IRED BY ILORIDA BLUE SKY REGI'LATIONS
Section 517.051, Florida Statutes, as amended, and the regulations promulgated thereunder (the 'Disclosure
Act') requires that the City male a full and fair disclosure of any bonds or o&er debt obligations thar it has issued
or guaranleed and that are or have been in default as to principal or interest at any time after Deccmber 31, 1975
(including bonds or other debt obligations for which it has sewed only as a conduir issuer such as indusrrial
development or private activity bonds issued on behalf of private businesses). The City is tror and has not been in
default as to priacipal or interest on any of its bonds or orher debt obligations.
EMORCEABILITY OF REMEDIES
The remedies available to &e owners of the Series 1994 Bonds upon ar event of default under the
Resolution are in many respects dependeni upon judicial actions which are often subject to discretion and delay.
Under existing constitutional and statutory law and judicial decisions, the remedies specified by the Resolution and
the Series 1994 Bonds may not be readily available or may be limited. The various legal opinions to be delivered
conculrently with the delivery of the Series 1994 Bonds (including Bond Counsel's approving opinion) will be
qualified as to the enforceability of the various legal instruments by limitations imposed by bankruptcy,
relrganization, insolvency or other similar laws affectirg the rights of creditors enacted before or after such
delivery.
LNDERWRITING
The UnderuTiter reflected on the cover page hereof has agreed, subject to c€nain conditions, to purchase
the Series 1994 Bonds from the City at a purchase price of approximately 95.032% of rhe pr value (representing
the original principal amount of the Series 1994 Bonds, less original issue discounr of $134,615.40 and less
Underwriler's discount of $27,081.60) plus accrued interest through the date of delivery of the Series 1994 Bonds.
The Underwriter will be obligated to purchase all of the Series 1994 Bonds if any are purchased. The Series 1994
Bonds are being offered for sale to the public at the prices or yields shown on the cover of this Official Statement.
The offering price and other selling terms of the Series 1994 Bonds may be varied by the Underwrirer from time
to time.
13
FINANCIAL STATEMENTS
The audited financial statements of the City for the Fiscal Year ended September 30, 1992 included herein
as Appendix B are an integral pan of this official Statement. The auditor has Performed no services in connection
herewith and is nor associated with this offeriag.
RATINGS
Shndard & Poor's Corporation and Moody's Investors Service, Inc. have assigned their municipal bond
ratings of . fuq,A' and 'Aaa', rispectivety, to this issue of Series 1994 Bonds with the understanding that upon
deliv-ery of the Series 1994 Bonds, a policy insuring the payment wheo due of the principal of and interest on the
Series 1994 Bonds will be issued by AMBAC Indemnity Corporation.
CAPMAL FINANCING ASSISTANCE PROGRAM
The City has been assisted during the course of this financing by a program sponsored by the Florida
League of Cities, Inc. klown as the Capital Financing Assistance Program ('CFAP'). The First Muicipal Loan
Corircil, which was created in 1985 pursuant to the Florida lnterlocal Cooperation Act of 1969, administers this
program. CFAP is designed primarily to assist smaller govemmental borrowers in tax-exempt financings. CFAP
ieeks to facilitate acccss for such borrowers to the capital market and lower borrowilg costs for the govemmental
entity. The Capiral Fhancing Assisrance Program has not independently reviewed the creditworthiness of the City
and offers no advice to prospective Holders conceming investment in the Series 1994 Bonds.
Coocurently wi
CERTMCATE CONCDRNING OFFICIAL STATEMENT
th the delivery of the Series 1994 Bonds, the City wiu fumish its cenifrcate, executed by
the offlcials who signed this Official Statement, to the effect that, to the best of their knowledge, this Official
Statement, as of ils and as of the date of delivery of the Series 1994 Bonds, does not contarn an untrue
staEment of a materi fact and does not omit to state a material fact which should be included therein for the
purpose for which Official Statement is to be used, or which is necessary to make the statements contained
therein, in the li of the circumstances under which they were made, not misleading.
14
For foreign corPorations operating branches in the United States, SectioD 884 of the Code imposes a branch
level tax on cenain eamings aDd profits in tax years begiming after 1986. Interest on tax-exempt obiigations, such
as the Series 1994 Bonds, may be included in the determination of such domestic branches' taxable base on which
this tax is imposed.
Passive investment income, includtrg interest on the Series 1994 Bonds, may be subject to federal income
taration under Section i375 of the Code for S corporadons which have subchapter C eamings and profits at the
close of the taxable year and greater than 25% of the gross receipts if the S corporation consists of passive
iuvestment income.
florida Tax Matters
It is also the opinion of Bond Counsel that, under existing law, the Series 1994 Bonds and rhe inrerest
thereon are exemPt from taxation under the laws of the State of Florida, except :rs to estate taxes and taxes on
interest, income or profits on debt obligations owned by corporations, as defined by Chapter 220, Florida Statutes,
as amended.
Original Issue Discount
In the opinion of Bond Counsel, under existing law, the original issue discount in the selling price of each
Series 1994 Bond (the "Discount Bonds"), to the extent properly allocable to each o$,ner of a DiscoutrI Bond, is
excluded from gross income for federal income tax purposes to the same extent that any interest payable on such
Discount Bond is or would be excluded from gross income for federal income tfi purposes. The original issue
discount is the exc€ss of the stated redemption pric€ at maturity of such Discount Bond over the initiat offering pric€
to the public, excluding underwriters or other intermediaries, at which price a subsrantial amount of such Discount
Bonds were sold (the 'issue price").
Under Section 1288 of the Code, original issue discount on tax-exempt bonds accrues on a mmpound
interest basis. The amount of original issue discount that accrues to an owner of a Discount Bond during any
accrual period generally e4uals (i) the issue price of such Discount Bond plus the amount of original issue discount
accrued in all prior accrual periods multiplied by (ii) the yield to maturity of such Discount Bond (determined on
the basis of compounding at the close of each accrual period and properly adjusted for the length of each accrual
period), less (iii) any interest payable on such Discount Bond duriag such accruat period.
The amount of original issue discount so acarued in a panicular accrual period will be considered to be
received ratably on each day of the accrual period, and will increase the owDer's tax basis in such Discount Bond.
The adjusted tax basis iD a Discount Bond will be used to determine tarable gain or loss upon a disposition (e.g.,
upon a sale, exchange, redemption, or payment at maturity) of such Discount Bond.
If a Discou:rt Bond is purchased for a cosl that exceeds the sum of the issue price plus accrued interest and
accrued original issue dismunt, the amount of original issue discoutrt that is deemed to acarue thereafter to the
purchaser is reductd by al amount that reflects amortizaiion of such excess over the remaining term of such
Dismunt Bond.
As described above regarding tax€xempt interest, a portion of the origiaal issue discount that accrues in
each year to alr owter of a Discount Bond may result in c€nain collateral federal income tax consequences. In the
case of a mrporation, such portion of the original issue discount will be included in the calculation of the
mrporation's altemative minimum tax liability, the environmental tax liability and the branch profits tax liability.
Corporate owners of any Discount Bonds should be aware that the accrual of original issue discount in eacb year
may result in an altemative minimum tax liability, a.n environmenlal tax liability or a branch proflts tax liability
although the owners of such Discount Bonds will not receive a corresponding cash payment until a later year.
t2
cause interest on ttre Series 1994 Bonds to be inctuded in gross income retroactive to the date of issuance of the
Series 1994 Bonds.
Subject to the mndition that the City comply with the pertinent requirements of the Code, under existi-ng
law, in the opinion of Foley & t ardner, Bond Counsel, interest on the Series 1994 Bonds will be excluded from
the gross income of the owners thereof for federal income tax purposes and will not be treated as atr item of tax
preference in computing the altertrative minimum tax for hdividuals and corporations. Reference is made to a
proposed form of the Bond Counsel opinion attached hereto as Appendix D for Ue complete text thereof.
ln rendering the opinion, Bond Counsel will rely upoD c€rtificates of the City with respeci to certain
malerial facts relating to the property financed with the proceeds of the Series 1994 Bonds and the aPplication of
the proceeds of the Series 1994 Bonds.
The Code contains numerous provisiotrs which mutd affect the economic value of the Series 1994 Bonds
1o certain owners of the Series 1994 Bonds. The following is a brief summary of some of the significant provisions
rhar may be applicable to particular owners of the Series 1994 Bonds. Prospe.tive owners ofthe Series 1994 Bonds,
however, should consult their own tax advisors with respect to the impact of such provisions on their own tax
situations.
Assuming the City ca.n recenify c€nain representations and findings made by the City in the Resolution
upon the issuance of rhe Series 1994 Bonds, the Series 1994 Bonds are 'qualified tax-exemPt obligations" (within
the meadng of Section 2650)(3) of the Code), and in the case of cenain financial institutions (within the meadng
of Section 265OX5) of the Code), a deduction is allowed for 80% of that portion of the interest expense of such
fmancial institutiotrs which shall be allocable to interest on the Series 1994 Bonds.
Insurance companies (other than life insurance companies) are required to reduc€ the amount of their
deductible underwriting losses by 15% of the amount of ta(€xempl interest rec€ived or accmed on certain
obligations, including rhe Series 1994 Bonds, acquired after August 7, 1986. If the amount ofthe reduction exceeds
the amount otherwise deductible as losses incurred, such excess may be includable in income. Life insurance
companies are subjed to simitar provisions under which taxable income is increased by reason of receipl or accrual
of tax-exempt irterest, such as interest on the Series 1994 Bonds.
Interest on the Series 1994 Bonds must be included in the 'adjusted curreDt eamings' of corporations (other
than S corporations, regulated investment companies, real estate investment trusts and REMICs), and such
corporationi are required to include in their calculation of alternative milimum taxable bcnme 75% of the excess
of adjusted curent earnings over alternative minimum taxable income (determined withoul regard lo this adjustment
and prior to reduction for cenain net operaling losses).
An environmental tax is imposed on mrporations (other tban S corporations, regulated investment
companies, real estate investment trusts a.nd REMICS) by Section 59A of tbe Code. The amount of the
environmental tax is equal to 0 . I 2 % of the excess of the alternative minimum tfiable ircome (determined without
regard to Det operating losses and the deduction for the environmetrtal tax) over $2 million. The environmental tax
may be imposed even if the corporation pays no altemative minimum tax because the corporation's regular income
rax liabiliry exceeds its altemative minimum lax liability. For purposes of the environmental tar, altemative
minimum taxable income includes interest on ta(-exempt obligations, such as the Series 1994 Bonds, to the same
extent and in the same manner as such itrterest is included in altemative taxable income as described il the preceding
paragraph.
Certain recipients of social security benefits atrd railroad benefits are required to include a portion of such
benefits in gross income by reason of the rereipl or accrual of interest on tax-exempt obligations, such as the Series
1994 Bonds.
1l
(Marked up copy of POS)
E-l
EXHIBIT E
EXHIBIT F
February _, 1994
City Commission
City of DaniE Florida
100 West Beach Boulevard
Dani4 Florida 33004
William R. Hough & Co.
100 Second Avenue South
Suite 800
St. Petersburg, Florida 33701
$3,255,000
CITY OF DANIA
SALES TAX RET/ENUE BONDS, SERIES 1994
Ladies and Gentlemen:
I have acted as counsel to the City of Dani4 Florida (the "City") in connection with its sale of the
above-captioned Bonds (the "Series 1994 Bonds") to the Underwriter named in the Bond Purchase Agreement
dated February 8, 1994, (the "Purchase Contracl") between the Underwriler and the City. The Series 1994 Bonds
are being issued pursuant to the Constitution and laws of the State of Florida including the Chaprer 166, Partll, Florida Statutes, as amended, and other applicable provisions of law (collectively the "Act") and a resolution
adopted by the City Commission of the City on February 8, 1994, as supplemented (collectively the
"Resolution").
In connection therewith I have examined originals or copies certified or otherwise identified to my
satisfaction of (i) the Resolution, (ii) the Purchase Contract, (iii) the Official Statement relating to the Bonds,
and (iv) such other documents and matters of law as I have deemed necessary in connection with the following
opinions. Terms not otherwise defined herein shall have the meaning set forth in the Purchase Contract.
The opinions set forth below are expressly limited to, and I Opine only with respect to, the laws of the
State of Florida and the United States of America.
Based on the foregoing, I arn of the opinion that:
l. The Resolution has been duly adopted by the City and the Purchase Contract and the Series
1994 Bonds have been duly authorized, executed and delivered by the City and the Resolution, the Purchase
Contract and the Series 1994 Bonds constitute valid, Iegal and binding agreements of the City enforceable in
accordance with their terms; provided, however, the enforceability thereof may be subject to bankruptcy,
insolvency, reorganization, moratorium and other similar laws affecting creditors' rights generally and subject,
as lo enforceability, to general principles of equity.
F-l
City Commission
City of Dani4 Florida
February 7, 1994
Page Two
2. The City is a municipal corporation duly existing under the Constitution and laws of the State
and has good right and lawful authority to issue the Series 1994 Bonds, to secule the Series 1994 Bonds in the
manner provided in the Resolution, to carry out its powers under the Act and to perform all of its obligations
under the Resolution and th€ Purchase Conuact.
3. No consent, waive, or any olher action by any penion, board or body, public or private, other
than the approval of the City which has been duly and validly obtained, is required as of the date hereof for
the City to issue the Series 1994 Bonds or adopt the Resolution, ot to execute and deliver the Purchase Contract
or lo perform its obligations under any of the foregohg.
4. To the besl of my knowledge, the adoption of the Resolution, and the execution and delivery
of the Purchase Contract and the Series 1994 Bonds and compliance with the provisions of each do not and will
not conflict with or constitute a breach of or default under any applicable law or administrative regulation of
the State of Florida or any applicable judgment or decree or any trust agreement, loan agreement, bond, note,
resolution, ordinance, agreement or other instrument to which the City is a pafiy or is otherwise subject.
5. There is no litigation or proceeding, pending or to the best of my knowledge, threatened,
challenging the creation, organization or existence of the City, or the validity of the Series 1994 Bonds or the
Purchase Contract, seeking to restrain or enjoin any of the transactions referred to therein or contemplated
thereby, or under which a determination adverse to the City would have a material adverse effect upon the
financial condition or the revenues of the City, or which, in any manner, questions the right of the City to issue
the Series 1994 Bonds or to pledge the Pledged Funds for repayment of the Series 1994 Bonds or to otherwise
meet its obligations under the Resolution.
6. Nothing has come to my attention that would lead me to believe that the Official Statement as
of its date or as of the date hereof contains any untrue statement of a material fact or omits to state a material
fact necessary to make the statements therein, in the Iight of the circumstanccs under which they were made,
not misleading.
7. The Official Statement has been duly authorized, executed and delivered by the City, and theCity has consented to the use of the Official Statement and the heliminarv Official Statement bv the
Underwriter.
8. The City is lawfully empowered to pledge and grant a lien on the Pledged Funds for the
payment of the principal of, redemption premium, if any, and interest on the Series 1994 Bonds.
9. The Series 1994 Bonds have been duly authorizrd, executed and delivered by the City and
constitute valid and legally binding limired obligations of the City.
I express no opinion with respect to compliance with "blue sky" or securities laws of any state of the
United States, with the registralion requirements of the Securities Act of 1933, as amended, or wilh the Trust
Indenture Act of 1939, as amended.
F-2
City Commission
City of Dani4 Florida
February 7, 1994
Page Three
This opinion shall not be deemed or treated as an offering circular, prospectus, official statement or
other disclosure statement to be used in connection with the sale or delivery of the Bonds. In addition, this
opinion is predicated upon present laws, facts and circumstances, and I assume no obligation to update this
opinion if such laws, facts or circumstances change after the date hereof.
This letter is solely for your benefit, and it is not to be used, circulated, quoted or otherwise referred
to for any purpose other than the sale ofthe Series 1994 Bonds and may not be relied upon without my express
written permission, except that reference may be made to it in any list of closing documents petaining to the
sale and delivery of the Series 1994 Bonds.
In this regard, I hereby consent to the reliance by Bond counsel on this opinion to the extent set forth
in their opinion rendered in connection with the issuance and delivery of the Series 1994 Bonds.
V€ry truly yous,
Frank C. Adler
Attomey for the City
F-3