Fort Walton Beach Resolution — 2013-12--Capital Improvement Revenue — reading text

282, 127. 00 07/ 01/ 2029 288, 365. 00 07/ 01/ 2030 293, 998. 00 07/ 01/ 2031 299, 010. 00 Prior to January 1, 2019 the Note may be prepaid in whole, but not in part, on any Interest Payment Date at the option of the City, from any moneys legally available therefor, upon 10 days prior written notice to the Lender, .by paying to the Lender 101% of the outstanding principal amount of the Note, together with the unpaid interest accrued on the outstanding principal amount of the Note to the date of such prepayment. Beginning January 1, 2019 the Note may be prepaid in whole onany Interest Payment Dace or in part on any July 1, commencing July 1, 2019, at the option of the City, from any moneys legally available therefor, upon 10 days prior written notice to the Lender, without a prepayment premium, by paying to the Lender the principal amount of the Note to be prepaid, together with unpaid interest accrued on the portion of such principal prepaid. In the event of partial prepayment, the Loan shall be reamortized, utilizing the remaining principal balance over the remaining term of the Loan. Capitalized terms used herein and not defined are used as defined in the Agreement. This Note is issued under the authority of Chapter 166, Florida Statutes, as amended, the City Charter and other applicable provisions of law, and pursuant and subject to the terms and conditions of Resolution No. 2013 -12 duly adopted by the City Council of the City on April 23, 2013 ( the ' Resolution'), to which reference should be made to ascertain those terms: and conditions. Subject to the limitations and restriction set forth in the Agreement, the City has covenanted in the Agreement to budget and appropriate in each Fiscal Year while this Note is outstanding sufficient amounts, from legally available Non -Ad Valorem Revenues, to pay the principal of and interest on this Note during such Fiscal Year, as more particularly provided in the Agreement. This Note shall not constitute a general obligation or indebtedness of the City, and the Lender shall never have the right to require or compel the levy of taxes on any property of or in the City for the payment of the principal of and interest on this Note. This Note shall not constitute a lien upon the Refunded Bonds, or upon any property of or in the City, but shall be payable solely from the Pledged Funds in the manner provided in the Agreement. Reference is made to the Agreement and the Resolution for the Page 2 of 5 provisions relating to the security for payment of this Note and the duties and obligations of the City hereunder. Pursuant to the Resolution, the City has designated this Note as a " qualified tax - exempt obligation" under Section 265( b)( 3) of the Internal Revenue Code of 1996, as amended. It is hereby certified and recited that all acts, conditions and things required by the Constitution and laws of the State of Florida to happen, exist and be performed precedent to and in the issuance of this Note, have happened, exist and have been performed in regular and due form and time as so required. IN WITNESS WHEREOF, the City Council of the City of Fort Walton Beach, Florida, has caused this Note to be executed by its Mayor, and attested by its Clerk, either manually or with their facsimile signatures, and its seal or ,a facsimile thereof to be affixed, impressed, imprinted, lithographed or reproduced hereon, and this Note to be dated May 6, 2013. CITY OF FORT WALTON BEACH, Seal) FLORIDA C Mike Anderson, Mayor Attest: Approved for form and legal sufficiency: t dj,4e, = Helen Spencer, Cuy Clerk a ykes, Ciry A oru! r Page 3 of 5  The following abbreviations, when used in the inscription on the face ofthe within Note, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM -- as tenants in common TEN ENT -- as tenants by the entireties JT TEN -- as joint tenants with right of survivorship and not as tenants in common UNIT TRANS MIN ACT Cost.) Custodian for under Uniform Transfers to Minors Act of State) Additional abbreviations may also be used though not in list above. Page 4 of 5  ASSIGNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and transfers to Insert Social Security or Other Identifying Number of Assignee Name and Address of Assignee) the within bond and does hereby irrevocably , constitute and appoint as attorneys to register the transfer of the said bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: Signature guaranteed: NOTICE: Signature must be guaranteed by an institution which is a participant in the Securities Transfer Agent Medallion Program ( STAMP) or similar program. NOTICE: The signature to this assignment must correspond with the name of the Registered Holder as it appears upon the face of the within bond in every particular, without alteration or enlargement or any change whatever and the Social Security or other identifying number of such assignee must be supplied. Page 5 of 5  2. 6 CERTIFICATE OF DELIVERY AND PAYMENT I, Helen Spencer, the undersigned City Clerk of the City of Fort Walton Beach, Florida ( the " City"), DO HEREBY CERTIFY that on the date hereof I caused to be delivered for the account of Pinnacle Public Finance, Inc. ( the ' Purchaser ") the City of Fort Walton Beach, Florida Capital Improvement Refunding Revenue Note, Series 2013 obligation of the City and received for its account on this date from the Purchaser in full payment therefor, the sum of $4, 470, 610. 00. IN WITNESS WHEREOF, I have hereunto set my hand as of the 6th day of May, 2013. City Clerk ,%  2. 7 ANTI -DILUTION CERTIFICATE Pursuant to Section l0E of that certain Loan Agreement between City of Fort Walton Beach, Florida ( the " City ") and Hancock Bank dated as of April 29, 2011 ( the 2011 Loan Agreement "), which authorized the issuance of the $ 819,000 City of Fort Walton Beach, Florida Capital Improvement Revenue Note, Series 2011, the City has performed the anti- dilution test required for the issuance of additional debt secured by or payable from Non -Ad Valorem Revenues, and the City hereby certifies that the average of the non -ad valorem revenues of the City ( calculated as described in the Loan Agreement) covers projected maximum annual debt service on Debt secured by and/ or payable solely from non -ad valorem revenues by at least 1. 25x, based on the City's audited financial statements. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the 2011 Loan Agreement. City Manager, City of Fort Walton Beach, Florida Bond Finance - Local Bond Monitoring: Notice of Sale https : //bondissue. sba0a. com /nos,aspx ?bondname =City offer Walton B... STATE OF FLORIDA - DIVISION OF BOND FINANCE LOCAL BOND MONITORING Home Notice of Sale Status Notes of Sal, subm5slon successful. Submit Date: 3/ 20/ 2013 Bond Issue Name: City of Fort Walton Beach, Florida Capital Improvement Refunding Revenue Bonds, Series 2013 Sale Date: 05/ 06/ 2013 Date: Print this page 4/ 9/ 2013 3: 25 PM I oft  https: / b/ ondissue. sbafla. com/ print, aspx ?print _id =3996 Bond Finance - Local Bond Monitoring: Print Form VAMP OF GOY ERNMENTAL tArt City of Fort Walton Beach, Florida MAILNC ADDRESS OF CATEMMENTAL UNIT OR TEE DIANALER Address( 1) 107 Miracle Strip Parkway SW Address( 2) city Fort Walton Beach State FL Zip 32548 f nn HADA1I . 1 N' DUE. 1 ERNMEMAL LNTE HIS BRAD" 1I01 Okaloosa true nr nsuER City IS THE ISSUER A COMMINITS DEC 'ELEADENT DISTRIQ? -- IIS.EPE NIME ARE 4, 470, 610 City of Fort Walton Beach, Florida Capital $ ARBI 2. 30 4, 470, 610. 00 Improvem ent Refunding ene Note, Series 2013 Revenue 1 L- ASIDE IT At TIIORRED 4, 700, 000. 00 DATED DATE ( MM /DDAEAY) 5/ 6/ 2013 SAFE DATE ( SISVEN ATTI) 5/ 6/ 2013 5/ 6/ 2013 LEGAL AUTHORnv FOR 1EELINCE Ch. 166, F. S. rYPE or ISM, F Bank Loan / Line of Credit IE T. Drs A PREATE ACT, . 1 RAID ( PAR)? - Did This Issue Receive a PAB Allocation? Amount of Allocation 0. 00 SPECIFIC REYENE ESIS) FT EDGED Primary Other Secondary Other