06-37
RESOLUTION NO. 06-37
A RESOLUTION PROVIDING FOR THE AUTHORIZATION OF NOT TO EXCEED
$28,000,000 WATER AND SEWER REVENUE BONDS, SERIES 2006; PROVIDING
FOR THE PUBLIC SALE OF SAID BONDS; SETTING FORTH THE FORM OF THE
NOTICE OF BOND SALE AND SUMMARY NOTICE OF BOND SALE RELATING
TO THE SALE OF SUCH BONDS; DIRECTING PUBLICATION OF THE
SUMMARY NOTICE OF SALE RELATING TO SUCH BONDS; PROVIDING FOR
THE OPENING OF BIDS RELATING TO THE SALE OF THE BONDS; SETTING
FORTH THE FORM OF OFFICIAL NOTICE OF SALE AND BID FORMS;
PROVIDING THAT SUCH BONDS SHALL BE ISSUED IN FULL BOOK ENTRY
FORM; APPROVING THE FORM OF A PRELIMINARY OFFICIAL STATEMENT;
PROVIDING FOR COMPLIANCE WITH A CONTINUING DISCLOSURE
CERTIFICATE; DESIGNATING A REGISTRAR AND PAYING AGENT;
AUTHORIZING THE PURCHASE OF MUNICIPAL BOND INSURANCE;
PROVIDING CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; AND
PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City of Clearwater, Florida (the "Issuer") has by Ordinance No. 3674-84
enacted by the Issuer on August 2, 1984, as amended and supplemented in Ordinance 6915-01,
enacted November 15,2001 (collectively, the "Bond Ordinance"), authorized the issuance of City of
Clearwater, Florida, Water and Sewer Revenue Bonds in one or more series from time to time;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
CLEARWATER, FLORIDA, as follows:
SECTION 1. AUTHORIZATION OF BONDS AND SERIES DESIGNATION. The Water
and Sewer Revenue Bonds being offered pursuant to the Bond Ordinance and this resolution are
hereby designated as the not to exceed $28,000,000 City of Clearwater, Florida, Water and Sewer
Revenue Bonds, Series 2006 (the "Series 2006 Bonds"), which Series 2006 Bonds are hereby
authorized to be issued. The proceeds of the Series 2006 Bonds shall be used to pay the costs of the
design, acquisition, construction or reconstruction of capital improvements to the System
undertaken by the City from time to time, a portion of which are designated by the City to be paid
from the proceeds of the Series 2006 Bonds (the "Series 2006 Project"), pay the cost of issuing the
Series 2006 Bonds, including any municipal bond insurance, and to fund a debt service reserve
fund. The Series 2006 Bonds shall constitute "Additional Bonds" as such term is defined in
Ordinance 6915-01, enacted November IS, 2001. The terms and provisions of the Bond Ordinance
are incorporated by reference herein and shall continue to apply to the Series 2006 Bonds for as long
as they shall remain outstanding regardless of the redemption, payment, defeasance or discharge of
any other Bonds issued under the Bond Ordinance.
RESOLUTION NO. 06-37
SECTION 2. PUBLIC SALE. There is hereby authorized to be sold pursuant to a public
sale not to exceed $28,000,000 City of Clearwater, Florida, Water and Sewer Revenue Bonds, Series
2006.
SECTION 3. SALE OF SERIES 2006 BONDS; REDEMPTION AND MATURITY
PROVISIONS. The Finance Director is hereby directed to arrange for the sale of the Series 2006
Bonds utilizing the electronic bid process of PARITY through the publication of the Summary
Notice of Sale of the Bonds in The Bond Buyer. such publications to be on such date as shall be
deemed by the Finance Director to be in the best interest of the Issuer and such publications to be
not less than ten (10) calendar days prior to the date of sale as required by Section 218.385(1),
Florida Statutes; and to publish such Notice in such other newspapers on such dates as may be
deemed appropriate by the Finance Director.
The Series 2006 Bonds shall be subject to optional redemption and shall bear maturities and
sinking fund amortizations as shall be subsequently determined by the Financial Director, upon
advice of the City's financial advisor and based on market conditions existing at the time, prior to
the publication of the Summary Notice of Sale as hereinafter approved.
Proposals for purchase of the Series 2006 Bonds will be received electronically via PARITY
as provided in the Official Notice of Sale, from the time that the Notice of Bond Sale is published
until 1:00 p.m., Clearwater, Florida time, on such date and time as may be established by the
Finance Director of the City or her designee, and if such date is subject to change, communicated
through Thompson Municipal Market Monitor (TM3) not less than twenty-four (24) hours prior to
the time bids are to be received for the purchase of the City of Clearwater, Florida, Water and
Sewer Revenue Bonds, Series 2006; provided that if the Internet is not working on the designated
bid date, the bid date shall be automatically changed to the next business day, and the City will
communicate a confirmation of this change in bid date through Thompson Municipal Market
Monitor (TM3), all as provided in the Notice of Sale (the "Bid Date").
SECTION 4. CREATION OF ACCOUNT IN THE CONSTRUCTION FUND AND USE
OF FUNDS. There is hereby created with the Construction Fund three separate subaccounts,
namely, the Series 2006 Cost of Issuance Account, the Series 2006 Project Account and the Series
2006 Capitalized Interest Account. Moneys held in the Series 2006 Cost of Issuance Account shall be
used to pay the costs of issuing and delivering the Series 2006 Bonds. Moneys held in the Series
2006 Project Account shall be used by the City to pay the costs of the Series 2006 Project.
SECTION 5. DISPOSITION OF PROCEEDS OF SERIES 2006 BONDS. The proceeds
from the sale of the Series 2006 Bonds shall be deposited as follows:
(a) An amount equal to the accrued interest on the Series 2006 Bonds shall be deposited into
the Interest Account in the Bond Service Funds;
2
RESOLUTION NO. 06-37
(b) An amount determined by the Finance Director to be necessary to pay the costs of issuing
the Series 2006 Bonds, including the premium due to the Bond Insurer, shall be deposited into the
Series 2006 Cost of Issuance Account in the Construction Fund to pay such costs;
(c) An amount determined by the Finance Director to be necessary to increase the amount in
the Reserve Fund so that the amount on deposit therein equals the Reserve Requirement; and
(d) The remaining proceeds of the Series 2006 Bonds shall be deposited into the Series 2006
Project Account of the Construction Fund.
SECTION 6. APPROVAL OF FORMS. The Notice of Bond Sale and Summary Notice of
Sale of the Bonds to be submitted for purchase of the Series 2006 Bonds shall be in substantially the
forms annexed hereto, as Exhibits A and B, respectively, together with such changes as shall be
deemed necessary or desirable by the Finance Director depending on the bidding method selected
in accordance with Section 3 hereof, incorporated herein by reference. The form of the Official Bid
Form shall be provided by the Internet auction website selected by the Finance Director, and shall
be reasonably satisfactory to the Finance Director.
SECTION 7. BOOK ENTRY ONLY BONDS. It is in the best interest of the City and the
residents and inhabitants thereof that the Series 2006 Bonds be issued utilizing a pure book-entry
system of registration. In furtherance thereof, the City has previously executed and delivered a
Blanket Letter of Representations with the Depository Trust Company. For so long as the Series
2006 Bonds remain in such book entry only system of registration, in the event of a conflict between
the provisions of the Bond Ordinance and of the Blanket Letter of Representations, the terms and
provisions of the Blanket Letter of Representations shall prevail.
SECTION 8. PRELIMINARY OFFICIAL STATEMENT AND OFFICIAL STATEMENT.
The City Manager and Finance Director are authorized and directed to cause a Preliminary Official
Statement to be prepared in substantially the form attached hereto as Exhibit C, with such changes,
insertions and omissions as shall be approved by the City Manager and Finance Director, containing
a copy of the attached Notice of Bond Sale and to furnish a copy of such Preliminary Official
Statement to interested bidders. The City Manager and Finance Director are authorized to deem
final the Preliminary Official Statement prepared pursuant to this Section for purposes of Rule 15c2-
12 (the "Rule") of the Securities and Exchange Commission. Upon the award of the Series 2006
Bonds to the successful bidder, the City shall also make available a reasonable number of copies of
the Preliminary Official Statement to such bidder, who may mail such Preliminary Official
Statements to prospective purchasers at the bidder's expense. Following the award of the Series
2006 Bonds, the City Manager and the Finance Director shall cause to be prepared a final Official
Statement dated as of the Bid Date, reflecting such changes in the Preliminary Official Statement as
may be necessary to reflect the purchaser's bid. The Mayor and City Manager are hereby
authorized to execute and deliver such final Official Statement, with such changes, insertions and
omissions as may be approved by such officers.
3
RESOLUTION NO. 06-37
SECTION 9. CONTINUING DISCLOSURE. The City hereby covenants and agrees that,
in order to provide for compliance by the City with the secondary market disclosure requirements
of the Rule, that it will comply with and carry out all of the provisions of that certain Continuing
Disclosure Certificate in substantially the form attached hereto as Exhibit D, to be executed by the
City and dated the date of issuance and delivery of the Series 2006 Bonds, as it may be amended
from time to time in accordance with the terms thereof (the "Continuing Disclosure Certificate").
Notwithstanding any other provision of this Resolution, failure of the City to comply with such
Continuing Disclosure Certificate shall not be considered an event of default; however, any
Bondholder may take such actions as may be necessary and appropriate, including seeking mandate
or specific performance by court order, to cause the City to comply with its obligations under this
Section.
SECTION 10. REGISTRAR AND PAYING AGENT. U.S. Bank National Association,
Jacksonville, Florida, is hereby appointed as Registrar and Paying Agent for the Series 2006 Bonds.
SECTION 11. MUNICIPAL BOND INSURANCE POLICIES. Pursuant to the Bond
Ordinance, Financial Security Assurance Inc., has been selected to provide its Municipal Bond
Insurance Policy (the "Policy") as the Bond Insurance Policy (as defined in the Bond Ordinance) as
additional security for payment of principal and interest on the Series 2006 Bonds. Selection of
Financial Security Assurance Inc., a New York stock insurance company, as the Bond Insurer (as
defined in the Bond Ordinance) is hereby ratified and confirmed and payment for such Bond
Insurance Policy from proceeds of the Series 2006 Bonds is hereby authorized. The Issuer hereby
accepts the terms, conditions and agreements relating to the Bond Insurance Policy in accordance
with the Municipal Bond Insurance Commitment attached hereto as Exhibit E and incorporated
herein. A statement of insurance is hereby authorized to be printed on or attached to the Series
2006 Bonds for the benefit and information of the holders of the Series 2006 Bonds.
In addition to the covenants and agreements of the City previously contained in the Bond
Ordinance regarding the rights of the Bond Insurer, which are hereby incorporated herein, the City
hereby makes the additional covenants and agreements substantially in the form attached hereto as
Exhibit "G" for the benefit of the Bond Insurer and the Holders of the Series 2006 Bonds while the
Bond Insurance Policy insuring the Series 2006 Bonds are in full force and effect.
SECTION 12. A WARD OF BIDS. The Finance Director is hereby authorized to accept the
bids for the Series 2006 Bonds. The City Manager and the Finance Director are hereby authorized to
award the sale of the Series 2006 Bonds on their determination of the best bid submitted in
accordance with the terms of the Notice of Bond Sale provided for herein so long as the true interest
cost rate shall not exceed 5.50% on the Series 2006 Bonds. The City Manager and the Finance
Director are hereby authorized to award the sale of the Series 2006 Bonds as set forth above or to
reject all bids for the Series 2006 Bonds. Such award shall be final.
SECTION 14. PRIOR RESOLUTIONS. To the extent the provisions of this Resolution are
inconsistent with the provisions of prior resolutions regarding the Series 2006 Project or the Series
4
RESOLUTION NO. 06-37
2006 Bonds, provisions of this Resolution shall control and supersede the inconsistent provisions of
such Resolutions.
SECTION 15. EFFECTIVE DATE. This resolution shall take effect immediately upon
adoption.
20th
Passed and adopted by the City Council of the City of Clearwater, Florida, this _ day of July 2006.
CITY OF CLEARWATER, FLORIDA
4~,~ ~
~nk Hibbard, M~yor
Pamela K. Akin, City Attorney
5
RESOLUTION NO. 06-37
EXHIBIT A
FORM OF
OFFICIAL NOTICE OF BOND SALE
$26,430,000*
CITY OF CLEARWATER, FLORIDA
WATER AND SEWER REVENUE BONDS, SERIES 2006
NOTICE IS HEREBY GIVEN that electronic (as explained below) proposals will be received
electronically via PARITY in the manner described below, until 1:00 p.m., Eastern Daylight Savings
Time, on July 25, 2006.
Bids must be submitted electronically via PARITY in accordance with this Notice of Bond
Sale, until 1 :00 p.m., Clearwater, Florida time, but no bid will be received after the time for receiving
bids specified above. To the extent any instructions or directions set forth in PARITY conflict with
this Notice of Bond Sale, the terms of this Notice of Bond Sale shall control. For further information
about PARITY, potential bidders may contact the financial advisor to the City, RBC, 100 Second
A venue South, Suite 800, St. Petersburg, Florida 33701, Attn: Kevin Conitz: (727) 895-8853, or
PARITY at 40 West 23rd Street, 5th Floor, New York, New York 10010, telephone (212) 404-8102. In
the event of a malfunction in the electronic bidding process, the bid date will automatically change
to the next business day as confirmed in a communication through Thompson Municipal Market
Monitor (TM3).
Form of Series 2006 Bonds
The Series 2006 Bonds will be issued in book entry only form, without coupons, in
denominations of $5,000 or any integral multiples thereof, and shall be dated August 23, 2006.
Principal of the Series 2006 Bonds shall be paid to the registered owners at the designated corporate
trust office of U.S. Bank National Association (the "Paying Agent" and "Registrar"), upon
presentment and surrender of the Series 2006 Bonds. Interest on the Series 2006 Bonds shall be paid
to the registered owners as shown on the registration books maintained by the Registrar, by check
or draft mailed to each such owner's address as shown on the registration books maintained by the
Registrar as of the fifteenth (15th) day of the calendar month preceding such interest payment date.
Interest will be payable each June 1 and December I, commencing December I, 2006. Interest will
be calculated on the basis of a 360-day year of twelve 30-day months. For so long as The Depository
Trust Company, New York, New York, or its nominee, Cede & Co. (collectively, "DTe") is the
registered owner of the Series 2006 Bonds, payments of principal of, redemption premium, if any,
and interest on the Series 2006 Bonds will be made directly to DTC. Disbursements of such
payments to the DTC participants is the responsibility of DTC and further disbursement of such
payments from the DTC participants to the beneficial owners of the Series 2006 Bonds is the
A-I
RESOLUTION NO. 06-37
responsibility of the DTC participants.
Initially one bond will be issued for each maturity of the Series 2006 Bonds in the aggregate
principal amount of each such maturity and registered in the name of DTC. DTC, an automated
clearing house for securities transactions, will act as securities depository for the Series 2006 Bonds.
Purchases of the Series 2006 Bonds will be made in book-en try-only form (without certification). It
shall be the responsibility ofthe Successful Bidder (as hereinafter defined) for the Series 2006 Bonds
to furnish to DTC an underwriters' questionnaire and to the City the CUSIP numbers of the Series
2006 Bonds not less than seven (7) days prior to the Closing Date (as hereinafter defined).
Maturity Schedule
The Series 2006 Bonds will mature on December 1 of the following years in the following
principal amounts:
Series 2006 Bonds
Maturity
Principal
Amount*
Maturity
Principal
Amount*
2019
2020
2021
2022
2023
2024
2025
$1,410,000
1,470,000
1,540,000
1,605,000
1,675,000
1,745,000
1,820,000
2026
2027
2028
2029
2030
2031
2032
$1,905,000
1,985,000
2,070,000
2,160,000
2,250,000
2,350,000
2,445,000
*Preliminary, subject to
change
Mandatory Redemption Provisions
If the Successful Bidder designates any Series 2006 Bonds as term bonds as described under
"Designation of Term Bonds," the following mandatory redemption provisions shall apply with
respect to such designated term bonds:
The Series 2006 Bonds maturing on December I, 20_ will be subject to mandatory
redemption prior to maturity, selected by lot, or in such manner as the Registrar may deem
appropriate, at a redemption price equal to par plus accrued interest to the redemption date, on
December I, 20----J and each December 1 thereafter, from amounts deposited in the Redemption
Account in the Bond Service Fund established by the Ordinance, in the following years and
amounts as follows:
A-2
RESOLUTION NO. 06-37
Year
Amount
* Maturity.
Optional Redemption Provisions
The Series 2006 Bonds maturing on December I, 2019 and thereafter will be subject to
optional redemption prior to their respective maturity dates beginning on December I, 2015 at 100%
of the par value thereof.
Adjustment of Principal Amount
After final computation of the bids, to achieve desired debt service levels, the City reserves
the right either to increase or decrease any Principal Amount of the Series 2006 Bonds shown on the
schedule of Principal Amounts set forth above (the "Maturity Schedule"), by an amount not to
exceed five percent (5%) of the stated amount of each such Principal Amount on the Maturity
Schedule and correspondingly adjust the issue size, all calculations to be rounded to the nearest
$5,000.
In the event of any such adjustment in the Series 2006 Bonds, no rebidding or recalculation
of the bid submitted with respect to such Series 2006 Bonds will be required or permitted. If
necessary, the total purchase price of the Series 2006 Bonds will be increased or decreased in direct
proportion to the ratio that the adjustment bears to the aggregate principal amount of the Series
2006 Bonds specified herein; and the Series 2006 Bonds of each maturity, as adjusted, will bear
interest at the same rate and must have the same initial reoffering yields as specified in the bid of
the Successful Bidder. However, the award will be made to the bidder whose bid produces the
lowest true interest cost, calculated as specified below, solely on the basis of the bid for the Series
2006 Bonds offered pursuant to the Bid Maturity Schedule of the relevant series of Series 2006
Bonds, without taking into account any adjustment in the amount of Series 2006 Bonds set forth in
the Bid Maturity Schedule.
Designation of Term Bonds
Bidders may specify that the annual Principal Amounts of the Series 2006 Bonds coming due
in any two or more consecutive years may be combined to form one or more maturities of Series
2006 Term Bonds scheduled to mature in the last of such years with the preceding annual Principal
Amounts for such years constituting mandatory Amortization Installments of Series 2006 Bonds to
A-3
RESOLUTION NO. 06-37
be selected by lot and redeemed at a price of par plus accrued interest in accordance with the
Original Resolution.
Basis of Award
Proposals must be unconditional and only for all the Series 2006 Bonds. The purchase price
bid for the Series 2006 Bonds may include a discount (including underwriters' discount and original
issue discount) not to exceed two percent (2%) of the principal amount of the Series 2006 Bonds and
shall specify how much of the discount is original issue discount. The purchase price bid may also
include an original issue premium and shall specify how much of such purchase price is original
issue premium. The Series 2006 Bonds will be insured by Financial Security Assurance Inc., and the
City will pay the bond insurance premium from Bond proceeds. The purchase price bid for the
Series 2006 Bonds will not deduct the insurance premium. Only the final bid submitted by any
bidder through Parity will be considered. The City reserves the right to determine the Successful
Bidder for the Series 2006 Bonds, to reject any or all bids and to waive any irregularity or
informality in any bid.
The Series 2006 Bonds will be awarded to the bidder (herein referred to as the "Successful
Bidder" as to the Series 2006Bonds) offering such interest rate or rates and purchase price which
will produce the lowest true interest cost to the City over the life of the Series 2006 Bonds. True
interest cost for the Series 2006 Bonds (expressed as an annual interest rate) will be that annual
interest rate being twice that factor of discount rate, compounded semiannually, which when
applied against each semiannual debt service payment (interest, or principal and interest, as due)
for the Series 2006 Bonds will equate the sum of such discounted semiannual payments to the bid
price (inclusive of accrued interest). Such semiannual debt service payments begin on December 1,
2006. The true interest cost shall be calculated from August 23, 2006, the expected closing date of
the Series 2006 Bonds (the "Closing Date") and shall be based upon the principal amounts of each
serial maturity set forth in this Notice of Bond Sale and the bid price set forth in the Proposal for the
Series 2006 Bonds submitted in accordance with the Notice of Bond Sale. In case of a tie, the City
may select the Successful Bidder by lot. It is requested that each Proposal for the Series 2006 Bonds
be accompanied by a computation of such true interest cost to the City under the term of the
Proposal for Bonds, but such computation is not to be considered as part of the Proposal for Bonds.
Interest Rates Permitted
The Series 2006 Bonds shall bear interest expressed in multiples of one-eighth (1/8) or one-
twentieth (1/20) of one percent. No coupon interest rate specified for any maturity of the Series 2006
Bonds may be less than one percent (1.0%) or more than five point five percent (5.5%). Should an
interest rate be specified which results in annual interest payments not being equally divisible
between the semiannual payments in cents the first semiannual payment will be reduced to the next
lower cent and the second semiannual payment will be raised to the next higher cent.
A-4
RESOLUTION NO. 06-37
It shall not be necessary that all Series 2006 Bonds bear the same rate of interest, provided
that all Series 2006 Bonds maturing on the same date shall bear the same rate of interest. A rate of
interest based upon the use of split or supplemental interest payments or a zero rate of interest will
not be considered.
Paying Agent and Registrar
The Paying Agent and Registrar for the Series 2006 Bonds is U.S. Bank National Association,
through its designated office in Jacksonville, Florida.
Security
Principal of and interest on the Series 2006 Bonds to be issued pursuant to Ordinance No.
6915-01, as supplemented, and all required sinking fund, reserve and other payments shall be
payable solely from the Net Revenues of Water and Sewer System of the City, together with the
earnings thereon derived from the investment thereof in the Funds and Accounts established in the
Ordinance and as more fully described in the Preliminary Official Statement.
The Series 2006 Bonds do not constitute a general indebtedness of the City within the
meaning of any constitutional, statutory or charter provision or limitation, and no Bondholder shall
ever have the right to require or compel the exercise of the ad valorem taxing power of the City or
taxation of any real or personal property therein for the payment of the principal of and interest on
the Series 2006 Bonds or the making of any debt service fund, reserve or other payments provided
for in the Resolution.
Purpose
Pursuant to the Ordinance, the Series 2006 Bonds are being issued to pay the costs of the
Series 2006 Project, and pay the costs of issuing the Series 2006 Bonds, including the premium for a
municipal bond insurance policy and to fund the reserve fund.
Issuance of Series 2006 Bonds
The Series 2006 Bonds will be issued and sold by the City of Clearwater, Florida (the "City"),
a municipal corporation organized and existing under the laws of the State of Florida. The Series
2006 Bonds are being issued pursuant to Ordinance No. 6915-01 enacted November 15, 2001 as
supplemented by Resolution No. 06-37, adopted on July -' 2006 (collectively, the "Bond
Ordinance"), by the City and pursuant to the provisions of Chapter 166, Florida Statutes, and other
applicable provisions of law.
Municipal Bond Insurance Policy
A commitment to issue a municipal bond insurance policy guaranteeing payment of
A-5
RESOLUTION NO. 06-37
principal and interest on the Series 2006 Bonds has been obtained from Financial Security Assurance
Inc.
Proposals
Proposals for the Series 2006 Bonds are desired on forms which will be furnished by
PARITY, on behalf of the City, and be submitted electronically via PARITY.
All bidders must submit a "Good Faith Deposit" in the amount of $100,000 (the "Deposit") in
the form of a financial surety bond of Financial Security Assurance, Inc. (the "Financial Surety
Bond"). Such Financial Surety Bond must be submitted to the City prior to the sale. The Financial
Surety Bond must identify the Bidder whose Deposit is guaranteed by such Financial Surety Bond.
The successful bidder is required to submit its good faith deposit by wire transfer not later than 1:00
p.m. eastern time, on the next business day following the award, as instructed by the City's
Financial Advisor. If such deposit is not received by that time, the City shall make a claim under the
Financial Surety Bond to satisfy the good faith deposit requirement. The wire transfer of the
successful bidder or proceeds of a claim under the Financial Surety Bond, as applicable, will be
deposited by the City in an interest-bearing account and be retained and applied towards the
purchase price of the Series 2006 Bonds pending full performance by the successful bidder, or will
be forfeited to the City and applied as full liquidated damages upon failure of the successful bidder
to take up and pay for the Series 2006 Bonds. Any interest earned on the good faith deposit will be
retained by and inure to the benefit of the City. If the Series 2006 Bonds are not delivered to the
successful bidder within 30 calendar days from the date of sale, without fault upon the part of the
successful bidder, such successful bidder shall not thereafter be obligated to take delivery of and
pay for the Series 2006 Bonds and the good faith deposit amount will be promptly paid to the
successful bidder or Financial Security Assurance, Inc., as applicable.
Delivery and Payment
It is anticipated that the Series 2006 Bonds in book entry only form will be available for
delivery on August 23, 2006, in New York, New York, at The Depository Trust Company, or some
other date and place to be mutually agreed upon by the Successful Bidder and the City against the
payment of the purchase price therefor including accrued interest calculated on a 360-day year
basis, less the amount of the good faith deposit, in immediately available Federal Reserve fundsewithout cost to the City.
A-6
RESOLUTION NO. 06-37
Closing Documents
The City will furnish to the Successful Bidder upon delivery of the Series 2006 Bonds the
following closing documents in a form satisfactory to Bond Counsel: (1) signature and no-litigation
certificate; (2) federal tax certificate; (3) certificate regarding information in the Official Statement;
and (4) seller's receipt as to payment. A copy of the transcript of the proceedings authorizing the
Series 2006 Bonds will be delivered to the Successful Bidder of the Series 2006 Bonds upon request.
Copies of the form of such closing papers and certificates may be obtained from the City.
Information Statement
Section 218.38(1)(b)I, Florida Statutes requires that the City file, within 120 days after
delivery of the Series 2006 Bonds, an information statement with the Division of Bond Finance of the
State of Florida (the "Division") containing the following information: (a) the name and address of
the managing underwriter, if any, connected with the Series 2006 Bonds; (b) the name and address
of any attorney or financial consultant who advised the City with respect to the Series 2006 Bonds;
and (c) any fee, bonus, or gratuity paid, in connection with the bond issue, by an underwriter or
financial consultant to any person not regularly employed or engaged by such underwriter or
consultant and (d) any other fee paid by the City with respect to the Series 2006 Bonds, including
any fee paid to attorneys or financial consultants. The Successful Bidder will be required to deliver
to the City at or prior to the time of delivery of the Series 2006 Bonds, a statement signed by an
authorized officer containing the same information mentioned in (a) and (c) above. The Successful
Bidder shall also be required, at or prior to the delivery of the Series 2006 Bonds, to furnish the City
with such information concerning the initial prices at which a substantial amount of the Series 2006
Bonds of each maturity were sold to the public as the City shall reasonably request.
Pursuant to Section 218.385(2) and (3) of the Florida Statutes, as amended, a truth-in-
bonding statement will be required from each bidder as to the Series 2006 Bonds as part of their bid
in the following form:
"The City of Clearwater, Florida, is proposing to issue $26,430,000 original aggregate
principal amount of Water and Sewer Revenue Bonds, Series 2006, for the purpose
of paying (i) the costs of making certain capital infrastructure improvements to the
city's water and sewer system, (ii) the costs of issuing the Series 2006 Bonds, and (iii)
the premium on the Bond Insurance Policy, all as further described in Ordinance No.
6915-01, as supplemented. The final maturity date of the Series 2006 Bonds is
December I, 2032, and the Series 2006 Bonds are expected to be repaid over a period
of twenty-six and four-tenths (26.4) years. At a forecasted average interest rate of
_ % per annum, total interest paid over the life of the Series 2006 Bonds will be
$ . The source of repayment or security for this proposal is the Net
Revenues (as defined in the Ordinance) and moneys and investments held in the
funds created under the said Ordinance. Authorizing the Series 2006 Bonds will
result in $ not being available to finance the other capital projects of the
A-7
RESOLUTION NO. 06-37
City. This truth-in-bonding statement prepared pursuant to Section 218.385(2) and
(3) of the Florida Statutes, as amended, is for informational purposes only and shall
not affect or control the actual terms and conditions of the Series 2006 Bonds."
Legal Opinion
The Successful Bidder will be furnished, without cost, with the approving opinion of Bryant
Miller Olive, Tallahassee, Florida, to the effect that based on existing law, and assuming compliance
by the City with certain covenants and requirements of the Internal Revenue Code of 1986, as
amended (the "Code"), regarding use, expenditures, investment of proceeds and the timely payment
of certain investment earnings to the United States Treasury, the interest on the Series 2006 Bonds is
not includable in the gross income of individuals, however, interest on the Series 2006 Bonds will be
included in the calculation of the alternative minimum tax liabilities of corporations. The Code
contains other provisions that could result in tax consequences, upon which Bond Counsel renders
no opinion, as a result of ownership of the Series 2006 Bonds or the inclusion in certain
computations (including, without limitation, those related to the corporate alternative minimum tax
and environmental tax) of interest that is excluded from gross income.
Official Statement
The Preliminary Official Statement, copies of which may be obtained as described below, is
in a form "deemed final" by the City for purposes of SEC Rule 15c2-12(b)(1) (except for certain
permitted omissions as described in such rule) but is subject to revision, amendment and
completion in a final Official Statement. Upon the sale of the Series 2006 Bonds, the City will
publish a final Official Statement in substantially the same form as the Preliminary Official
Statement. Copies of the final Official Statement will be provided, at the City's expense, on a timely
basis in such quantities as may be necessary for the Successful Bidder's regulatory compliance.
It is not the intention or the expectation of the City to print the name(s) of the Successful
Bidder as to the Series 2006 Bonds on the cover of the Official Statement.
Continuing Disclosure
The City has covenanted to provide ongoing disclosure in accordance with Rule 15c2-12 of
the Securities and Exchange Commission. See "Appendix D -- Form of Continuing Disclosure
Certificate" attached to the Preliminary Official Statement.
A-8
RESOLUTION NO. 06-37
CUSIP Number
It is anticipated that CUSIP identification numbers will be printed on the Series 2006 Bonds,
but neither the failure to print such number on any Series 2006 Bonds nor any error with respect
thereto shall constitute cause for failure or refusal by the Successful Bidder to accept delivery of and
pay for the Series 2006 Bonds in accordance with its agreement to purchase the Series 2006 Bonds.
All expenses in relation to the printing of CUSIP numbers on the Series 2006 Bonds shall be paid for
by the City; provided, however, that the CUSIP Service Bureau charge for the assignment of said
number shall be the responsibility of and shall be paid for by the Successful Bidder.
Copies of Documents
Copies of the Preliminary Official Statement, this Official Notice of Bond Sale and the
Official Bid Form and further information which may be desired, may be obtained from the City's
Financial Advisor, RBC, 100 Second Avenue South, Suite 800, S1. Petersburg, Florida 33701, Attn:
Kevin Conitz: (727) 895 8853.
The Preliminary Official Statement will be available electronically from Image Master
Financial Publishing Inc. at www.munios.com. which may be contacted at 1-800-452-5152 for
assistance in resolving downloading problems; however, the printed version of the Preliminary
Official Statement is the only official version.
Amendment and Notices
Amendments hereto and notices, if any, pertaining to this offering shall be made through
Thompson Municipal Market Monitor (TM3) or similar information distribution service.
CITY OF CLEARWATER, FLORIDA
/s/ Frank Hibbard
Mayor
A-9
RESOLUTION NO. 06-37
EXHIBIT B
FORM OF
SUMMARY NOTICE OF SALE
$26,430,000""
CITY OF CLEARWATER, FLORIDA
Water and Sewer Revenue Bonds
Series 2006
NOTICE IS HEREBY GIVEN, that bids will be received by the City Manager and the Finance
Director of the City of Clearwater, Florida, electronically through PARITY, subject to the provisions of the
Official Notice of Bond Sale.
Sale Date:
July 25, 2006
Time:
1:00 p.m., E.D.5.T.
Bonds Dated:
August 23, 2006
Maturities:
Payable December 1 in the years and amounts as follows:
Series 2006 Bonds
Maturity
Principal
Amount""
Maturity
Principal
Amount""
2019
2020
2021
2022
2023
2024
2025
$1,410,000
1,470,000
1,540,000
1,605,000
1,675,000
1,745,000
1,820,000
2026
2027
2028
2029
2030
2031
2032
$1,905,000
1,985,000
2,070,000
2,160,000
2,250,000
2,350,000
2,445,000
""Preliminary, subject to
change
Interest Payment Dates:
Payable June 1 and December 1, commencing December 1, 2006.
Legal Opinion:
Bryant Miller Olive,
Tallahassee, Florida
For copies of the Official Notice of Bond Sale and the Preliminary Official Statement of the City of
Clearwater, Florida, please contact the City's Financial Advisor, RBC Capital Markets, 100 Second Avenue
South, Suite 800, St. Petersburg, Florida 33701, Attn: Kevin Conitz: (727) 895-8853. The Preliminary
Official Statement may be obtained after July 13, 2006 electronically through Image Master Financial
Publishing Inc. at www.munios.com.
B-1
RESOLUTION NO. 06-37
EXHIBIT C
FORM OF PRELIMINARY OFFICIAL STATEMENT
C-I
RESOLUTION NO. 06-37
NEW ISSUE - FULL BOOK-ENTRY Ratings: Fitch: "" (Insured)
(Underlying)
Moody's: "" (Insured)
" "(Underlying)
(See "RATINGS," herein)
In the opinion of Bond Counsel, assuming continuing compliance by the City with various covenants in the Ordinance (herein defined), under existing
statutes, regulations and judicial decisions, the interest on the Series 2006 Bonds will be exeluded from gross income for federal income tax purposes to the owners
thereof. The Series 2006 Bonds are, under existing laws and regulations, also exempt from intangible taxes imposed pursuant to Chapter 199, Florida Statutes. See
"Tax Exemption" herein for a description of alternative minimum tax treatment and certain other tax consequences to owners of the Series 2006 Bonds.
$ [Amount] *
CITY OF CLEARWATER, FLORIDA
Water and Sewer Revenue Bonds
Series 2006
Dated: [Dated Date]
Due: December 1, as shown below
The Water and Sewer Revenue Bonds, Series 2006 (the "Series 2006 Bonds") of the City of Clearwater, Florida (the "City") are being issued in fully
registered form and, when initially issued, will be registered to Cede & Co., as nominee of The Depository Trust Company, New York, New York. U.s. Bank, National
Association, Jacksonville, Florida, is acting as the Paying Agent and Bond Registrar for the Series 2006 Bonds. The Series 2006 Bonds will be purchased in book.
entry form only, in the denomination of $5,000 or any integral multiple thereof. There will be no physical delivery of bond certificates to individual Bondholders.
Interest on the Series 2006 Bonds will be payable semi-annually beginning on December 1, 2006 and on each June 1 and December 1 thereafter. Principal of and
premium, if any, on the Series 2006 Bonds will be payable at maturity or upon redemption prior to maturity.
The Series 2006 Bonds are subject to optional redemption and mandatory redemption prior to maturity.
The Series 2006 Bonds are being issued for the purpose of paying the costs of the design, acquisition, construction or reconstruction of capital improvements
to the System undertaken by the City from time to time, a portion of which are designated by the City to be paid from the proceeds of the Series 2006 Bonds (the
.Series 2006 Project"), paying the cost of issuing the Series 2006 Bonds, including any municipal bond insurance, and funding a debt service reserve fund. The Series
2006 Bonds and the interest thereon are payable solely from the Net Revenues derived from the operation of the System, as further described herein. The lien of the
Series 2006 Bonds on the Net Revenues is on a parity with the holders of the City's Outstanding Water and Sewer Revenue Bonds, Series 1998, the City's
Outstanding Water and Sewer Revenue Bonds, Series 2002 and the City's Outstanding Water and Sewer Revenue Refunding Bonds, Series 2003 (the "Parity
Bonds''), as further described herein.
The scheduled payment of principal of and interest on the Bonds when due will be guaranteed under an insurance policy to be issued concurrently with the
delivery of the Bonds by [Insurer] For a discussion of the terms and provisions of such policy, including the limitations thereof, see "MUNICIPAL BOND
INSURANCE" herein.
[INSURER LOGO]
PRINCIPAL AMOUNTS, INTEREST RATES, MATURITIES, YIELDS AND CUSIPS
Maturing
December 1 Principal
ofthe Year Amount ~ Yield
$ Serial Bonds
Maturing
December 1 Principa
I
of the Year Amount ~ Yield
~
~
(accrued interest to be added)
Sealed bids for the purchase of the Bonds will be received by the City on July 25,2006, as provided in the Official
Notice of Bond Sale or thereafter as the County may give notice through its Financial Advisor.
The Series 2006 Bonds are offered when, as and if issued and accepted by the Underwriter subject to the approval of legality by
Bryant Miller & Olive, TallahaBBee, Florida, Bond Counsel. Certain other legal matters will be paBBed upon for the City by Pamela K.
Akin, Esquire, City Attorney, and by Nabors, Giblin & Nickerson, P.A, Tampa, Florida, Disclosure Counsel to the City. RBC Capital
Markets, St. Petersburg, Florida is serving as Financial Advisor to the City. It is expected that the Series 2006 Bonds, in definitive
book-entry form, will be available for delivery through DTC in New York, New York on or about August 23, 2006.
July . 2006
* Preliminary. subject to change.
CITY OF CLEARWATER, FLORIDA
ELECTED OFFICIALS
MAYOR
Frank Hibbard
CITY COUNCIL
Carlen A. Petersen (Vice-Mayor)
Bill Jonson
Hoyt Hamilton
John Doran
APPOINTED OFFICIALS
William B. Horne, II, City Manager
Pamela K. Akin, Esq., City Attorney
Margaret L. Simmons, CPA, Finance Director
BOND COUNSEL
Bryant Miller Olive
Tallahassee, Florida
FINANCIAL ADVISOR
RBC Capital Markets
St. Petersburg, Florida
REGISTRAR AND PAYING AGENT
U.S. Bank, National Association
Jacksonville, Florida
No dealer, broker, salesman or other person has been authorized to give any
information or to make any representations, other than those contained in this Official
Statement, in connection with the offering ofthe Series 2006 Bonds described herein,
and if given or made, such information or representations must not be relied upon as
having been authorized by the City or the Underwriter. This Official Statement does
not constitute an offer to sell the Series 2006 Bonds or a solicitation of an offer to buy
nor shall there be any sale of the Series 2006 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 furnished by the City and by other sources which
are believed to be reliable, but it is not guaranteed as to accuracy or completeness, and
is not to be construed as a representation or contract, by the Underwriter. The
information and expressions of opinion herein are subject to change without notice and
neither the delivery of the 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.
IN CONNECTION WITH THE OFFERING, THE UNDERWRITER MAY OVER-
ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE
MARKET PRICE OF THE SERIES 2006 BONDS OFFERED HEREBY AT A LEVEL
ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET.
SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.
The Series 2006 Bonds have not been registered with the Securities and
Exchange City Council under the Securities Act of 1933, as amended, nor has
the Ordinance been qualified under the Trust Indenture Act of 1939, as
amended, in reliance upon exemptions contained in such acts. The
registration or qualification of the Series 2006 Bonds in accordance with
applicable provisions of the securities laws of the States, if any, in which the
Series 2006 Bonds have been registered or qualified and the exemption from
registration or qualification in certain other states cannot be regarded as a
recommendation thereof. Neither these States nor any of their agencies have
passed upon the merits of the Series 2006 Bonds or the accuracy or
completeness of this Official Statement. Any representation to the contrary
may be a criminal offense.
TABLE OF CONTENTS
Page
INTRODUCTORY STATEMENT ............1
THE 2006 PROJECT ..................................3
DESCRIPTION OF THE SERIES 2006
BONDS.........................................................;. 4
General..................................................... 4
Book-Entry Only System .....................5
SECURITY FOR THE SERIES 2006
BONDS........................................................... 9
Series 2006 Bonds Not a Debt of the
City...... ..... ............ ................ ..... ........ 11
Parity Bonds .........................................12
MUNICIPAL BOND INSURANCE....... 12
DEBT SERVICE REQUIREMENTS..... 13
SOURCES AND USES OF FUNDS ......14
THE WATER AND SEWER SYSTEM .14
Water System .......................................14
Sewer System .......................................17
Future Water and Sewer Capital
Improvements... ..... ............... .......... 19
RATES, FEES AND CHARGES.............20
FINANCIAL STATEMENTS .................. 21
INVESTMENT POLICY OF THE CITY
... ....... ... . .... . .... . .. ... ............ ........... .... . .... . ..... .....21
LITIGATION .................. .......... ........ .......... 22
RA TINGS.....................................................22
TAX EXEMPTION ....................................22
Federal Income Tax Matters............. 22
LEGAL OPINIONS ...................................26
ENFORCEABILITY OF REMEDIES ...26
FINANCIAL ADVISOR............................ 26
DISCLOSURE REQUIRED BY
FLORIDA BLUE SKY
REGULATIONS...... .... ........... ................... 27
ADVISORS AND CONSULTANTS.......27
CONTINUING DISCLOSURE ...............28
CERTIFICATE CONCERNING
OFFICIAL STATEMENT ........................28
MISCELLANEOUS... ........ ..... ..... ..... ......... 29
Appendices
Appendix A General Description of the
City and Selected Statistics
Appendix B Excerpts from the City's
Comprehensive Annual
Financial Report for the
Fiscal Year Ended
September 30, 2005
Appendix C Form of Ordinance 6915-01
and Resolution 06-37
Appendix D Form of Continuing
Disclosure Agreement
Appendix E Form of Bond Counsel
Opinion
Appendix F Form of Municipal Bond
Insurance Policy
Appendix G Schedule of Rates, Fees and
Charges
OFFICIAL STATEMENT
$ [Amount] *
CITY OF CLEARWATER, FLORIDA
WATER AND SEWER REVENUE BONDS, SERIES 2006
INTRODUCTORY STATEMENT
The purpose of this Official Statement, which includes the cover page, the
Summary Statement and the Appendices, is to provide information concerning the City
of Clearwater, Florida (the "City") and the City's $ [Amount] * Water and Sewer
Revenue Bonds, Series 2006 (the "Series 2006 Bonds").
The Series 2006 Bonds are being issued for the purpose of paying the costs of the
design, acquisition, construction or reconstruction of capital improvements to the
System undertaken by the City from time to time, a portion of which are designated by
the City to be paid from the proceeds of the Series 2006 Bonds (the "Series 2006
Project"), paying the cost of issuing the Series 2006 Bonds, including any municipal
bond insurance, and funding a debt service reserve fund. The lien of the Series 2006
Bonds on the Net Revenues is on a parity with the holders of the City's Outstanding
Water and Sewer Revenue Bonds, Series 1998, the City's Water and Sewer Revenue
Bonds, Series 2002 and the City's Water and Sewer Revenue Refunding Bonds, Series
2003 (collectively, the "Parity Bonds"), as further described herein. The scheduled
payment of principal of and interest on the Series 2006 Bonds when due will be
guaranteed under an insurance policy to be issued concurrently with the delivery of the
Series 2006 Bonds by [Insurer Name], as described herein. For a discussion of the
terms and provisions of such policy, including the limitations thereof, see
"MUNICIPAL BOND INSURANCE" herein.
The Series 2006 Bonds will be issued pursuant to the authority of and in full
compliance with (a) the charter of the City, (b) the Constitution and the laws of the
State of Florida, particularly Chapter 166, Part II, Florida Statutes, and other
applicable provisions oflaw, and (c) Ordinance No. 3674-84 enacted by the Issuer on
August 2, 1984, as amended and supplemented in Ordinance 6915-01, enacted
November 15, 2001 (collectively, the "Ordinance") and as further supplemented by
Resolution 06-37, adopted by the City on [ ] (the "Series 2006 Resolution").
* Preliminary, subject to change.
1
Neither the Series 2006 Bonds nor the interest thereon constitute a general
obligation or indebtedness of the City within the meaning of any constitutional,
statutory or charter provision or limitation. No owner or owners of any Series 2006
Bonds shall ever have the right to compel the exercise ofthe ad valorem taxing power
of the City, or any other taxing power in any form on any real or personal property of
the City, to pay the Series 2006 Bonds or the interest thereon. The City shall not be
obligated to pay the Series 2006 Bonds or any interest thereon except from the Net
Revenues, in the manner provided in the Ordinance.
A Reserve Account has been established for the benefit of the Series 2006 Bonds
and the outstanding Parity Bonds (as herein defined). Upon issuance of the Series
2006 Bonds, the Reserve Account will be funded in an amount equal to the Reserve
Account Requirement for Series 2006 Bonds and the Outstanding Parity Bonds.
The City covenants in the Ordinance to fix, establish and maintain such rates,
and collect such fees, rentals and other charges for the services and facilities of the
System (as herein defined) and revise the same from time to time whenever necessary
as will always provide Gross Revenues in each Fiscal Year sufficient to pay (i) the Cost
of Operation and Maintenance of the System in such Fiscal Year, (ii) 115% ofthe Bond
Service Requirement for such Fiscal Year on the Outstanding Series 2006 Bonds and
on all Outstanding Additional Bonds and Parity Bonds, plus (iii) 100% of all reserve
and other payments required to be made pursuant to the Ordinance.
The City may issue Additional Bonds, payable on a parity from the Net
Revenues with the Series 2006 Bonds and the Parity Bonds, for the purpose of
refunding a part of the Outstanding Bonds, or financing the cost of extensions,
additions and improvements to the System and for the acquisition and construction of,
and extensions and improvements to, sewer and/or water systems which are to be
consolidated with the System and operated as a single combined utility, provided that,
among other requirements, certain earnings tests relating historical Net Revenues to
the Maximum Bond Service Requirement of all Bonds outstanding after the issuance of
such Additional Bonds can be met. Such historical Net Revenues may be adjusted by
the Consulting Engineer as provided in the Ordinance.
Definitions of certain words and terms having initial capitals used herein and in
the Ordinance are contained in the "Conformed Copy of the Ordinance and
Amendatory Ordinance" in Appendix C hereto.
The references, excerpts and summaries of all documents referred to herein do
not purport to be complete statements of the provisions of such documents, and
reference is directed to all such documents for full and complete statements of all
matters of fact relating to the Series 2006 Bonds, the security for the payment of the
Series 2006 Bonds, and the rights and obligations of holders thereof. The information
2
contained in this Official Statement involving matters of opinion or of estimates,
whether or not so expressly stated, are set forth as such and not as representations of
fact, and no representation is made that any ofthe estimates will be realized. Neither
this Official Statement nor any statement which may have been made verbally or in
writing is to be construed as a contract with the holders of the Series 2006 Bonds.
THE 2006 PROJECT
The principal portion ofthe proceeds of the Series 2006 Bonds will be applied to
the payment of approximately $24,785,000 of capital improvements to the System. The
improvements are a continuation of those projected by Burton & Associates,
Jacksonville, Florida (the "Rate Consultant") which conducted a rate study in 2001 (the
"Rate Study"), consisting of a revenue sufficiency analysis for the period FY 2001
through FY 2006 (the "Forecast Period") to determine the projected costs of capital
improvements to the System and to determine the adequacy of then-current rates to
fund the System's projected costs during the Forecast Period. The Rate Study
identified a need for approximately $158 million in capital projects for the System for
fiscal years 2001 through 2006 to be funded with approximately $5.5 million of
available operating revenues after funding debt service, $22.4 million of Renewal and
Replacement Fund revenue and $130.1 million of revenue bond proceeds. Proceeds of
the Series 2002 Bonds funded approximately $54 million of these capital projects. For
the five years from 2001 through 2006, including the 2006 Project, the primary
objectives of the capital improvement program have been expansion of the reclaimed
water program, continued renewal and replacement as needed of the water,
wastewater collection and water pollution control systems and upgrading the water
pollution control system to meet regulatory requirements. (See also, "SECURITY FOR
THE SERIES 2006 BONDS - Parity Bonds").
3
DESCRIPTION OF THE SERIES 2006 BONDS
General
The Series 2006 Bonds will be dated [Dated Date]. The Series 2006 Bonds will
bear interest at the rates and mature on December 1 in the amounts and at the times
set forth on the cover page of this Official Statement. The Series 2006 Bonds are to be
issued as fully registered bonds in denominations of $5,000 or integral multiples
thereof. Interest on the Series 2006 Bonds will be payable on December 1, 2006 and
semiannually thereafter on June 1 and December 1 of each year, by check or draft
mailed to the registered owners, at their addresses as they appear on the registration
books of the City maintained by the Bond Registrar, as ofthe 15th day (whether or not
a business day) of the month preceding the interest payment date (the "Record Date").
Owners of$I,OOO,OOO or more in aggregate principal amount of Series 2006 Bonds may
receive interest by wire transfer, at the Owner's expense, to a bank account designated
in writing by the Owner not later than the Record Date. Principal of, and premium if
any, are payable at maturity, or upon redemption prior to maturity, upon presentation
and surrender thereof at the corporate trust office of the Paying Agent. U.S. Bank,
National Association, Jacksonville, Florida, is acting as Paying Agent and Bond
Registrar for the Series 2006 Bonds.
The Series 2006 Bonds will be initially issued in the form of a single fully
registered Bond for each maturity ofthe Series 2006 Bonds. Upon initial issuance, the
ownership of each such Series 2006 Bonds will be registered in the registration books
kept by the Bond Registrar, in the name of Cede & Co., as nominee of The Depository
Trust Company, New York, New York ("DTC"). While held in book-entry form, all
payments of principal, interest and premium, if any, on the Series 2006 Bonds
will be made to DTC or the DTC Nominee as the sole registered owner of the
Series 2006 Bonds and payments to Beneficial Owners will be the
responsibility of DTC and the DTC Participants as described below. See
"Book-Entry Only System."
Redemption of Series 2006 Bonds
Mandatory Sinking Fund Redemption
The Series 2006 Bonds maturing on December 1, 20_ will be subject to
mandatory redemption prior to maturity, selected by lot, or in such manner as the
Registrar may deem appropriate, at a redemption price equal to par plus accrued
4
interest to the redemption date, on December 1, 20_, and each December 1
thereafter, from amounts deposited in the Redemption Account in the Bond Service
Fund established by the Ordinance, in the following years and amounts as follows:
Year
Amount
Optional Redemption Provisions
The Series 2006 Bonds maturing on December 1, 2016 and thereafter will be
subject to optional redemption prior to their respective maturity dates beginning on
December 1, 2015 at 100% of the par value thereof.
Book-Entry Only System
The Series 2006 Bonds will be available in book-entry form only, in
denominations of $5,000 or any integral multiple thereof. Purchasers of the Series
2006 Bonds will not receive certificates representing their interests in the Series 2006
Bonds purchased. The Underwriter is to confirm original issuance purchases with
statements containing certain terms of the Series 2006 Bonds purchased.
The following information regarding The Depository Trust Company, New York,
New York ("DTC") and the book-entry only system of registration has been obtained by
the City from DTC. No representation is made by the City as to its accuracy or
correctness.
The Depository Trust Company ("DTC"), New York, New York, will act as
securities depository for the Series 2006 Bonds. The Series 2006 Bonds will be issued
as fully-registered securities registered in the name of Cede & Co. (DTC's partnership
nominee) or such other name as may be requested by an authorized representative of
DTC. One fully-registered Series 2006 Bond will be issued for each maturity of the
Series 2006 Bonds, as set forth on the inside cover page hereof, and will be deposited
with DTC.
DTC, the world's largest depository, is a limited-purpose trust company
organized under the New York Banking Law, a "banking organization" within the
meaning of the New York Banking Law, a member of the Federal Reserve System, a
5
"clearing corporation" within the meaning of the New York Uniform Commercial Code,
and a "clearing agency" registered pursuant to the provisions of Section 17A of the
Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 2
million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues,
and money market instruments from over 85 countries that DTC's participants ("Direct
Participants") deposit with DTC. DTC also facilities the post-trade settlement among
Direct Participants of sales and other securities transactions in deposited securities,
through electronic computerized book-entry transfers and pledges between Direct
Participants' accounts. This eliminates the need for physical movement of securities
certificates. Direct Participants include both U.S. and non-U.S. securities brokers and
dealers, banks, trust companies, clearing corporations, and certain other organizations.
DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation
("DTCC"). DTCC, in turn, is owned by a number of Direct Participants of DTC and
Members of the National Securities Clearing Corporation, Government Securities
Clearing Corporation, MBS Clearing Corporation, and Emerging Markets Clearing
Corporation, (NSCC, GSCC, MBSCC, and EMCC, also subsidiaries ofDTCC), aswell
as by the New York Stock Exchange, Inc., the American Stock Exchange LLC, and the
National Association of Securities Dealers, Inc. Access to the DTC system is also
available to others such as both U.S. and non-U.S. securities brokers and dealers,
banks, trust companies, and clearing corporations that clear through or maintain a
custodial relationship with a Direct Participant, either directly or indirectly ("Indirect
Participants"). DTC has Standard & Poor's highest rating: AAA. The DTC Rules
applicable to its Participants area on file with the Securities and Exchange
Commission. More information about DTC can be found at www.dtcc.com.
So long as the book-entry only system is in effect, beneficial interests in the
Series 2006 Bonds will be available in book-entry form only, in the principal amount of
$5,000 or any integral multiple thereof. Purchasers of beneficial interests in the Series
2006 Bonds will not receive certificates representing their beneficial interests in the
Series 2006 Bonds purchased. Each Underwriter is to confirm original issuance
purchases of beneficial interests with statements containing certain terms ofthe Series
2006 Bonds in which such beneficial interests are purchased.
Purchases of Series 2006 Bonds under the DTC system must be made by or
through Direct Participants, which will receive a credit for the Series 2006 Bonds on
DTC's records. The ownership interest of each actual purchaser of each Series 2006
Bonds ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect
Participants' records. Beneficial Owners will not receive written confirmation from
DTC of their purchase. Beneficial Owners are, however, expected to receive written
confirmations providing details of the transaction, as well as periodic statements of
their holdings, from the Direct or Indirect Participant through which the Beneficial
Owner entered into the transaction. Transfers of ownership interests in the Series
2006 Bonds are to be accomplished by entries made on the books of Direct and Indirect
6
Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive
certificates representing their ownership interests in Series 2006 Bonds, except in the
event that use of the book-entry system for the Series 2006 Bonds is discontinued.
To facilitate subsequent transfers, all Series 2006 Bonds deposited by Direct
Participants with DTC are registered in the name ofDTC's partnership nominee, Cede
& Co., or such other name as may be requested by an authorized representative of
DTC. The deposit of Series 2006 Bonds with DTC and their registration in the name of
Cede & Co. or such other DTC nominee do not effect any change in beneficial
ownership. DTC has no knowledge of the actual Beneficial Owners of the Series 2006
Bonds; DTC's records reflect only the identity of the Direct Participants to whose
accounts such Series 2006 Bonds are credited, which mayor may not be the Beneficial
Owners. The Direct and Indirect Participants will remain responsible for keeping
account of their holdings on behalf of their customers.
Conveyance of notices and other communications by DTC to Direct Participants,
by Direct Participants to Indirect Participants, and by Direct Participants and Indirect
Participants to Beneficial Owners will be governed by arrangements among them,
subject to any statutory or regulatory requirements as may be in effect from time to
time.
The Paying Agent will make payments of principal of, premium, if any, and
interest on the Series 2006 Bonds to DTC or such other nominee, as may be requested
by an authorized representative or DTC, as registered owner of the Series 2006 Bonds.
DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds
and corresponding detail information from the City and the Paying Agent, on payable
date in accordance with their respective holdings shown on DTC's records. Payments
by Participants to Beneficial Owners will be governed by standing instructions and
customary practices, as is the case with securities held for the accounts of customers in
bearer form or registered in "street name," and will be the responsibility of such
Participant and not ofDTC nor its nominee, the Paying Agent subject to any statutory
or regulatory requirements as may be in effect from time to time. Payment of
redemption proceeds, distributions, and dividend payments to Cede & Co. (or such
other nominee as may be requested by an authorized representative of DTC) is the
responsibility of the City or the Paying Agent, disbursement of such payments to Direct
Participants will be the responsibility of DTC, and disbursement of such payments to
the Beneficial Owners will be the responsibility of Direct and Indirect Participants.
The City and the Paying Agent will send redemption notices to DTC. If less
than all of the Series 2006 Bonds within an issue are being redeemed, DTC's practice is
to determine by lot the amount of interest of each Direct Participant in such issue to be
redeemed.
7
Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote
with respect to Series 2006 Bonds unless authorized by a Direct Participant in
accordance with DTC's Procedures. Under its usual procedures, DTC mails an
Omnibus Proxy to the City as soon as possible after the record date. The Omnibus
Proxy assigns Cede & Co. 's consenting or voting rights to those Direct Participants to
whose accounts Series 2006 Bonds are credited on the record date (identified in a
listing attached to the Omnibus Proxy).
THE CITY AND THE PAYING AGENT WILL HAVE NO RESPONSIBILITY
OR OBLIGATION TO THE BENEFICIAL OWNERS, DTC PARTICIPANTS OR THE
PERSONS FOR WHOM DTC PARTICIPANTS ACT AS NOMINEES WITH RESPECT
TO THE SERIES 2006 BONDS FOR THE ACCURACY OF RECORDS OF DTC, CEDE
& CO. OR ANY DTC PARTICIPANT WITH RESPECT TO THE SERIES 2006 BONDS
OR THE PROVIDING OF NOTICE OR PAYMENT OF PRINCIPAL, OR INTEREST,
OR ANY PREMIUM ON THE SERIES 2006 BONDS, TO DTC PARTICIPANTS OR
BENEFICIAL OWNERS, OR THE SELECTION OF SERIES 2006 BONDS FOR
REDEMPTION.
The City and the Paying Agent cannot give any assurances that DTC, DTC
Participants or others will distribute payments of principal of, premium, if any, and
interest on the Series 2006 Bonds paid to DTC or its nominee, or any redemption or
other notices, to the Beneficial Owners, or that they will do so on a timely basis or that
DTC will serve or act in a manner described in this Official Statement.
For every transfer and exchange of beneficial interests in the Series 2006 Bonds,
the Beneficial Owner may be charged a sum sufficient to cover any tax, fee or other
government charge that may be imposed in relation thereto.
DTC may determine to discontinue providing its services with respect to the
Series 2006 Bonds at any time by giving notice to the City and the Paying Agent and
discharging its responsibilities with respect thereto under applicable law. Under such
circumstances, in the event that a successor depository is not obtained, Series 2006
Bonds are required to be printed and delivered. In addition, the City may determine to
discontinue the use of book-entry transfers through DTC (or any successor securities
depository). Under such circumstances, certificated Series 2006 Bonds are required to
be delivered as described below.
In the event that the book-entry only system is discontinued, the following
provisions will govern the transfer and exchange of Series 2006 Bonds. The Series
2006 Bonds will be exchanged for an equal aggregate principal amount of
corresponding bonds in other authorized denominations and of the same series and
maturity, upon surrender thereof at the principal corporate trust office of the Bond
Registrar. The transfer of any Series 2006 Bonds will be registered on the books
8
maintained by the Bond Registrar for such purpose only upon the surrender thereofto
the Bond Registrar with a duly executed written instrument of transfer in form and
with guaranty of signatures satisfactory to the Bond Registrar, containing written
instructions as to the details of transfer of such Series 2006 Bonds, along with the
social security number or federal employer identification number of such transferee.
The City and the Bond Registrar may charge the registered owners a sum sufficient to
reimburse them for any expenses incurred in making any exchange or transfer after
the first such exchange or transfer following the delivery of the Series 2006 Bonds. The
Bond Registrar or the City may also require payment from the registered owners or
their transferees, as the case may be, of a sum sufficient to cover any tax, fee or other
governmental charge that may be imposed in relation thereto. Such charges and
expenses shall be paid before any such new Series 2006 Bonds shall be delivered.
Neither the City nor the Bond Registrar shall be required to register the transfer or
exchange of any Series 2006 Bonds during the period commencing on the fifteenth day
(whether or not a business day) ofthe month next preceding an interest payment date
and ending on such interest payment date or, in the case of any proposed redemption of
a Series 2006 Bonds, after such Series 2006 Bonds or any portion thereof has been
selected for redemption.
SECURITY FOR THE SERIES 2006 BONDS
Net Revenues. The principal of and premium, if any, and interest on the Series
2006 Bonds are payable solely from and secured by an irrevocable first lien upon and
pledge of the Net Revenues (as hereinafter defined) derived and collected by the City
from the operation of the water and sewer system of the City (the "System"), on a
parity with the Parity Bonds. "Net Revenues" are defined by the Ordinance to include
all income or earnings, including any income from the investment offunds, derived by
the City from the operation of the System after deduction of current expenses, either
paid or accrued, for the operation, maintenance and repair of the System, but not
including reserves for renewals and replacements, for extraordinary repairs or any
allowance for depreciation.
The Series 2006 Bonds do not constitute a general indebtedness of the City
within the meaning of any constitutional, statutory or charter provision or limitation.
The principal of and interest on the Series 2006 Bonds and all required reserve and
other payments shall be made solely from the Net Revenues. The City shall never be
required to levy ad valorem taxes on any property therein to pay the principal of and
interest on the Series 2006 Bonds or to make any of the required debt service, reserve
or other payments, and any failure to pay the Series 2006 Bonds shall not give rise to a
lien upon any property of or in the City, except the Net Revenues.
9
Rate Covenant. In the Ordinance, the City has covenanted to fix, establish
and maintain such rates and collect such fees, rentals and other charges for the
services and facilities of the System and revise the same from time to time whenever
necessary, as will always provide Gross Revenues in each Fiscal Year sufficient to pay
the Cost of Operation and Maintenance ofthe System in such Fiscal Year, one hundred
fifteen per centum (115%) of the Bond Service Requirement becoming due in such
Fiscal Year on the Outstanding Parity Bonds, on the outstanding Bonds and on all
outstanding Additional Bonds, plus one hundred per centum (100%) of all reserve and
other payments required to be made pursuant to this Ordinance and the Original
Ordinance. Such rates, fees, rentals and other charges shall not be reduced so as to be
insufficient to provide Gross Revenues for such purposes.
Reserve Account. The Ordinance creates a Reserve Account in a sum equal
to and sufficient to pay the Maximum Bond Service Requirement on all outstanding
Bonds becoming due in any ensuing Fiscal Year. The Reserve Account will be fully
funded after the issuance of the Series 2006 Bonds. No further payments will be
required to be made into such Reserve Account as long as there shall remain on deposit
therein a sum equal to the Maximum Bond Service Requirement on all outstanding
Bonds becoming due in any ensuing Fiscal Year.
Moneys in the Reserve Account shall be used only for the purpose of payment of
maturing principal of or interest on the Bonds when the moneys in the Sinking Fund
are insufficient therefor. Interest earnings on funds held in the Reserve Account will
be transferred to the Revenue Fund. In lieu of or in substitution for all or any part of
the required deposits to the Reserve Account, the City may provide for the deposit of a
surety bond or insurance policy from a reputable insurer in accordance with the
provisions of the Ordinance.
Any withdrawals from the Reserve Account will be subsequently restored from
the first moneys available in the Revenue Fund after all required current payments
into the Sinking Fund and into the Reserve Account, including all deficiencies for prior
payments, have been made in full.
Additional Bonds. Additional Bonds, payable on a parity from the Net
Revenues with the Series 2006 Bonds and the Parity Bonds, may be issued for the
purposes of refunding a part of the outstanding Bonds or financing the cost of
extensions, additions and improvements to the System and for the acquisition and
construction of, and extensions, additions and improvements to, sewer and/or water
systems which are to be consolidated with the System and operated as a single
combined utility. Additional Bonds, other than for refunding purposes, will be issued
only upon compliance with all of the conditions set forth in the Ordinance, including
the following:
10
(1) There shall have been obtained and filed with the Clerk a certificate of the
Finance Director stating: (a) that the books and records of the City relative to the
System have been audited by qualified and recognized firm of independent certified
public accountants; (b) based on such audited financial statement, that the amount of
the adjusted Net Revenues derived for the Fiscal Year preceding the date of issuance of
the proposed Additional Bonds or for any twelve (12) consecutive months during the
eighteen (18) months immediately preceding the date of issuance of the Additional
Bonds with respect to which such certificate is made, adjusted as herein below
provided; and (c) based on such audited financial statement, that the aggregate amount
of such Net Revenues, as adjusted, for the period for which such Net Revenues are
being certified is equal to not less than 120% of the Maximum Bond Service
Requirement becoming due in any Fiscal Year thereafter on (i) all Parity Bonds and
the Bonds issued under the Ordinance, if any, then Outstanding, and (ii) on the
Additional Bonds with respect to which such certificate is made.
(2) Upon recommendation of the Consulting Engineers, the Net Revenues
certified pursuant to (b) in the previous paragraph may be adjusted by including: (a)
100% ofthe additional Net Revenues which in the opinion ofthe Consulting Engineer
would have been derived by the City from rate increases adopted before the Additional
Bonds are issued, if such rate increases had been implemented before the
commencement of the period for which such Net Revenues are being certified, and (b)
100% of the additional Net Revenues estimated by the Consulting Engineer to be
derived during the first full twelve month period after the facilities of the System are
extended, enlarged, improved or added to with the proceeds of the Additional Bonds
with respect to which such certificate is made. The adjustments described in (b) ofthis
paragraph may only be made if the Net Revenues as adjusted under (a) of the prior
paragraph for the period for which such Net Revenues are being certified equals at
least 1.00 times the Maximum Bond Service Requirement becoming due in any Fiscal
Year thereafter on (i) all Bonds then outstanding; and (ii) on the Additional Bonds with
respect to which such certificate is made.
See Appendix C, "Conformed Copy of the Ordinance and Amendatory
Ordinance." See also "Parity Bonds" below under this principal caption.
Series 2006 Bonds Not a Debt of the City
The Series 2006 Bonds shall not constitute a general obligation or
indebtedness of the City within the meaning of any constitutional, statutory
or charter provision or limitation, and no Bondholder shall ever have the
right to compel the exercise of the ad valorem taxing power of the City or
taxation in any form of real or personal property therein for the payment of
11
the principal of and interest on the Series 2006 Bonds or to compel the City to
pay such principal and interest from any other funds of the City except the
Net Revenues. The Series 2006 Bonds shall not constitute a lien upon any
property of or in the City, but shall constitute a lien only on the Net Revenues
all in the manner provided in the Ordinance.
Parity Bonds
As of September 30, 2005, there are Outstanding under the Ordinance,
$59,750,000 Compound Accreted Value ofthe City's Water and Sewer Revenue Bonds,
Series 1998 (the "Series 1998 Bonds"), $56,790,000 of the City's Water and Sewer
Revenue Bonds, Series 2002 (the "Series 2002 Bonds") and $8,410,000 of the City's
Water and Sewer Revenue Refunding Bonds, Series 2003 (the "Series 2003 Bonds").
The Series 1998 Bonds the Series 2002 Bonds and the Series 2003 Bonds rank on a
parity with the Series 2006 Bonds as to the lien and pledge of the Net Revenues and
hereinafter referred to collectively as the "Parity Bonds"). It is anticipated that the
City will continue to issue Parity Bonds from time to time to finance additions,
expansions and improvements to the System.
MUNICIPAL BOND INSURANCE
Bond Insurance Policy
[TO COME]
12
Fiscal Year
Ending
Setltember 30
DEBT SERVICE REQUIREMENTS
Parity Bonds
2007 $ 9,787,631.26
2008 9,711,781.26
2009 9,783,206.26
2010 9,760,162.51
2011 9,756,426.26
2012 9,799,551.26
2013 9,790,158.76
2014 9,752,268.76
2015 9,714,426.26
2016 9,766,092.51
2017 9,771,818.76
2018 9,771,316.26
2019 9,735,575.63
2020 3,695,035.00
2021 3,698,692.50
2022 3,700,956.25
2023 3,706,000.00
2024 3,709,125.00
2025 3,716,250.00
2026 3,722,000.00
2027 3,726,125.00
2028 3,733,250.00
2029 3,742,875.00
2030 3,754,500.00
2031 3,762,750.00
2032 3,772,250.00
2033 3.787.375.00
Totals
$ 179,127,599.50
Series 2006 Bonds
Princioal Interest Total
13
Aggregate
Total
SOURCES AND USES OF FUNDS
SOURCES
Principal Amount of Series 2006 Bonds
Total Sources
USES
Deposit to Construction Fund
Deposit to Interest Account
Costs oflssuance including Underwriter's
Discount and Bond Insurance Premium
Total Uses
THE WATER AND SEWER SYSTEM
Water System
Water supply for the area served by the System is currently derived from
existing City wellfields and by the purchase of water from Pinellas County. The City
has a bulk water purchase agreement with Pinellas County that supplies up to 80
percent of the service area's water needs on an as needed basis. The City currently has
eighteen (18) production wells scattered throughout the service area, each equipped
with automatic control systems. The City water system and the Pinellas County water
system are interconnected at seven (7) locations.
Under the City's contract with Pinellas County, Pinellas County agrees to supply
the City with sufficient water for the designated service area, based on a formula set
forth therein, and the City agrees to purchase a minimum of 1,460,000,000 gallons of
water from Pinellas County within each calendar year. The current contract rate is
approximately $2.52 per thousand gallons. The rate is set by the Board of County
Council Members and is based on a prorated share of revenue cost requirements of the
Pinellas County water system including production and transmission costs required for
14
the supply of water to the Pinellas County water users. Pinellas County obtains
approximately 70 million gallons per day or 100% of its water supply from Tampa Bay
Water, a Regional Water Supply Authority ("Tampa Bay Water") (the successor to West
Coast Regional Water Supply Authority). It is entitled under contract to obtain 100% of
its water needs per day from Tampa Bay Water. The City currently acquires
approximately 10.5 to 11.0 million gallons per day from Pinellas County.
The City's water distribution system consists of approximately 588 miles of
water mains ranging up to 20 inches in diameter. The distribution system contains
numerous interconnections between piping, making larger size mains unnecessary for
existing flow conditions. City water storage within the distribution system consists of a
series of ground-level water storage pumping systems and elevated tank water storage.
The City currently has four 5-million gallon ground-level water storage reservoirs and
two I-million gallon elevated water storage tanks. The City's elevated storage tanks
are all steel vessels designed to ride on the distribution system. They provide
immediate response to pressure and flow demands in the local areas.
Raw water within the City of Clearwater has historically been of adequate
quality to meet minimum regulatory requirements and has received treatment only in
the form of disinfection via chlorination with a limited amount of aeration for sulfide
control. Additional treatment has been added in the form of corrosion control
(polyphosphate). This type oftreatment to date has been compatible with the quality of
bulk water purchased from the County. Continual use of the City's wells has led to
increasing mineralization of the City supply, but there has been no danger to public
health.
The following chart shows the average daily water flow on an annualized
basis over the past five years:
Source and Volume of Water Pumped
(in million gallons per day, averaged over the Fiscal Year)
FY Citv Wells Countv Total
2001 3.067 11. 260 14.327
2002 2.258 11.739 13.997
2003 3.927 8.916 12.843
2004 3.601 9.544 13.145
2005 3.550 10.630 14.180
The table below illustrates the growth in number of customers over the past five
years.
15
Historical Growth in Number of Water Customers
(all figures are as of September of the year indicated)
Year Water
Customers
2000 39,562
2001 40,167
2002 40,340
2003 40,227
2004 40,235
2005 40,178
The ten largest water customers and their 2005 water use including water
revenues received are shown in the table below:
Ten Largest Water Customers
Fiscal Year Ending September 30, 2005
Name of User
Water Used
(in 100 Cubic Feet)
1. Church of Scientology FSO Inc.
2 Morton Plant Hospital
3. Pinellas County Schools
4. Clearwater Housing Authority
5. Sheraton Sand Key
6. City of Clearwater
7. United Dominion Realty Trust
8. Kings Savannah Trace
9. AGH Leasing UP
10.Ultimar Condo Association
Total
108,533
80,889
48,091
47,405
40,303
18,830
40,137
31,610
34,227
25.829
475,854
Source: City of Clearwater
16
Revenues
Produced
$ 364,127
309,050
282,809
160,574
129,972
126,257
120,352
104,176
100,241
95.347
$1,792,905
Sewer System
The City's sanitary sewage collection system is composed of slightly more than
321 miles of connector mains, utilizing 79 lift stations. Three treatment plants with a
combined design capacity of 28.5 mgd (million gallons per day) are on line and
operational. These three plants are the Marshall Street Facility, the Northeast
Facility and the East Facility.
The wastewater pollution control plants, Marshall Street, constructed in the
1950's, East, constructed in the 1960's and Northeast, constructed in the 1970's, have
been expanded several times to their current design capacities of ten million, five
million and thirteen and one-half million gallons per day respectively. All three plants
utilize Advanced Wastewater Treatment processes. Their current systems include
nitrogen and phosphorous removal, anaerobic digestion, sludge thickening and provide
highly treated reclaimed water for private, commercial and municipal use. The
Marshall Street and Northeast plants also provide for sludge dewatering.
The Northeast Biosolids Management Facility was constructed in 1994. It is
designed to process thirty-three dry tons per day of sludge that meets EP A and Florida
Department of Environmental Protection sludge criteria.
17
The following chart shows the average daily sewage flow on an annualized basis
over the past five years:
Fiscal Year
2001
2002
2003
2004
2005
Average Sewage Flow
Annual Avg. Daily Flow
In MGD
14.4
14.3
16.2
15.0
14.7
The following table illustrates the growth in number of customers over the past
five years.
Historical Growth in Number of Sewer Customers*
Year
Sewer
Customers
2001
2002
2003
2004
2005
32,933
33,215
33,215
33,234
33,305
* All figures are as of September 30 of the year indicated.
The ten largest sewer customers and their 2005 water use including sewer
revenues received are shown in the table below:
18
Ten Largest Sewer Customers
Fiscal Year Ending September 30, 2005
Name of User
Sewer Used
(in 100 Cubic Feet)
1. Morton Plant Hospital
2. Church of Scientology
3. Pinellas County Schools
4. United Dominion Realty Trust
5. Clearwater Housing Authority
6. AGH Leasing LIP
7. Sheraton Sand Key
8. King's Savannah Trace
9. Lake Starcrest
10. City of Clearwater
Total
Source: City of Clearwater
Future Water and Sewer Capital Improvements
78,884
90,098
43,139
40,137
40,993
34,227
33,295
31,610
21,529
8.691
463,188
Revenues
Produced
$ 348,768
343,993
304,165
154,550
148,411
128,720
123,925
114,404
77,856
76.376
$1,821,168
The FY 2006 Water and Wastewater Utility Rate Study, dated June 23,2006,
undertaken by Burton & Associates, the City's utility rate consultant, forecasts a
capital improvement program for the System over the ten year period from 2006
through 2016 in the amount of approximately $378.2 million. Of this amount, it is
anticipated that the City will incur long-term revenue bond financing for
approximately $144.6 million, including the 2006 Bonds. The balance of the costs of
the capital improvement program are expected to be paid from impact fees, grant
funding, renewal and replacement and from unexpended amounts on deposit in the
Revenue Fund after payment of debt service on Bonds.
19
RATES, FEES AND CHARGES
Current Rates, Fees and Charges
The City establishes rates, fees and charges for use of the System by ordinance,
which are adopted in response to periodic rate studies conducted by Burton and
Associates, the City's utility rate consultant. As the result of a rate study conducted in
2001, the rate ordinance provided a series of 7% increases over a 5-year period
applicable to water and wastewater rates only, the last of which became effective
October 1, 2004. As the result of rate study conducted in 2004, the City enacted a rate
ordinance which establishes rates for the period from 2005 through 2009, including
rate increases of 6% per year for water and sewer customers and increased the existing
reclaimed water rates for 2006 by 29.44%, 29.44% in 2007 and 6% per year thereafter
through 2009. A schedule of rates, fees and charges is attached hereto as Appendix [ ].
Debt Service Coverage By Historical Net Revenues
Fiscal Years Ended September 30
2001 2002 2003 2004 2005
Net Revenues
Available for Debt
Service (1) $12,149,447 $10,900,123 $10,632,729 $12,986,878 $14,135,278
Annual Debt Service 6,278,690 6,282,880 8,764,202 9,538,513 9,891,581
Coverage 1.94 1.73 1.21 1.36 1.43
(1) Revenues used in calculation include interest earnings and exclude extraordinary gain and contributed
revenues. Expenses used exclude depreciation (and similar non-cash expenses), amortization of bond discount and
issue costs, bond interest, sinking fund and reserve requirements and extraordinary loss.
Source: City of Clearwater.
Rate Study and Rate Increases
As a result of the Rate Study (see "FUTURE FINANCING OF THE WATER
AND SEWER SYSTEM" above), the City enacted Ordinance No. 6695-01 on March 1,
2001 (the "Rate Ordinance"), which increased water and sewer rates by 7% on each of
July 1, 2001, April 1, 2002, January 1, 2003 and October 1, 2004. Following the
enactment ofthe Rate Ordinance the information in the analysis contained in the Rate
Study was updated in a report dated July, 2001 (the Rate Study as so updated is herein
referred to as the "Rate Study"). The Rate Study concludes that:
20
"The analysis demonstrates that the 7% rate increases adopted by the
City through FY 2005 are sufficient to provide funding for all system
requirements. In addition, an increase of approximately 7.25% will be
required at the beginning of FY 2006 to fund expected costs during that
year."
FINANCIAL STATEMENTS
The combined financial statements and Water and Sewer enterprise fund
financial statements of the City at September 30, 2005 and for the Fiscal Year then
ended, appended hereto as Appendix B, have been excerpted from the financial
statements contained in the City's Comprehensive Annual Financial Reports for the
Fiscal Year ending September 30, 2005.
INVESTMENT POLICY OF THE CITY
Pursuant to the requirements of Section 218.45, Florida Statutes, the City
adopted a written investment policy which applies to all funds held by or for the benefit
of the City City Council (except for proceeds of bond issues which are deposited in
escrow and debt service funds and governed by their bond documents) and funds of
Constitutional Officers and other component units of the City.
The objectives of the investment policy, listed in order in order of importance,
are:
1. Safety of principal
2. Provision of sufficient liquidity
3. Optimization of return within the constraints of safety and liquidity
The investment policy limits the securities eligible for inclusion in the City's
portfolio. The City will attempt to maintain a weighted average maturity of its
investments at or below three years; however, the average maturity of investments
may not exceed four years.
To enhance safety, the investment policy requires the diversification of the
portfolio to reduce the risk of loss resulting from over-concentration of assets in a
specific class of security. The investment policy also requires the preparation of
21
periodic reports for the City Council of all outstanding securities by class or type, book
value, income earned and market value as of the report date.
Notwithstanding the foregoing, moneys held in the funds and accounts
established under the Ordinance may be invested only in Authorized Investments, as
described in the Ordinance.
LITIGATION
In the OpInIOn of the City Attorney, no legal proceedings are pending or
threatened that materially affect the City's ability to perform its obligations to the
holders of the Series 2006 Bonds or that materially affect the Pledged Revenues.
In the opinion of the City Attorney, there is no litigation or controversy of any
nature now pending or, to the City's knowledge, threatened to restrain or enjoin the
issuance, sale, execution or delivery of the Series 2006 Bonds or in any way contesting
the validity of the Series 2006 Bonds or any proceedings of the City taken with respect
to the authorization, sale or issuance of the Series 2006 Bonds or the pledge or
application of any moneys provided for the payment of the Series 2006 Bonds.
RATINGS
Moody's Investors Service and Fitch Ratings have assigned ratings of" "and"
" respectively, to the Series 2006 Bonds without regard to the municipal bond
insurance policy. It is anticipated that Moody's Investors Service and Fitch Ratings
will assign ratings of "Aaa," and "AAA," respectively, to the Series 2006 Bonds, with
the understanding that, upon delivery of the Series 2006 Bonds, the municipal bond
insurance policy will be issued by [Insurer Name]. Such ratings reflect only the views
of such organizations and any desired explanation of the significance of such ratings
should be obtained from the respective rating agency. Generally, a rating agency bases
its rating on the information and materials furnished to it and on investigations,
studies and assumptions of its own. There is no assurance such ratings will continue
for any given period of time or that such ratings will not be revised downward or
withdrawn entirely by the rating agencies, if in the judgment of such rating agencies,
circumstances so warrant. Any such downward revision or withdrawal of such ratings
may have an adverse effect on the market price of the Series 2006 Bonds.
TAX EXEMPTION
Federal Income Tax Matters
22
The Internal Revenue Code of 1986, as amended (the "Code") establishes certain
requirements which must be met subsequent to the issuance and delivery of the Bonds
in order that interest on the Bonds be and remain excluded from gross income for
purposes offederal income taxation. Noncompliance may cause interest on the Bonds
to be included in federal gross income retroactive to the date of issuance of the Bonds
regardless of the date on which such noncompliance occurs or is ascertained. These
requirements include, but are not limited to, provisions which prescribe yield and other
limits within which the proceeds of the Bonds and the other amounts are to be invested
and require that certain investment earnings on the foregoing must be rebated on a
periodic basis to the Treasury Department of the United States. The County has
covenanted in the Resolution to comply with such requirements in order to maintain
the exclusion from federal gross income of the interest on the Bonds.
In the opinion of Bond Counsel, assuming compliance with the aforementioned
covenants, under existing laws, regulations, judicial decisions and rulings, interest on
the Bonds is excluded from gross income of the holders thereof for purposes of federal
income taxation. Interest on the Bonds is not an item of tax preference for purposes of
the federal alternative minimum tax imposed on individuals or corporations; however,
interest on the Bonds may be subject to the alternative minimum tax when any Bond is
held by a corporation. The alternative minimum taxable income of a corporation must
be increased by 75% of the excess of such corporation's adjusted current earnings over
its alternative minimum taxable income (before this adjustment and the alternative
tax net operating loss deduction). "Adjusted Current Earnings" will include interest on
the Bonds.
Except as described above, Bond Counsel will express no opinion regarding the
federal income tax consequences resulting from the ownership of, receipt or accrual of
interest on, or disposition of Bonds. Prospective purchasers of Bonds should be aware
that the ownership of Bonds may result in collateral federal income tax consequences,
including (i) the denial of a deduction for interest on indebtedness incurred or
continued to purchase or carry Bonds, (ii) the reduction of the loss reserve deduction
for property and casualty insurance companies by 15% of certain items, including
interest on the Bonds, (iii) the inclusion of interest on the Bonds in earnings of certain
foreign corporations doing business in the United States for purposes of a branch
profits tax, (iv) the inclusion of interest on Bonds in passive income subject to federal
income taxation of certain S corporations with Subchapter C earnings and profits at
the close ofthe taxable year, and (v) the inclusion of interest on the Bonds in "modified
adjusted gross income" by recipients of certain Social Security and Railroad Retirement
benefits for purposes of determining whether such benefits are included in gross
income for federal income tax purposes.
PURCHASE, OWNERSHIP, SALE OR DISPOSITION OF THE BONDS AND
THE RECEIPT OR ACCRUAL OF THE INTEREST THEREON MAY HAVE
23
ADVERSE FEDERAL TAX CONSEQUENCES FOR CERTAIN INDIVIDUAL AND
CORPORATE REGISTERED OWNERS. PROSPECTIVE REGISTERED OWNERS
SHOULD CONSULT WITH THEIR TAX SPECIALISTS FOR INFORMATION IN
THAT REGARD.
During recent years legislative proposals have been introduced in Congress, and
in some cases enacted that altered certain federal tax consequences resulting from the
ownership of obligations that are similar to the Bonds. In some cases these proposals
have contained provisions that altered these consequences on a retroactive basis. Such
alteration of federal tax consequences may have affected the market value of
obligations similar to the Bonds. From time to time, legislative proposals are pending
which could have an effect on both the federal tax consequences resulting from
ownership of Bonds and their market value. No assurance can be given that legislative
proposals will not be introduced or enacted that would or might apply to, or have an
adverse effect upon, the Bonds.
Tax Treatment of Original Issue Discount
Under the Code, the difference between the maturity amount of the Series 2006
Bonds maturing in the years 2008 through and including and in (the "Discount
Bonds") and the initial offering price to the public, excluding bond houses, brokers or
similar persons or organizations acting in the capacity of underwriters or wholesalers,
at which price a substantial amount of Series 2006 Bonds of the same maturity was
sold is "original issue discount." Original issue discount will accrue over the term of
such Series 2006 Bonds at a constant interest rate compounded periodically. A
purchaser who acquires such Series 2006 Bonds in the initial offering at a price equal
to the initial offering price thereof to the public will be treated as receiving an amount
of interest excludable from gross income for federal income tax purposes equal to the
original issue discount accruing during the period he holds such Series 2006 Bonds,
and will increase his adjusted basis in such Series 2006 Bonds by the amount of such
accruing discount for purposes of determining taxable gain or loss on the sale or other
disposition of such Series 2006 Bonds. The federal income tax consequences of the
purchase, ownership and redemption, sale or other disposition of the Series 2006 Bonds
which are not purchased in the initial offering at the initial offering price may be
determined according to rules which differ from those above. Holders of such Series
2006 Bonds should consult their own tax advisors with respect to the precise
determination for federal income tax purposes of interest accrued upon sale,
redemption or other disposition of Series 2006 Bonds and with respect to the state and
local tax consequences of owning and disposing of such Series 2006 Bonds.
24
Tax Treatment of Bond Premium
The difference between the principal amount ofthe Series 2006 Bonds maturing
in the years through and including (the "Premium Bonds") and the
initial offering price to the public (excluding bond houses, brokers or similar persons or
organizations acting in the capacity of underwriters or wholesalers) at which price a
substantial amount of such Premium Bonds ofthe same maturity was sold constitutes
to an initial purchaser amortizable bond premium which is not deductible from gross
income for Federal income tax purposes. The amount of amortizable bond premium for
a taxable year is determined actuarially on a constant interest rate basis over the term
of each of the Premium Bonds which term ends on the earlier of the maturity or call
date for each of the Premium Bonds which minimizes the yield on said Bonds to the
purchaser. For purposes of determining gain or loss on the sale or other disposition of
a Premium Bond, an initial purchaser who acquires such obligation in the initial
offering to the public at the initial offering price is required to decrease such
purchaser's adjusted basis in such Premium Bond annually by the amount of
amortizable bond premium for the taxable year. The amortization of bond premium
may be taken into account as a reduction in the amount of tax-exempt income for
purposes of determining various other tax consequences of owning such Bonds.
Owners of the Premium Bonds are advised that they should consult with their own
advisors with respect to the state and local tax consequences of owning such Premium
Bonds.
Florida Tax Matters
On the date of delivery of the Bonds, Bond Counsel will issue an opinion to the
effect that under existing statutes, regulations and judicial decisions, the Bonds and
the income therefrom are exempt from intangible taxes imposed by Chapter 199,
Florida Statutes, as amended.
25
LEGAL OPINIONS
Legal matters incident to the authorization, issuance and sale ofthe Series 2006
Bonds are subject to the approval of Bryant Miller & Olive, Tallahassee, Florida, Bond
Counsel, whose approving opinion will be printed on the Series 2006 Bonds and will be
in substantially the form set forth in APPENDIX E. Certain other legal matters will be
passed upon for the City by Pamela K. Akin, Esquire, City Attorney and by Nabors,
Giblin & Nickerson, P.A., Tampa, Florida, Disclosure Counsel to the City.
ENFORCEABILITY OF REMEDIES
The remedies available to the Holders ofthe Series 2006 Bonds upon an Event of
Default under the Ordinance are in many respects dependent 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 Ordinance may not
be readily available or may be limited. The various legal opinions to be delivered
concurrently with the delivery of the Series 2006 Bonds will be qualified, as to the
enforceability of the various legal instruments, by limitations imposed by bankruptcy,
reorganization, insolvency or other similar laws affecting the rights of creditors enacted
before or after such delivery. The remedies granted to the Bondholders under the
Ordinance do not include the power to accelerate the principal of the Series 2006
Bonds.
FINANCIAL ADVISOR
RBC Dain Rauscher Inc., operating under the trade name of RBC Capital
Markets, has served as independent financial advisor to the City with respect to the
issuance and sale of the Series 2006 Bonds. The Financial Advisor assisted in the
preparation of this Official Statement and in other matters relating to the planning,
structuring and issuance of the Series 2006 Bonds. RBC Capital Markets did not
engage in any underwriting activities with regard to the issuance and sale of the Series
2006 Bonds. The Financial Advisor is not obligated to undertake and has not
undertaken to make an independent verification or to assume responsibility for the
accuracy, completeness or fairness of the information contained in this Official
Statement and is not obligated to review or ensure compliance with the undertaking by
the City to provide continuing secondary market disclosure. RBC Capital Markets may
assist the City in bidding certain investments on behalf of the City which may result in
additional fees being paid to RBC Capital Markets
26
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS
Section 517.051, Florida Statutes, as amended, and the regulations promulgated
thereunder (the "Disclosure Act") require that the City make a full and fair disclosure
of any bonds or other debt obligations that it has issued or guaranteed and that are or
have been in default as to principal or interest at any time after December 31, 1975
(including bonds or other debt obligations for which it has served only as a conduit
issuer such as industrial development or private activity bonds issued on behalf of
private businesses). The City is not and has not since December 31, 1975 been in
default as to principal and interest on its bonds or other debt obligations (see, however,
disclosure which is being made in the next paragraph related to conduit indebtedness).
The City hereby makes the following disclosure regarding a default on an issue
ofindustrial development bonds not related to any direct indebtedness ofthe City, as it
is aware of a prior default in 1990 with respect to an issue of industrial revenue bonds
for which the City served only as a conduit issuer. The City was not liable to pay the
principal of or interest on such bonds except from payments made to it by the private
company on whose behalf such bonds were issued and no funds ofthe City were used to
pay such bonds or the interest thereon. Although the City is not aware of any other
defaults with respect to bonds or other debt obligations as to which it has served only
as a conduit issuer, it has not undertaken an independent review or investigation of
such bonds or other debt obligations.
ADVISORS AND CONSULTANTS
The City has retained advisors and consultants in connection with the issuance
of the Series 2006 Bonds. These advisors and consultants are compensated from a
portion of the proceeds of the Series 2006 Bonds, identified as "Costs of Issuance"
under the heading "ESTIMATED SOURCES AND USES OF FUNDS" herein; and such
compensation, is, in some instances, contingent upon the issuance of the Bonds and the
receipt of the proceeds thereof.
Financial Advisor. The City has retained RBC Dain Rauscher Inc., operating
under the trade name of RBC Capital Markets, St. Petersburg, Florida, as Financial
Advisor. The fees of the Financial Advisor will be paid from proceeds of the Series
2006 Bonds and such payment is contingent upon the issuance of the Series 2006
Bonds.
27
Bond Counsel. Bryant Miller & Olive, Tallahassee, Florida represents the City
as Bond Counsel. The fees of Bond Counsel will be paid from proceeds of the Bonds,
and such payment is contingent upon the issuance of the Bonds.
Disclosure Counsel. Nabors, Giblin & Nickerson, P.A., Tampa, Florida
represents the City as Disclosure Counsel. The fees of Disclosure Counsel will be paid
from proceeds of the Bonds, and such payment is contingent upon the issuance of the
Bonds.
CONTINUING DISCLOSURE
The City has covenanted for the benefit of the holders and beneficial owners of
the Series 2006 Bonds to provide certain financial information and operating data
relating to the City by not later than June 30 in each year commencing June 30, 2007
(the "Annual Report"), and to provide notices ofthe occurrence of certain enumerated
events, if deemed by the City to be material. The Annual Report will be filed by the
City with each Nationally Recognized Municipal Securities Information Repository
("NRMSIR"), and with the State of Florida Repository, if and when created. The
notices of material events will be filed by the City with the NRMSIR and with the State
of Florida Repository, if and when created. The form of Continuing Disclosure
Certificate containing the specific nature of the information to be contained in the
Annual Report or the notices of material events appears in "APPENDIX F - FORM OF
CONTINUING DISCLOSURE CERTIFICATE." These covenants have been made in
order to assist the Underwriter in complying with S.E.C. Rule 15c2-12(b)(5). The City
has never failed to comply in all material respects with any previous undertakings with
regard to said Rule to provide annual reports or notices of material events.
CERTIFICATE CONCERNING OFFICIAL STATEMENT
Concurrently with the delivery of the Series 2006 Bonds, the City will furnish its
certificate, executed by the Mayor or Vice-Mayor of the City, to the effect that, to the
best of his or her knowledge, this Official Statement, as of its date and as ofthe date of
delivery of the Series 2006 Bonds, does not contain any untrue statements of material
fact and does not omit to state a material fact which should be included herein for the
purpose for which this Official Statement is to be used, or which is necessary to make
the statements contained herein, in the light of the circumstances under which they
were made, not misleading.
28
MISCELLANEOUS
The references, excerpts and summaries of all documents, resolutions and/or
ordinances referred to herein do not purport to be complete statements of the
provisions of such documents, resolutions and/or ordinances and reference is directed
to all such documents, resolutions and/or ordinances for full and complete statements
of all matters of fact relating to the Series 2006 Bonds, the security for and the
repayment of the Series 2006 Bonds and the rights and obligations of the Holders
thereof. Copies of such documents, resolutions and ordinances may be obtained from
the City Clerk's Office.
So far as any statements made in this Official Statement involve matters of
opinion or of estimates, whether or not expressly stated, they are set forth as such and
not as representations of fact. No representation is made that any of such statements
will be realized. Neither this Official Statement nor any statement which may have
been orally or in writing is to be construed as a contract with the Holders of the Series
2006 Bonds.
The execution and delivery of this Official Statement by the Mayor of the City
has been duly authorized by the City Commission.
CITY OF CLEARWATER, FLORIDA
Frank Hibbard, Mayor
William B. Horne, II, City Manager
29
APPENDIX A
GENERAL INFORMATION REGARDING THE CITY
GENERAL INFORMATION
RELATING TO THE CITY OF CLEARWATER, FLORIDA
Location
The City of Clearwater (the "City"), the county seat of Pinellas County (the fifth
most populous county in Florida), is geographically located in the middle of the west
coast of Florida on the Gulf of Mexico. It is situated approximately 20 miles west of
Tampa and 20 miles north of St. Petersburg. Standing on the highest coastal elevation of
the State, the City limits comprise approximately 25.5 square miles of land and 8.6
square miles of waterways and lakes.
Clearwater Beach, a corporate part of the City, is a beach community connected to
the mainland by Memorial Causeway, a four-lane, toll-free drive stretching almost two
miles across the Intracoastal Waterway. Business on Clearwater Beach is mainly tourist
oriented, with hotels, motels and gift shops. Many fine homes, apartments and
condominiums offer pleasant, semi-tropical island accommodations to permanent
residents and winter and summer visitors.
History
The area now known as Clearwater was first explored in 1528 by Panfile de
Narvaez, a Spanish explorer who encountered a large tribe of Indians, which his army
drove out. The Indians recaptured their territory and held it until the Seminole Wars of
1835-42. The Indians who inhabited this area are said to have called it "Pocotopaug,"
meaning "clear water," for the many springs of clear, fresh water that bubbled along the
shore and even below the waterline at low tide.
Settlers began moving into the area around the time of the Seminole Wars. After
the wars ended, the territory was opened by the Federal government for homesteading
under the Armed Occupation Act. The first land title was granted in 1842. The early
settlement, named "Clear Water Harbor," was incorporated in 1897. "Clear Water" later
became one word and "Harbor" was dropped in 1906 when Pinellas County was created
by an act of the State Legislature. In May 1911, Clearwater became the County Seat and
Clearwater was chartered as a municipality on May 27, 1915.
Government and Administration
Clearwater has a council-city manager form of government. Four council members
and a mayor are elected at large to serve overlapping three-year terms. They appoint the
city manager and the city attorney. All other administrative and professional positions are
appointed by the city manager in accordance with the City's Civil Service System.
A-I
.
The City has approximately 1,992 employees, covered by the City's Civil Service
law relating to recruitment, promotion, evaluation and discipline based on merit
principles. Three employee unions represent the City's civil labor force: two units of the
Fraternal Order of Police; one of the International Association of Fire Fighters; and one
from the Communications Workers of America.
Transportation
Pinellas County and Clearwater are served by three major causeways and bridges
over Tampa Bay, by U.S. 19 and 1-275 to the north and south, by 1-4 and U.S. 60 to the
east. State Roads 590 and 686 also afford access to the City.
Tampa International Airport, located approximately seventeen miles from
downtown Clearwater, provides air travel access with approximately 260 national and
international flights daily. Limousine and taxi service to and from the airport is available
from Clearwater and throughout Pinellas County. St. Petersburg/Clearwater International
Airport, approximately ten miles from downtown Clearwater, offers regularly scheduled
passenger service and charter and special group flights, on a more limited basis to both
domestic and foreign destinations, particularly to Canada, Mexico, and Central and South
America. The Executive Airpark, which is slightly over a mile from the downtown
business section, provides service and maintenance for private plane owners. The airport
has one 3,000 foot hard-surface runway and facilities for visiting and locally based
planes.
The Port of Tampa (22 miles to the east) is the closest deep water port. The port is
serviced by a variety of steamship agents and operators. The United States Coast Guard
maintains an air station at the St. Petersburg/Clearwater International Airport, and a
search and sea rescue cutter station on Clearwater Harbor opposite Sand Key.
Gulf Coast Motor Lines provides service daily between Clearwater, St. Petersburg
and Tampa and makes connections with Greyhound and Trailways Bus Lines in Tampa.
Scenic tours are available via Gray Line out of Clearwater and St. Petersburg, and both
Gray Line and Gulf Coast have buses for charter. Pinellas Suncoast Transit System
maintains 54 routes in 19 municipalities in Pine lIas County.
Utilities, Public Service and Community Facilities
The City owns and operates its own water and wastewater collection systems.
Water is obtained from 21 deep wells owned and operated by the City (approximately 20-
25%) and from wholesale purchases from the Pinellas County Water System
(approximately 70%). The City has water supply, treatment and distribution systems
including a 3 mgd Reverse Osmosis Water Treatment Plant together with wastewater
A-2
collection and three advanced wastewater treatment plants (28.5mgd rated capacity). The
City's local water supply demand averages about 13 mgd and its wastewater flows
average about 15 mgd. The wastewater collection program provides for the transmission
of wastewater through the City's underground sewer mains, collectors and interceptor
lines and for the maintenance, repair and replacement of 400 miles of wastewater
collection lines and 500 miles of water lines. The Department of Public Works maintains
305.1 miles of paved streets, 10.4 miles of unpaved streets, 147 miles of stormwater
mains, and 753 miles of gas mains.
Electric power is provided by Progress Energy and telephone service is provided
by Verizon of Florida, Inc. Bright House Networks and Knology provide cable television
service under franchises with the City. Local editions of the daily St. Petersburg Times
and The Tampa Tribune, plus weekly newspapers from adjacent Dunedin, Largo,
Seminole and Clearwater Beach are widely distributed.
The Clearwater Public Library System consists of a main library and four branches
which are spread evenly throughout the community for easy access. The City offers 42
acres of public beach front, 1,134 acres of parks, 32 playgrounds, numerous athletic
courts and fields, five swimming pools, a 8,500 seat baseball and softball stadium, three
golf courses, seven recreational centers, 32 special recreation facilities, 7.4 miles of
recreational paths, boat ramps and a 220 slip yacht basin and marina. The Philadelphia
Phillies conduct spring training at the municipal baseball stadium and have a long-term
contract for farm club training on Clearwater's specially constructed facilities during the
Winter Instructional League Program. Clearwater is the home of the Clearwater
Bombers, a national amateur fast pitch softball team.
Tourism
The State of Florida reported 74.5 million tourists came to Florida during the year
2003, an increase of 0.9% over 2002. Domestic visitors to the State in 2003 are estimated
to constitute 92% of total visitors, followed by 6% from overseas countries and 2% from
Canada. There was a decrease of 4.9% in the number of overseas visitors and 0.1 %
Canadian visitors to Florida in 2003. Tourism is a $5.2 billion industry annually to the
County. Pinellas County is ranked seventh of the top ten destinations in Florida and
generated approximately 5 million overnight guests and 7.5 million day visitors in 2003.
Clearwater's Fun 'N Sun Festival each spring attracts thousands of visitors.
Education
The Pinellas County School District is the seventh largest in the State and operates
a total of 144 schools comprising elementary through high school, exceptional,
alternative and vocational schools within the County and serves more than 113,000
A-3
students. During the 2005-2006 school year, Pinellas County Schools expects enrollment
of more than 15,964 compared to 16,323 during the 2004-2005 school year with students
attending 82 elementary, 24 middle and 16 high schools along with five exceptional
education centers, four alternative schools, four partnership schools and three charter
schools. The district also operates three community schools, three adult
education/learning centers, two technical education centers and one secondary vocational
center. Private schools and academies are also located within or near the City limits. In
addition, St. Petersburg College has a Clearwater campus. Eckerd College in
St. Petersburg, Beacon College in Largo, Stetson University College of Law in Gulfport,
the University of South Florida and the University of Tampa in Tampa offer nearby
college and post-graduate education.
Industry, Commerce and Labor
Light, clean industry is encouraged in Clearwater. In 1957, the City of Clearwater
developed a 100 acre industrial park adjacent to the Clearwater Airpark (Executive
Airport) and to the CSX Transportation Company. There is also a privately owned, 35
acre industrial park. Large industries located near Clearwater include Honeywell, General
Electric, UNISYS, Concept and Hercules Defense Electronics Systems, Inc. During the
1999 fiscal year IMRglobal Corp. ("IMR") occupied its new world headquarters in
downtown Clearwater.
Pension Plan
The Employees' Pension Plan and the Fireman's Pension Plan are self-
administered by the City. City contributions for fiscal year ending 2004 were $4,818,917
to the Employees' Plan and $1,271,562 to the Fireman's Plan, and were in accordance
with actuarially determined funding requirements.
In addition, supplemental pensions exist for certified Police Officers and
Firefighters, funded solely from excise taxes on certain insurance premiums covering
property in Clearwater, collected by the State and remitted to the City. Both plans require
benefits to be adjusted to equal funds assets provided by the defmed contributions.
[Remainder of page intentionally left blank]
A-4
Demographic Information
Last Ten Fiscal Years
(b) (c) (d) (e)
(a) Per Capita Median School Unemployment
Year Population Income Age Enrollment Rate (%)
1996 101,867 23,768 42.1 11 ,960 4.2
1997 102,472 25,111 43.3 15,264 3.7
1998 102,874 26,287 43.6 13,714 2.9
1999 104,281 27,704 43.9 14,551 3.0
2000 104,454 29,041 44.2 15,978 2.7
2001 108,787 29,649 43.0 16,293 2.7
2002 109,231 31,784 43.0 17,047 3.9
2003 109,719 32,581 43.9 16,295 4.9
2004 110,055 33,068 44.0 16,323 4.4
2005 110,325 33,316 44.2 15,964 3.7
(a) University of Florida, Bureau of Economic and Business Research, Florida Statistical Abstract.
(b) Data is for Pinellas County. Source is the University of Florida, Bureau of Economic and Business Research, Florida
Statistical Abstract.
(c) University of Florida, Bureau of Economic and Business Research, Florida Statistical Abstract.
(d) Pinellas County School District.
(e) Source for fiscal years 1996 through 2003 is University of Florida, Bureau of Economic and Business Research, Florida
Statistical Abstract, as of December 31 of the indicated fiscal year. Source for fiscal year 2004 and 2005 is the US
Department of Labor, Bureau of Labor Statistics, Tampa Metro Area as of September.
Source: City of Clearwater, Florida Comprehensive Annual Financial Report for period ending September 30, 2005.
NOTE: Data is the latest published annual data available for an unspecified point in each year, not specifically September 30.
A-5
Property Values and Construction
Last Ten Fiscal Years
Commercial Construction Residential Construction
Number Number Total Assessed
Fiscal of of Property Value
Year Permits Value Permits Value (a)
1996 1,860 $43,299,453 6,527 $32,039,292 $5,733,193,387
1997 1,762 94,445,784 6,605 36,259,408 5,884,592,007
1998 1,392 52,983,592 7,252 50,906,470 6,049,571,226
1999 1,821 90,770,055 5,624 37,677,855 6,349,561,534
2000 2,666 177,565,812 5,483 30,355,644 6,555,350,175
2001 2,313 164,741,145 5,512 34,182,620 7,108,110,272
2002 2,192 108,881,146 5,440 36,490,317 7,858,986,677
2003 1,820 189,656,956 6,071 54,107,088 8,556,134,526
2004 1,864 202,893,792 6,325 59,345,196 9,461,860,503
2005 1,823 136,505,693 7,423 73,216,187 10,638,613,482
(a) Pinellas County Property Appraiser, values listed are for years of collections.
Source: City of Clearwater, Florida Comprehensive Annual Financial Report for period ending September 30, 2005.
A-6
'"
=
Q
-=
COl
=
;;
>-
€
11~
e COl
=- U
-....
COl-
a 13
....f!I
<r..
1i ~
~E-<
e~
-= COl
",...:l
f;ol
"I:l
=
COl
"I:l
u
~
u
'"
'"
<
'"
Q)
c::
Q)
~
Q)
=-
o:l
~
'.Q
~
OJ
>-
1i
'"
'"
Q)
'"
<
'"
~
j
i
Q)
>-
"00"0
1;l~~~QJ
'" Q) 5
Q) ;::l
'" OJ ..... "'"
<>-~"'"
]::::
~<
"
<)
'Sa
o e
E-< Q)
~
~
~
E-<
Q)
~
~
E-<
Q)
]-
oil
E-< ~
E-<
e
te
6 Q)
l
Oje
c:: Q)
~ ~
~~
~!
~ '"
~~
=<<1
~~
8
'13 la
Q) Q)
~>-
U
~ lal
E-<~
'#.
"!
'#.
"!
'#.
o
ci
o
-
I"-
00
M
""
0\
-
""
M
I"-
1(")"
~
00
M
I(")
o
1.0
r-
o
00
"""
;;;
0\
""
00
....f
M
""
N
I(")
'"
~
0\
o
0\
N
0\
I(")
~
o
M
'"
","
'"
1.0
-"
M
~
::;
I"-
1"-"
-
'"
o
'"
00
""
~
1.0
0\
0\
-
I(")
0\
~
1.0
N
0\
N
o
ci
::;
I"-
o
o
","
0\
I(")
'<T"
00
00
or)
0\
I(")
0\
",f
M
o
ce
o
~
00
;;
0\"
I(")
I(")
'li
?"-
M
..,f'
00
0\
1.0
ce
'"
1.0
o
r-
oo
N
00
-
1"-"
I(")
""
o
00
'<T
r-:
'<T
r-
ce
-
0\
M"
I"-
0\
0\
-
1.0
0\
0\
-
00
N
r-
N
o
ci
o
-
1.0
'"
'"
-"
l"-
I(")
0\"
""
o
'li
I"-
1.0
'<T
ce
o
M
or)
I(")
~
0\
I(")
l"-
N
1.0
'"
'<T"
0\
'<T
'<T"
0\
-
00
'li
'"
o
...:
o
'<T
1.0
N
I(")
I"-
""
0\
'<T
o
o
M
""
00
'<T
0\"
0\
0\
""
00
0\
~
r-
0\
~
o
or;
'<T
...t
o
ci
::;
'<T
M
I(")
-"
1.0
I(")
0\
""
M
1.0"
o
'<T
1.0
....f
1.0
-
r-:
I(")
~
'<T
0\
00
ce
0\
M
N
0\
1.0
'<T"
'<T
o
'<T
0"
I"-
00
8
00
ce
o
00
1"-"
M
I(")
o
0\
1.0
~
I"-
""
I(")
-
'<T"
0\
0\
0\
-
00
0\
~
00
...t
I(")
...t
o
ci
o
-
I(")
~
0"
I(")
M
1(")"
I(")
1.0
'li
'"
-
"'1,
r:::
00"
-
I(")
I"-
...:
M
1.0
00
ce
I"-
'<T
""
o
0\
..,f'
M
00
-
'<T"
M
0\
o
1.0
-
-"
I(")
o
0\
'<T
I(")
o
'"
'"
""
0\
'<T
""
I(")
M
",,"
8
o
'"
~
~
00
Ici
'"
Ici
o
ci
::;
'"
I"-
'"
0"
-
-
ce
::;
r-:
I(")
M
00
","
'"
M
~
~
?"-
M
'<T
r-:
00
l"-
ce
o
'"
or)
I"-
'g
r-:
1.0
00
o
00
M
or)
'<T
00
o
I(")
I(")
o
-
-
..,f'
I"-
o
1"-"
'"
1.0
..,f'
o
o
'"
o
o
o
'"
1.0
ci
-
'"
0\
o
g
-
l"-
I"-
1.0
'li
00
0\
ce
I(")
00
r-:
o
I(")
I"-
o
1.0
'"
o
I"-
-
N
I"-
'"
0\
or)
'"
'<T
00"
00
1.0
or)
r-
oo
o
1"-"
1.0
I"-
o
I"-
00
ce
00
'"
r-:
'"
'"
o
I"-
0\
0\
1.0
o
o
M
-
or)
'"
o
o
'"
o
o
'"
A-7
0\
ce
M
r.:
o
ci
::;
1.0
'"
I(")
..,f'
M
-
'li
'"
'"
ce
r-
M
-
'li
'"
0"
-
'"
""
N
0\
00
M
ce
r-
o
or)
o
-
'li
0\
00
I"-
'<T"
0\
I"-
o
'"
0\
.,.;
'"
-
..,f'
'"
'"
o
'"
1.0
r-:
'"
-
o
00
'"
or)
M
o
o
'"
'"
o
o
'"
1.0
ci
-
1.0
0\
o
ci
o
-
M
o
'"
g-
oo"
-
1.0
""
0\
I"-
1.0
M
or)
0\
'"
ce
1.0
l"-
N
1.0
M
-
1(")"
1.0
'"
""
0\
1.0
1.0"
~
r-
r-:
1.0
'"
...:
o
r-
M
.,.;
I"-
0\
r-:
o
'"
o
o
o
N
'"
o
..,f'
00
-
'li
;;
o
'"
M
o
o
'"
'<T
N
-
~
~
~
e
~
(:l.,
"0
Q)
'l::
~
;::l
o
~
~
o
i
~
OJ
;::l
"0
.;;
:.a
.$
"!
-
-
o
ci
::;
'"
00
""
""
-
1.0
ce
M
1.0
o
-
....
<E
~
o
'a
e
Q)
~
Q)
OJ
"<:)
~
]
o
M
I"-
'li
00
00
0\
1.0
-
M"
on
o
o
C'l
o
....
....
QJ
.Q
e
QJ
a
QJ
en
bO
c
:a
~
"0
.2
...
QJ
c..
...
oS
1::
o
~
'"
I(")
I"-
'li
'"
l"-
ce
1.0
""
r-:
'"
QJ
'€
Q)
(:l.,
~
~
<)
oS
OJ
~
"0
fij ,
"i:l
~ cu
'.Q e
~ 5.~
c '0 &
o:l "'" ~
c
~ ~Q
o:l s 5
~ ;:::2
c "'"
-" gj~
...... 0 c::
~ :~~
.~ ] ~
_ "0.0
-5 ~8
.... ~ ''';::::
c.. ~(:l.,
U~,.C:5
.... '" OJ ~
o:l 1;l.!:! c::~
:9 'f fij .g 11
a (:l., (:l., o:l Q)
_~e g 1il
.........0"0-
" ;.,.U Q) e
... t:.<:: "0
! 1 ~~ ~
QJC~~"';
09~~~
~8 fij ~~
~~1l~';
U13]-g~
8~~]'~
9,-..-..,-.
~~e~
'"
M
I"-
0\
I(")
"""
-
o
'"
M
'li
-
1.0
ce
00
'<T
o
o
I"-
0"
I(")
1.0
ce
r-
0\
'li
I(")
o
o
'"
;g
o
'"
'"
=
.S
tl
~
Q ~
U i1
"0>0
=-
ec ec
'" ~
~ .~
't r.
~ 5
~Eo<
ec....
Eo< '"
f~
~
Cl.
~
..
=-
'0=0....
<1.l ~ C
= ::l '" <1.l
<1.l 0" <1.l t:
~ ~ ~ =
<1.l<1.lE-<U
Cl..0
~-
.5 5
"0 ::l '"
B 0" <1.l
~:E~
::l <1.l
00
--sg=~
5 ~.g ~
~E-<~u::l<1.l
CUC+-l= ~
Cl..Ooo
UE-<
~
o
s'';::
o ~
E-<=
o
U
- '"
c C
<1.l 0
::l .-
0"-
.s]
0)0
OU
= ~]
<1.l <1.l 0
~.....<..2
<1.l.....-
Cl..08
'"
c C
<1.l 0
t: '';::
::l ~
u_
"0
U
S~
0""'<
E-< ~
E-<
-a a
~ <1.l
~>-
~
'"
~
0'\
~
.....
0'\
o
N
oQ
'.c>
00
~
-.r
0'\
0\
0'\
N
-.r
o
0\
-.r
t--~
-
N
-
.....
t--
M
t--
o
'.c>
0\
0'\
-
-
.....
on~
t--
'.c>~
-
N
o
.....
t--~
-
'.c>
~
-
N
~
'.c>
0'\
0'\
-
00
o
~
.....
00
.....
-.r~
-
0'\
00
t--
0\
0'\
on
on
t--~
-
'.c>
.....
N
N
.....
on
N
o
00
.....
-.r
0\
0'\
N
o
"'l.
-
00
N
N
N
-
00
-
o~
-
-.r
N
N
t--
0'\
0'\
-
t--
o
~
t--
on
0'\
or!
.....
0'\
-
0'\
0\
0'\
o
-.r
'.c>
'.c>~
00
0'\
N
N
o
0'\
'.c>
0\
N
-
-.r
.....
0\
0'\
-
on
0'\
..0
on
00
N
N
-.r
-
N
oQ
o
o
M
N
00
0'\
0'\
-
t--
"'l
.....
'.c>
N
'.c>
'.c>~
o
00
-.r
on
o
o
-
00
o
C't
-
00
o
-.r~
N
N
-
00
..0
N
N
0'\
on
0\
0'\
'.c>
0'\
.....
..;-
on
00
M
N
00
t--
oo~
-
on
0'\
.....~
N
0'\
0'\
0'\
-
-.r
~
.....
.....
00
~
-
N
00
-.r
0'\
0\
0'\
-
'.c>
C't
.....
00
0'\
..0
N
o
o
00
'.c>~
o
-
on
on
0\
0'\
-
'.c>
-.r
..0
t--
00
'.c>~
N
00
-
.....
oQ
~
..0
N
o
o
o
N
.....
0'\
N
-
on
'.c>
o
-.r
00
.....
0'\
0\
0'\
on
-.r
-
or!
-.r
'.c>
oo~
N
'.c>
-
t--
r-:
t--
'.c>
'.c>
0\
0'\
0'\
N
-.r
r-:
'.c>
on
..:.=
00
N
N
-
-
..;-
'.c>
'.c>
oQ
N
-
o
o
N
A-8
0'\
on
N
-.r
0'\
00
0\
o
00
o
-
o
o
-
t--
on
'.c>
..;-
.....
.....~
-
.....
N
.....
'.c>
o
.....
-
00
'.c>
0\
0'\
on
N
o
..;-
o
N~
-
.....
o
o
O'\~
.....
o
"'1-
-
.....
N
8
N
on
.....
N
.....
t--
'.c>
-.r~
N
00
.....
0'\
0\
0'\
.....
o
-
o~
.....
-
on
.....
00
-.r
"'l.
-
0'\
t--
'.c>
0\
0'\
on
on
on
oQ
.....
o
or!
.....
-.r
-
-
.....
on
-
or!
.....
.....
o
o
N
o
.....
N
00
N
-
M
00
00
on
00
0\
0'\
.....
'.c>
N
N~
t--
.....
oQ
.....
-.r
t--
on
-.r~
0'\
o
'.c>
0\
0'\
0'\
00
00
'.c>
t--
N
N
00
.....
00
-
t--
o~
.....
-.r
oQ
.....
-.r
o
o
N
0'\
~
00
-
.....
-.r~
on
00
t--
o
o
o
-
on
o
o
N
o
.....
~
.&>
8
<1.l
Q..
<1.l
r.t:l
~
:a
5
"0
o
.;::
<1.l
Co
..
.s.
<1.l
t: 0
o a
~~
t;::;
'u ~
~ 0
._ 0
~ .~
-a '0
~ ~
< ~
~.s
't;;~
c_
..8 3
~ 0
E~
o '"
u ~
~6h
.- <1.l
..2-5
"""t;j
":'0
~~
t fr
<1.l ..
o ~
..... '"
o '"
cS
O'~
<1.l
u=
o 0
~u
0---'
r.t:l~
on
.....
.....
o
.....
o
.....~
-.r
0'\
0'\
0'\
..;-
N
-
00
t--
0\
0'\
'.c>
.....
.....
on
~
N
-.r
-.r
N
"'l.
-
o
o
M
-.r
on
o
o
N
~
....
=
~
El
=
...
~
~
tJ
~
=
...
Q.
C.
.! ~
... ...
~ ~
o~
'0-
= ~
~ ;l
1Zii:
~ =
.!: ~
~E-o
....
- ~
-< ~
l..:l
~
~
~
~
~
E-o
f
~
c.
o
...
~
;>..
U - fIl
= ro IU
IU U U
e.n::a 'E
IU IU IU
S~CI.l
~
... ...
'r;] U
= 'C
cd 1;;
.... ,-
E-<Cl
P-"'C:l
= g ~
;::l -= 0
ou_
UCI.l-
=
~
~
~ 0
0"0
Cl ~
Cl
tii ~
~ IU
~>-
~
E-<
....
IU
-=
o
~
~
~
lr')
1.0
~
~
('.l
00
o
~
\C!
.-
o
1.0
o
00
o
f""-
0'1
1.0
1.0
o
o
"""
.-
VJ
lr')
o
0'1
('.l
~
0'1
o
o
o
~
-
00
lr')
-
-
lr')
1.0
0'1
0'1
.-
1.0
0'1
l"--
00
~
('.l
-
1.0
lr')
\C!
.-
o
('.l
If"l
l"--
o
l"--
0'1
1.0
\C!
o
o
o
.-
If"l
lr')
o
1.0
l"--
-
0'1
o
o
o
~
.-
00
lr')
-
-
lr')
l"--
0'1
0'1
.-
1.0
~
lr')
00
~
('.l
.-
1.0
If"l
\C!
-
o
.-
~
l"--
o
l"--
0'1
1.0
1.0
o
o
00
~
lrJ
If"l
o
~
~
-
0'1
o
o
o
~
.-
00
lr')
-
-
lr')
00
0'1
0'1
-
o
~
00
l':
~
('.l
.-
1.0
lr')
\C!
.-
o
~
-
l"--
o
.-
o
lr')
\C!
o
o
00
~
If"l
lr')
o
o
-
-
0\
o
o
o
~
.-
00
lr')
.-
.-
lr')
0'1
0'1
0'1
.-
lr')
r---
f""-
~
~
('.l
('.l
l"--
lr')
\C!
-
o
l"--
"""
\C!
o
-
o
If"l
1.0
o
o
"""
lr')
00
lr')
o
1.0
1.0
\C!
00
o
o
o
~
.-
('.l
~
o
VJ
lr')
o
o
o
('.l
lr')
~
0'1
~
~
('.l
('.l
1.0
lr')
\C!
-
o
r---
"""
f""-
o
-
o
lr')
\C!
o
o
~
o
~
1.0
o
~
~
~
00
o
o
o
~
N
~
o
lr')
lr')
.-
o
o
('.l
lr')
r---
0'1
~
~
('.l
('.l
1.0
If"l
\C!
-
o
o
1.0
\C!
o
-
o
lr')
1.0
o
o
.-
~
-
-.0
o
f""-
00
"""
00
o
o
o
~
-
('.l
~
o
VJ
lr')
('.l
o
o
('.l
.-
.-
0'1
('.l
.o:f
N
.- ~
If"l 0'1
00 1.0
~ ~
""" ~
('.l ('.l
('.l
1.0
lr')
\C!
-
-..
e
('.l l"--
1.0 lr')
lr') lr')
\C! \C!
- .-
o
o
1.0
1.0
o
o 0
o 0
1.0 1.0
\C! 1.0
o 0
0'1
-
~
\C!
o
0'1 f""-
- f""-
C"l ~
\0 \C!
o 0
o
.-
~
-
o 0
- .-
""" ~
.- -
-.0 1.0
1.0
o
0'1
"""
~
00
o 0
C"l ('.l
""" ('.l
N .-
00 00
o
o
o
~
.-
o 0
o 0
o 0
~ ~
.- -
o
~
lr')
l':
If"l
o I
C"l ~
lr') lr')
l"-- l':
lr') lr')
~
o
o
('.l
""" lr')
o 0
o 0
N ('.l
A-9
J
Q)
=
i:i:
;.::
o
N
N
-.r
d
'-"
....
u
'';
'"
is
'Ei
Il)
e
Il)
1?f
a
::;;
..:
Il)
'"
'e;j
...
Q.,
Q.,
<
€
Il)
Q.,
o
...
P-
C
5
o
u
J
Q)
=
i:i:
...
~
~
.;.)
0:1 0
'0 0
-c N
o 0
~ ......
~ t
.0
~ 5
r-- ....
rn .-4 fr
.2 oc; rJJ
'5 d ~
Q., '-" =
e'E :a
Q.,~ 5
~ co ]
o f::: "5
~~ ~
.g~ .s
.0 .!! 'g
6'2 fr
Il) ~
~~ <a
g~S .~
<a-5~ =
>:.ao ~
~~e <a
~~=E ~
""' '0 5 <
050 Il)
o",u .:::
o~ '"
o. 2:!.5 5
Z;S5 ~
... a ...
g,"gc: e
'" -5i:>. 0
=.-..... u
's j g s ~
gj ~ u 0 .;:::
'Ot)gj~,g
1;l.- = d ~
",,cll)'-"":
~ .~.5 c::: 0
Q., '0 P- . - (;j
><tlIl",gj~
u.lCIl)CO
" .~ '0 ...
~~.a~.!!
1q Il) g .- u
c.:: ~ ,- ~ ""'
.~ _ 0
~ a -t ~ C
Eo-< fr8 - .-
'" u u
€<: ~ 0
Il) U
go ,-,,-, s
~~e r55
City of Clearwater, Florida
Principal Taxpayers*
September 30, 2005
Percentage
to Total
Assessed Assessed
Taxpayers Type of Business Value* Value
Bellwether Prop. LP Ltd. Shopping Center $102,869,300 1.47%
Clearwater Mall Shopping Center 42,270,800 0.61
Taylor, John S. III Landowner 34,620,000 0.50
Grand Venezia Baywatch LP Apartment Complex 30,000,000 0.43
Sand Key Association Ltd. Hotel 26,600,000 0.41
Weingarten Nostat Inc. Shopping Center 27,810,000 0.40
California State Teachers Apartment Complex 26,400,000 0.38
St. Joe Co. Office Building 26,000,000 0.37
Sand Key Association Ltd. Hotel 25,500,000 0.41
Northwood Plaza Shopping Center 24,000,000 0.34
ZOM Bayside Arbors Limited Condominium Complex 23,173,300 0.33
Subtotal $ 365,743,400 5.24%
All Others 6,612,907,300 94.76
Total $6,978,650,700 100.00%
*Based on non-exempt real property assessed taxable values.
Source: City of Clearwater, Florida, Comprehensive Annual Financial Report for period
ending September 30,2005; Pinellas County Property Appraiser, 2004 tax rolls
for 2005 collections.
A-lO
City of Clearwater, Florida
Ratio of Net General Bonded Debt to Taxable Assessed Value
and Net Bonded Debt Per Capita
Last Ten Fiscal Years
Net
Ratio of Net General
Taxable Net General Bonded
Assessed General Bonded Debt Debt
Fiscal Value(a) Bonded To Assessed Per
Year Population (000) Debt Value Capita
1996 101,867 $4,252,433 $ 21,598 0.001% 0.21
1997 102,472 4,376,559 165,000 0.004 1.61
1998 102,874 4,494,262 33,750 0.001 0.33
1999 104,281 4,692,398 n/a 0.00
2000 104,454 4,903,478 n/a 0.00
2001 108,787 5,208,787 n/a 0.00
2002 109,231 5,688,426 n/a 0.00
2003 109,719 6,105,078 n/a 0.00
2004 110,055 6,693,265 n/a 0.00
2005 110,325 7,468,727 n/a 0.00
(a)Values listed are for year of collections.
Source: City of Clearwater, Florida, Comprehensive Annual Financial Report for period
ending September 30,2005.
[Remainder of page intentionally left blank]
A-ll
City of Clearwater, Florida
Computation of Legal Debt Margin
September 30, 2005
Assessed Valuation of Non-Exempt Real Estate(a) ..................................... $6,978,650,700
Times: Twenty Percent Limitation per City Charter.................................... x .20
Equals Legal Indebtedness Limitation ........ .......... ............................... ........ $1.395.730.1 40
Debt Subject to Indebtedness Limitation:
Net Debt
Gross Less Sinking Subject to
Revenue Bonds: Debt Fund Assets Limitation
1997 Gas System Revenue Bonds $ 4,080,000 $ 48,333 $4,031,667
1998 Gas System Revenue Bonds 7,790,000 3,333 7,7886,667
2004 Gas System Revenue Refunding Bonds 8,710,000 13,750 8,696,250
2005 Gas System Revenue Refunding Bonds 7,175,000 3,333 7,171,667
1998 Water and Sewer Revenue Bonds 59,750,974 10,704,167 49,046,807
2002 Water and Sewer Revenue Bonds 56,790,000 4,550,818 52,239,182
2003 Water and Sewer Revenue Refunding
Bonds 2,900,000 394,567 2,505,433
1999 Stormwater System Revenue Bonds 600,000 128,333 471,667
2002 Stormwater System Revenue Bonds 23,800,000 417,083 23,382,917
2004 Stormwater System Revenue Bonds 14,430,000 293,333 14,136,667
2005 Stormwater System Revenue Refunding
Bonds 6,925,000 8,402 6,916,598
2001 Infrastructure Sales Tax Revenue
Bonds 30,615,000 5,660,000 24,955,000
2001 Improvement Revenue Refunding
Bonds 10,270,000 1,120,728 9,149,272
2002 Spring Training Revenue Bonds 13,720,000 277 ,083 13,442,917
Notes, Mortgages and Contracts 12,221,590 12,221,590
Totals 259,777,564 23,623,263 236,154,301
Legal Indebtedness Margin $1,159,575,839
(a) Valuation listed is from 2004 tax year for 2005 collections.
Source: City of Clearwater, Florida, Comprehensive Annual Financial Report for period ending
September 30, 2005.
A-12
City of Clearwater, Florida
Computation of Direct and Overlapping Debt
September 30, 2004
Net General
Obligation Debt
Governmental Unit Outstanding
Percent
Amount
City of Clearwater $
100.00%
$
Pinellas County School Board $39,327,874
13.77% (a)
$5,415,448
(a) Applicable Net Debt Percentage is based on ratio of City to County Taxable values
for 2005 collections ($6,978,650,700/ $50,693,636,100 = 13.77%).
A-13
APPENDIX B
EXCERPTS FROM THE CITY'S COMPREHENSIVE ANNUAL FINANCIAL
REPORT FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2005
APPENDIX C
FORM OF ORDINANCE 6915-01 AND RESOLUTION 06-37
APPENDIX D
FORM OF CONTINUING DISCLOSURE AGREEMENT
CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed
and delivered by the City of Clearwater, Florida (the "Issuer") in connection with the
issuance of its $[BondAmount] Water and Sewer System Revenue Bonds, Series 2006
(the "Series 2006 Bonds"). The Series 2002 Bonds are being issued pursuant to
Ordinance No. 3674-84 enacted by the Issuer on August 2, 1984, as amended and
supplemented in Ordinance 5355-93, enacted on April 15, 1993, as amended and
supplemented in Ordinance 6311-98, enacted November 5, 1998 and as further
amended and supplemented in Ordinance 6915-01, enacted November 15, 2001 (the
"Ordinance") and as further supplemented by Resolution 06-37, adopted by the City on
[ ] (the "Series 2006 Resolution"). The Issuer covenants and agrees as
follows:
SECTION 1. PURPOSE OF DISCLOSURE CERTIFICATE. This
Disclosure Certificate is being executed and delivered by the Issuer for the benefit of
the Series 2006 Bondholders and in order to assist the original underwriters of the
Series 2006 Bonds in complying with Rule 15c2-12(b)(5) promulgated by the Securities
and Exchange Commission ("SEC") pursuant to the Securities Exchange Act of 1934
(the "Rule").
SECTION 2. PROVISION OF ANNUAL INFORMATION. Except as
otherwise provided herein, the Issuer shall provide to all of the nationally recognized
municipal securities information repositories described in Section 4 hereof (the
"NRMSIRs"), and to any state information depository that is established within the
State of Florida (the "SID"), on or before June 30 of each year, commencing June 30,
2004, the information set forth below in this Section 2. Notwithstanding the
immediately preceding sentence, to the extent any such information does not become
available to the Issuer before June 30 of any year, the Issuer shall provide such
information when it becomes available, but no later than one year following the end of
the Issuer's Fiscal Year.
(A) the Issuer's Comprehensive Annual Financial Report for the immediately
preceding Fiscal Year (the "CAFR"), which shall include the audited financial
statements of the Issuer for the immediately preceding Fiscal Year prepared in
accordance with Generally Accepted Accounting Principles, as modified by applicable
State of Florida requirements and the governmental accounting standards
promulgated by the Government Accounting Standards Board; provided, however, if
the audited financial statements of the Issuer are not completed prior to April 30 of
any year, the Issuer shall provide unaudited financial statements on such date and
shall provide the audited financial statements as soon as practicable following their
completion; and
1
(B) to the extent not set forth in the CAFR, additional financial information
and operating data of the type included with respect to the Issuer in the final official
statement prepared in connection with the sale and issuance of the Series 2006 Bonds
(as amended, the "Official Statement"), as set forth below:
1. Updates of the historical financial information set forth in the
Official Statement under the principal captions "THE WATER AND SEWER
SYSTEM" for the then-immediately preceding five fiscal years and" APPENDIX
G - SCHEDULE OF RATES, FEES AND CHARGES."
2. Description of any additional indebtedness payable in whole or in
part from the Net Revenues (as defined in the Ordinance).
3. Any other financial information or operating data of the type
included in the Official Statement which would be material to a holder or
prospective holders of the Series 2006 Bonds.
For purposes of this Disclosure Certificate, "Fiscal Year" means the period
commencing on October 1 and ending on September 30 ofthe next succeeding year, or
such other period of time provided by applicable law.
SECTION 3. REPORTING SIGNIFICANT EVENTS. The Issuer shall
provide to the NRMSIRs or the Municipal Securities Rulemaking Board (the "MSRB")
and to the SID, on a timely basis, notice of any of the following events, if such event is
material with respect to the Series 2006 Bonds or the Issuer's ability to satisfy its
payment obligations with respect to the Series 2006 Bonds:
(A)
(B)
(C)
difficulties;
(D)
(E)
(F)
(G)
Principal and interest payment delinquencies;
Non-payment related defaults;
Unscheduled draws on the debt service reserve fund reflecting financial
Unscheduled draws on credit enhancement reflecting financial difficulties;
Substitution of credit or liquidity providers, or their failure to perform;
Adverse tax opinions or events affecting the tax-exempt status of the
Series 2006 Bonds;
Modifications to rights of Series 2006 Bondholders;
2
(H) Redemptions;
(I) Defeasances;
(J) Release, substitution, or sale of property securing repayment ofthe Series
2006 Bonds;
(K) Rating changes; and
(L) Notice of any failure on the part of the Issuer or any other Obligated
Person (as defined herein) to meet the requirements of Section 2 hereof.
The Issuer may from time to time, in its discretion, choose to provide notice of
the occurrence of certain other events, in addition to those listed in this Section 3, if, in
the judgment of the Issuer, such other events are material with respect to the Series
2006 Bonds, but the Issuer does not specifically undertake to commit to provide any
such additional notice of the occurrence of any material event except those events listed
above.
Whenever the Issuer obtains know ledge of the occurrence of a significant event
described in this Section 3, the Issuer shall as soon as possible determine if such event
would be material under applicable federal securities law to holders of Series 2006
Bonds, provided, that any event under clauses (D), (E), (F), (K) or (L) above will always
be deemed to be material.
SECTION 4. NRMSIRs. The NRMSIRs to which the Issuer shall
provide the information described in Sections 2 and 3 above, to the extent required,
shall be the following organizations, their successors and assigns:
(A) Bloomberg Municipal Repository
100 Business Park Drive
Skillman, New Jersey 08558
Phone: 609/279-3225
Fax: 609/279-5962
E-Mail: Munis@Bloomberg.com
(B) FT Interactive Data
Attn: NRMSIR
100 William Street, 15th Floor
New York, New York 10038
Phone: 212/771-6999
Fax: 212/771-7390
3
E-Mail:
NRMSIR@interactivedata.com
4
(C) Standard & Poor's Securities Evaluations, Inc.
55 Water Street, 45th Floor
New York, New York 10041
Phone: 212/438-4595
Fax: 212/438-3975
E-Mail: nrmsicrepository@sandp.com
(D) DPC Data Inc.
One Executive Drive
Fort Lee, New Jersey 07024
Phone: 2011346-0701
Fax: 2011947-0107
E-Mail: NRMSIR@dpcdata.com
(E) A list ofthe names and addresses of all designated NRMSIRs and SIDs as
of any date may currently be obtained by calling the SEC's Fax on Demand Service at
202/942-8088 and requesting document number 0206 or by visiting the SEC's website
at www.sec.l!ov/info/municipallnrmsir.htm. However, in lieu of filing with the
NRMSIRs and SIDs, the Dissemination Agent may provide the required information
to:
Disclosure USA.org
P.O. Box 684667
Austin, Texas 78768-4667
http://www.disclosureusa.org
Phone: (212) 438-6518
Fax: 512/476-6403
SECTION 5. NO EVENT OF DEFAULT. Notwithstanding any other
provision in the Ordinance to the contrary, failure of the Issuer to comply with the
provisions of this Disclosure Certificate shall not be considered an event of default
under the Ordinance; provided, however, any Series 2006 Bondholder may take such
actions as may be necessary and appropriate, including pursuing an action for
mandamus or specific performance, as applicable, by court order, to cause the Issuer to
comply with its obligations hereunder. For purposes of this Disclosure Certificate,
"Series 2006 Bondholder" shall mean any person who (A) has the power, directly or
indirectly, to vote or consent with respect to, or to dispose of ownership of, any Series
2006 Bonds (including persons holding Series 2006 Bonds through nominees,
depositories or other intermediaries), or (B) is treated as the owner of any Series 2006
Bond for federal income tax purposes.
SECTION 6. INCORPORATION BY REFERENCE. Any or all ofthe
information required herein to be disclosed may be incorporated by reference from
5
other documents, including official statements or debt issues of the Issuer of related
public entities, which have been submitted to each of the NRMSIRs and the SID, if
any, or the SEC. If the document incorporated by reference is a final official statement,
it must be available from the MSRB. The Issuer shall clearly identify each document
incorporated by reference.
SECTION 7. DISSEMINATION AGENTS. The Issuer may, from time to
time, appoint or engage a dissemination agent to assist it in carrying out its obligations
under this Disclosure Certificate, and may discharge any such agent, with or without
appointing a successor disseminating agent.
SECTION 8. TERMINATION. The Issuer's obligations under this
Disclosure Certificate shall terminate upon (A) the legal defeasance, prior redemption
or payment in full of all of the Series 2006 Bonds, or (B) the termination of the
continuing disclosure requirements of the Rule by legislative, judicial or administrative
action.
SECTION 9. AMENDMENTS. Notwithstanding any other provision of
this Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any
provision may be waived, if such amendment or waiver is supported by an opinion of
counsel that is nationally recognized in the area offederal securities laws, to the effect
that such amendment or waiver would not, in and of itself, cause the undertakings
herein to violate the Rule if such amendment or waiver had been effective on the date
hereof but taking into account any subsequent change in or official interpretation of
the Rule.
SECTION 10. ADDITIONAL INFORMATION. Nothing in this
Disclosure Certificate shall be deemed to prevent the Issuer from disseminating any
other information, using the means of dissemination set forth in this Disclosure
Certificate or any other means of communication, or including any other information in
its annual information described in Section 2 hereof or notice of occurrence of a
significant event described in Section 3 hereof, in addition to that which is required by
this Disclosure Certificate. If the Issuer chooses to include any information in its
annual information or notice of occurrence of a significant event in addition to that
which is specifically required by this Disclosure Certificate, the Issuer shall have no
obligation under this Disclosure Certificate to update such information or include it in
its future annual information or notice of occurrence of a significant event.
SECTION 11. OBLIGATED PERSONS. If any person, other than the
Issuer, becomes an Obligated Person (as defined in the Rule) relating to the Series
2006 Bonds, the Issuer shall use its best efforts to require such Obligated Person to
comply with all provisions of the Rule applicable to such Obligated Person.
6
Dated as of this _ day of July, 2006
ATTEST:
City Clerk
CITY OF CLEARWATER, FLORIDA
By:
Mayor
7
APPENDIX E
FORM OF BOND COUNSEL OPINION
APPENDIX F
FORM OF MUNICIPAL BOND INSURANCE POLICY
APPENDIX G
SCHEDULE OF RATES, FEES AND CHARGES
Domestic Water Rates
October 1, 2004 _0<'0""'2006 October 1, 2007 October 1,2008
Meter Size Tier Rate Tier Rate Tier Rate Tier Rate
Under 1 , ,?, ~' ?"
Inch Minimum $10.59 .., Minimum $12.03 Minimum $12.75 Minimum $13.53
Charge Charge ...,?, , Charae CharQe CharQe
With With With With With
Usage Usage Usaae UsaQe Usage
Up to Up to Up to Up to Up to
3000 3000 3000 3000 3000
Gallons Gallons Gallons Gallons Gallons
From i', From From From
3001 $4.29 3001 $4.87 3001 $5.16 3001 $5.47
to 9,000 to 9,000" ' to 9,000 to 9,000 to 9,000
Gallons, Gallons;;!;,. Gallons, Gallons, Gallons,
I per 1 ,000 Iper1 I per 1,000 per 1,000 Iper 11,000
Gallons G,aUa Gallons Gallons Gallons
From f=,ro From From From
9001 $5.09 9001 9001 $5.78 9001 $6.13 9001 $6.50
Gallons Gallons,'" Gallons Gallons Gallons
and up, and uP.' , and UD, and up, and up,
per 1,000 per 1 ,000 ' IDer 1,000 per 1,000 per 1 ,000
Gallons \.:>allonll 'L ~.. ~ Gallons Gallons Gallons
1 Inch Minimum $24.71 Minimum 26.46 Minimum $28.07 Minimum $29.75 Minimum $31.57
CharQe l3liarge """,,",,, CharQe CharQe CharQe
With With With With
Usage ,,' Usaae UsaQe Usage
Up to .lJp~ ?' Up to Up to Up to
7000 7000 7000 7000 7000
Gallons GallonS....,.' Gallons Gallons Gallons
From Front From From From
7001 $4.29 7001::,~ 7001 $4.87 7001 $5.16 7001 $5.47
to 9,000 to 9.000W to 9,000 to 9,000 to 9,000
Gallons, Gallons; Gallons, Gallons, Gallons,
I per 1,000 per ,1'.00 ,Iper 1,000 per 1,000 per 1 ,000
Gallons Gallon$i..'.if ' Gallons Gallons Gallons
From FJO From From From
40,001 $5.09 40,0 40,001 $5.78 40,001 $6.13 40,001 $6.50
Gallons Gallonlf"..' Gallons Gallons Gallons
and up, and UP''';' and UD, and up, and up,
per 1,000 per 1;000' Iper 1,000 per 1,000 I per 1,000
Gallons Gallons' ,..." Gallons Gallons Gallons
1 1/2 Inch Minimum $353.00 Minimum $378.00 Minimum $401.00 Minimum $425.00 Minimum $451.00
CharQe Charge .,. " CharQe CharQe CharQe
With With , With With With
Usage Usage Usaae Usage Usage
Up to Upto,! Up to Up to Up to
100,000 100,000 100,000 100,000 100,000
Gallons GallonS'ii! Gallons Gallons Gallons
From F rql1l,,! From From From
100,001 $4.29 100,00 9 100,001 $4.87 100,001 $5.16 100,001 $5.47
to to ". P'- ...,.'i,!.... i..,';
140,000 140,000 to 140,000 to 140,000 to 140,000
Gallons, Gallons, ' 'i" Gallons, Gallons, Gallons,
per 1 ,000 pe.r 1,000 ",.,'! . per 1 ,000 I per 1 ,000 I per 1 ,000
Gallons Gallons ' Gallons Gallons Gallons
From From',,~ , From From From
140,001 $5.09 140,001, ..$5.45 140,001 $5.78 140,001 $6.13 140,001 $6.50
Gallons Gallons ' .."7!"I..:.. Gallons Gallons Gallons
and UD, and up. ' and UD, and up, and up,
I per 1,000 lper 1,000 per 1,000 I per 1,000 Iper 1,000
Gallons I Gallons, ,~ " Gallons Gallons Gallons
Domestic Water Rates
0""", 1,200' IJlf' 0""0" " 2008 0""", " 2007 00100" 1, 2008
Meter Size Tier Rate Tier Rate Tier Rate Tier Rate
2 Inch Minimum $822.49 MlIim~ J ' <">>"$880.14 Minimum $934.33 Minimum $990.25 Minimum $1,050.83
Charqe ella liB Charqe Charqe Charqe
With With '''. With With With
Usaqe U....s.aae. ...................... Usaqe Usaqe Usaqe
Up to Up:to<,'. \iii Up to Up to Up to
233,000 233.000. <:'i' 233,000 233,000 233,000
Gallons Gallons Gallons Gallons Gallons
From F[[gmL I, From From From
231,001 $4.29 231,001 231,001 $4.87 231,001 $5.16 231,001
to to::
343,000 343\
Gallons. Gall
per 1.000
Gallons
From
343,001
Gallons
and up.
per 1.000
Gallons
3 Inch or
two
2 Inch
in
Manifold
4 Inch
Minimum
Charqe
With
Usage
Up to
359,000
Gallons
From
359,001
to
474,000
Gallons,
per 1.000
Gallons
From
474,001
Gallons
and up,
per 1.000
Gallons
Minimum
Charge
With
Usage
Up to
691,000
Gallons
From
691,001
to
979,000
Gallons,
per 1,000
Gallons
From
979,001
Gallons
and up,
per 1,000
Gallons
to 343,000
Gallons.
per 1.000
Gal Gallons
fro From
$5,09 343; 343,001
GallonS. ' Gallons
and up;,. and up,
Iper:1;OOO: per 1,000
IGallonsJ'I. .. Gallons
$1.267.271~if\~J.;i<i$1i351.02 Minimum
lQla e J." .... Charqe
. With
Usage
Up to
,359,000
Gallons
From
359,001
sa e
I.Jpto<.,ii::.;i
359.000:i,
Gallons:"',;
f:"r
$4.29 359,
to;J'
474.0 to 474.000
Gallons. ". Gallons,
Ipet1;OOOi per 1.000
Gallons',i:', Gallons
f:"r<>m:~i From
$5.09474,001:: 445474,001
GallonSJ! . ,. Gallons
and up;. .,,\ and up,
I per 1 ;000 .' per 1,000
IGallons ." "." Gallons
$2,439.23 Minimum ..... $2,611.98 Minimum
~~.!!l' 'r~;'
691.000i,.; 691,000
GaIl00$':;J,1 Gallons
From:iJ,.! From
$4.29 69'1.001'i.: 1'\".1 4.59 691.001
to';' "}I'" "..'
979,000: . ".i l.l to 979,000
Gallons...' "', '. Gallons,
Iperi.000.! i(i per 1.000
Gallons I ,....>..i Gallons
f:"rom..'l. '" ,",}lii,' From
$5.099.79,001.$5.445979,001
Gallons'" i, Gallons
and up; Ie Ii,: ',. and UP,
Iper1.000 I' J' per 1,000
luallonsJ,i;,i, . ','i, . ,'.f; IGallons
to 343,000
Gallons,
per 1,000
Gallons
From
$5.78343.001
Gallons
and up,
per 1,000
Gallons
$1,439.59 Minimum
Charqe
With
Usaqe
Up to
359,000
Gallons
From
$4.87 359,001
to 474,000
Gallons,
per 1,000
Gallons
From
$5.78474.001
Gallons
and up,
per 1,000
Gallons
$2,770.91 Minimum
Charqe
With
Usage
Up to
691,000
Gallons
From
$4.87 691,001
to 979,000
Gallons.
per 1.000
Gallons
From
$5.78 979,001
Gallons
and UP,
per 1.000
Gallons
to 343,000
Gallons,
per 1,000
Gallons
From
$6.13 343,001
Gallons
and up,
per 1,000
Gallons
$1,525.75 Minimum
Charqe
With
Usaqe
Up to
359,000
Gallons
From
$5.16 359,001
to 474,000
Gallons,
per 1,000
Gallons
From
$6.13474.001
Gallons
and up,
per 1.000
Gallons
$2,936.75 Minimum
Charqe
With
Usage
Up to
691,000
Gallons
From
$5.16 691,001
to 979.000
Gallons,
per 1,000
Gallons
From
$6.13 979,001
Gallons
and up.
per 1,000
Gallons
$5.47
$6.50
$1.619.09
$5.47
$6.50
$3,116.41
$5.47
$6.50
Domestic Water Rates
October " 2004 Q~9j)f1'4 ~O()$:~i1;~1;lil; October " 2006 October 1, 2007 October " 2008
Meter Size Tier Rate Tier Rate Tier Rate Tier Rate
6 Inch Minimum $6,265.75 M lilhtiumiJ i'l1l1'I!i''$6' ,Olf;50 Minimum $7,117.75 Minimum $7,543.75 Minimum $8,005.25
Charge Ctlarne's 1 'iiti",',i Charge Charge Charge
With WithT) '.' '...., With With With
Usage Us'llael!~ . Usage Usage Usage
i':,!<:\:" ,t:'~ .",
Up to UP. tal . up to up to up to
1,775,000 1 ;175.000 .' ......'...1 1. 1,775,000 1,775,000 1,775,000
Gallons GallonS',' Gallons Gallons Gallons
""'1' "i' t;
From Frc>m';iiT From From From
1,775,001 $4.29 , 175,Q011 1,775,001 $4.87 1,775,001 $5.16 1,775,001 $5.47
to 11 to to to
2,025,000 ~ 2,025,000 2,025,000 2,025,000
Gallons, Gallon$1j'l!i!,li Gallons, Gallons, Gallons,
per 1,000 er 1,000 I per 1,000 Iper 1,000
Gallons Gallons Gallons Gallons
From From From From
2,025,001 $5.09 2, , 2,025,001 $5.78 2,025,001 $6.13 2,025,001 $6.50
Gallons Gallons'"1 Gallons Gallons Gallons
and up, and u . and up, and up, and up,
per 1,000 per.1,000' '::', per 1,000 per 1,000 Iper 1,000
Gallons ~allons!l;; Gallons Gallons Gallons
8 Inch Minimum $10,590.00 Minimum . $11;340.00 Minimum $12,030.00 Minimum $12,750.00 Minimum $13,530.00
Charge Charlie, .' .'i Charge Charge Charge
With Wlths ".,"'" With With With
Usage Usaeh Usage Usage Usage
Up to J;~ Up to Up to Up to
3,000,000 3,000,000 3,000,000 3,000,000
Gallons G~lIo1111 Gallons Gallons Gallons
From From From From
3,000,001 $4.29 3,000,001 $4.87 3,000,001 $5.16 3,000,001 $5.47
to to to to to
3,413,000 3,413',0 3,413,000 3,413,000 3,413,000
Gallons, Gallons;;; "i'i'i Gallons, Gallons, Gallons,
per 1 ,000 per 1,000 ,i> per 1,000 I per 1,000 Iper 1,000
Gallons Gallons Gallons Gallons Gallons
"iii,. ' , ,P....
From From<i' 'J: From From From
3,413,001 $5.09 3.413,001 , $5.45 3,413,001 $5.78 3,413,001 $6.13 3,413,001 $6.50
Gallons G."ons;!I! Gallons Gallons Gallons
and up, and UlJi" "i'. and up, and up, and up,
per 1 ,000 per 1,000: per 1 ,000 per 1 ,000 per 1 ,000
Gallons ~a\lonsli,l%c Gallons Gallons Gallons
,,,,.,,,,',,,.""
Lawn Meter Water Rates
October 1, 2004 ~OclObe"'2006 October 1, 2007 October 1, 2008
Meter Size Tier Rate Tier Rate Tier Rate Tier Rate
Under 1 Base Ba~'{!1!: . .. ...! .', Base Base Base
Inch Charge $3.78 Chatg~;'. .. ;04 Charge $4.28 Charge $454.00 Charae $4.81
with No v.I~ No:. I,'F" with No with No with No
Water Water I> Water Water Water
.' I..t)( .\
Allowance Allowance :[ Allowance Allowance Allowance
Up to Up tot,' .. Up to Up to Up to
2,000 $4.60 2,OOOi.!I.... 2,000 $5.22 2,000 $5.53 2,000 $5.86
Gallons Gallons!!!!,' Gallons Gallons Gallons
per 1,000 ~d!!~.'()O<< per 1,000 per 1,000 per 1,000
Gallons Gall,.ni!!!!'.:!.' Gallons Gallons Gallons
From From From From
2,001 $6.33 2,001 $7.18 2,001 $7.61 2,001 $8.07
Gallons Galh:~D$.r!.' Gallons Gallons Gallons
and up and.up.'...>:', and up and up and up
per 1,000 per.l';OOO' per 1,000 per 1,000 per 1,000
Gallons. uallons; ".' ". uallons. Gallons. Gallons.
Base Ba~['j' .,. ":''''.., Base Base Base
.." ...".,.....
1 Inch Charge $11.34 Charge ... oil Charge $12.86 Charge $13.63 Charge $14.45
with No witt).No ..";.'. .> with No with No with No
Water Water'. "' .', Water Water Water
.,
, li..
~.~f:::J;:::;,:,:':
Allowance .Alloviiince .. Allowance Allowance Allowance
Up to U Up to Up to Up to
7,000 $4.601.l 7,000 $5.22 7,000 $5.53 7,000 $5.86
Gallons Gallc)n$~!~.' Gallons Gallons Gallons
I per 1,000 er 1,000 I per 1,000 Iper 1,000
Gallons Ga Gallons Gallons Gallons
From From From From
7,001 $6.33 77,001 $7.18 7,001 $7.61 7,001 $8.07
Gallons Gallons'!]'.. Gallons Gallons Gallons
and up and V, and UP and UP and UP
per 1,000 per 1;000 Iper 1,000 I per 1,000 Iper 1,000
Gallons. uallonS.,'J; '., IGallons. IGallons. IGallons.
Base ~~W~j Base Base Base
1 1/2 Inch Charge $56.70 Charge Charge $64.31 Charge $68.17 Charge $72.26
with No "YitI;l j~B; ;1] l: with No with No with No
Water Water.:.:!! Water Water Water
Allowance Allowance Allowance Allowance
Up to 9;0 Up to Up to Up to
9,000 $4.60 9,000 $5.22 9,000 $5.53 9,000 $5.86
Gallons GallonS?>~ Gallons Gallons Gallons
per 1,000 per 1:000 per 1,000 per 1,000 per 1,000
Gallons Gallons ;,' Gallons Gallons Gallons
From Frqn;t,> .! ., From From From
,i,
9,001 $6.33 9,001'1.: ..... '...,' 110.1 9,001 $7.18 9,001 $7.61 9,001 $8.07
Gallons Gallons.:" 'i;~ .i', " Gallons Gallons Gallons
and up and UD':' 1::.:". and up and up and up
per 1,000 per 1,000 per 1,000 per 1,000 per 1,000
Gallons. Gallons. . '" Gallons. Gallons. Gallons.
Lawn Meter Water Rates
October 1, 2004 Ot; ,pbii';,tt:~I~OO October 1, 2006 October 1, 2007 October 1, 2008
Meter Size Tier Rate Tier Rate Tier Rate Tier Rate
Base ~asftjJl~\I;';; ; Base Base Base
2 Inch Charae $158.76 Charge~ 87 Charae $180.06 Charge $190.86 Charae $202.31
with No v.:~~~9~Fl with No with No with No
Water Wate~,;'.:' " .' Water Water Water
Allowance AII()W~n~ ", Allowance Allowance Allowance
Up to LIp . Up to Up to Up to
40,000 $4.60 40; 2 40,000 $5.22 40,000 $5.53 40,000 $5.86
Gallons Galldns~//i i Gallons Gallons Gallons
Del' 1,000 .pe/""f';ooO': :.'i Del' 1,000 per 1,000 Del' 1,000
Gallons Gallons:'::' Gallons Gallons Gallons
From ~!'\>n:\;' il;; ---; From From From
40,001 $6.33 40,001;' 740,001 $7.18 40,001 $7.61 40.001 $8.07
Gallons Gallons' . Gallons Gallons Gallons
and uo and up;> and uo and up and uo
per 1,000 oor..1:;000' "; per 1 ,000 per 1 ,000 per 1 ,000
Gallons. Gallons;.. Gallons. \,jallons. Uallons.
3 Inch or Base 6a$&;'~;')'; Base Base Base
two Charge $313.74 Ch~ 1'ai:;:" Charge $355.84 Charge $377.19 Charae $399.82
with No wittl with No with No with No
2 Inch Water Wat Water Water Water
in
Manifold Allowance AI Allowance Allowance Allowance
Up to YR/, ,I; Up to Up to Up to
100,000 $4.60 100, 2 100,000 $5.22 100,000 $5.53 100,000 $5.86
Gallons GallonS!i.:! Gallons Gallons Gallons
I Del' 1,000 Iper1;ooO Iper 1,000 Iper1,000 IDeI' 1,000
Gallons GallonS'; "i Gallons Gallons Gallons
From f'rQ , From From From
100,001 $6.33 foo,O 7 100,001 $7.18 100,001 $7.61 100,001 $8.07
Gallons Gallons:;'!,! Gallons Gallons Gallons
and up andlJ and up and up and up
per 1 ,000 per,1,OOO: per 1,000 per 1,000 per 1,000
Gallons. Gallon$~l/:~ IGallons. IGallons. IGallons.
Base 6 Base Base Base
4 Inch Charge $604.80 Charge $685.97 Charge $727.13 Charge $770.76
with No with No with No with No
Water Water Water Water
i",
Allowance .. ,.i Allowance Allowance Allowance
Up to l.JRt~;;..j:{' .r"';;/"':'" Up to Up to Up to
233,000 $4.60 233,0001' i 'is~['~.92 233,000 $5.22 233,000 $5.53 233,000 $5.86
Gallons Gallons.', " .. ,ti.; Gallons Gallons Gallons
IPer 1,000 per'1,000, ;t!;;'; .... per 1,000 per 1,000 per 1,000
Gallons Gallons " ,'. ',' Gallons Gallons Gallons
From E.~rn:,'il[ : >- >. r:~ :.o-~,:;:j[-!: From From From
233,001 $6.33 233,001 . ;,$6.77 233,001 $7.18 233,001 $7.61 233,001 $8.07
Gallons Gallonsi; .' I. .,f; Gallons Gallons Gallons
and UP and up'" I', " f..rl and uo and up and uo
1 per 1,000 1001'1,000 I, i", 'l)fi " per 1,000 per 1,000 per 1,000
:\,jallons. ,Gallons.. .'i; ii Gallons, Gallons, Gallons.
October 1, 2004
Meter Size Tier Rate
Base
6 Inch Char e
with No
Water
October 1, 2007
Rate Tier
Base
$2,070,75 Char e
with No
Water
October 1, 2008
Rate Tier
Base
$2,195,00 Char e
with No
Water
Rate
$2,326,70
$5,86
$8,07
Meter Size October 1, 2004
Under 1 Inch Minimum
Charge
With
Usage
Upto
3000
Gallons
1 Inch Minimum
Charge
With
Usage
Upto
7000
1 1/2 Inch Minimum
Charge
With
UsaQe
Upto
100,000
Gallons
2 Inch Minimum
Charge
With
Usage
Upto
233,000
3 Inch or two Minimum
2 Inch CharQe
With
in Manifold Usage
Upto
359,000
Gallons
Oto
Sanitary Sewer Rates
October 1, 2006
October 1, 2007
Minimum
Charae
With
l.r~' UsaQe
Up.t!)' ~:'I'. i. Up to
3000. . ....,. 3000
I Gallons , ". ".'. ..... Gallons
$34.02 Minimum ....c36.<40 Minimum
ChafQ6'Y, Charae
=~;. 'I': .' :~ae
ll,Jpt!). .,: .' Up to
7000' .", 7000
$486.00 Minimum,. .....$520.00 Minimum
Charae. ' "'," Charae
IVVIU ", With
~ UsaQe
lJP~':;.' Up to
100.(j(j();m;. 100,000
Gallo~I'I;.m Gallons
$1,132.38 Minin:uoim>f':: ;~1~ftl :/I'ii~;~60 Minimum
Cha CharQe
Wi," With
Usa .... . Usage
Upto',.'.,' .t;m,U Up to
233.000::';:'" ..' 233,000
> .... .....m
$1,744.74 Minimum"" $1';866.80 Minimum
~:::'L.." ;t;v :~::e
UP!!>.::,':; Up to
359;OOO.:"'il 359,000
GailQnl.'..li.' Gallons
$14.58
Cha I,...:li
$16.53 Minimum
Charae
With
UsaQe
Upto
3000
Gallons
$38.57 Minimum
Charae
With
UsaQe
Up to
7000
$551.00 Minimum
Charae
With
Usaae
Upto
100,000
Gallons
$1,283.83 Minimum
CharQe
With
Usaae
Up to
233,000
$1,978.09 Minimum
Charae
With
UsaQe
Up to
359,000
Gallons
October 1, 2008
$17.52 Minimum
Charae
With
UsaQe
Upto
3000
Gallons
$40.88 Minimum
Charae
With
UsaQe
Up to
7000
$584.00 Minimum
Charae
With
Usaae
Up to
100,000
Gallons
$1,360.72 Minimum
Charge
With
Usaae
Up to
233,000
$2,096.56 Minimum
Charae
With
Usaoe
Upto
359,000
Gallons
$18.57
$43.33
$619.00
$1,442.27
$2,222.21
Meter Size October 1, 2004
4 Inch Minimum $3,358.26
Charge
With
Usa e
Upto
691,000
Gallons
6 Inch Minimum
Char e
With
Usa e
8 Inch
arge per
1,000
gallons of
water used
over basic
allowance
Upto
1,775,000
Gallons
Minimum
Char e
With
Usa e
Upto
3,000,000
Gallons
Up to
1,775,000
Gallons
$16,530.00 Minimum
Char e
With
Usa e
Upto
3,000,000
Gallons
October 1,2008
$4,035.44 Minimum $4,277.29
Charge
With
Usa e
Upto
691,000
Gallons
$10,366.00 Minimum $10,987.25
Char e
With
Usa e
Upto
1,775,000
Gallons
$17,520.00 Minimum $18,570.00
Char e
With
Usa e
Upto
3,000,000
Gallons
$5.84
$6.19
EXHIBIT D
CONTINUING DISCLOSURE CERTIFICATE
D-l
RESOLUTION NO. 06-37
CONTINUING DISCLOSURE CERTIFICATE
This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed
and delivered by the City of Clearwater, Florida (the "Issuer") in connection with the
issuance of its $ [Bond Amount] Water and Sewer System Revenue Bonds, Series 2006
(the "Series 2006 Bonds"). The Series 2002 Bonds are being issued pursuant to
Ordinance No. 3674-84 enacted by the Issuer on August 2, 1984, as amended and
supplemented in Ordinance 5355-93, enacted on April 15, 1993, as amended and
supplemented in Ordinance 6311-98, enacted November 5, 1998 and as further
amended and supplemented in Ordinance 6915-01, enacted November 15, 2001 (the
"Ordinance") and as further supplemented by Resolution 06-37, adopted by the City on
[ ] (the "Series 2006 Resolution"). The Issuer covenants and agrees as
follows:
SECTION 1. PURPOSE OF DISCLOSURE CERTIFICATE. This
Disclosure Certificate is being executed and delivered by the Issuer for the benefit of
the Series 2006 Bondholders and in order to assist the original underwriters of the
Series 2006 Bonds in complying with Rule 15c2-12(b)(5) promulgated by the Securities
and Exchange Commission ("SEC") pursuant to the Securities Exchange Act of 1934
(the "Rule").
SECTION 2. PROVISION OF ANNUAL INFORMATION. Except as
otherwise provided herein, the Issuer shall provide to all of the nationally recognized
municipal securities information repositories described in Section 4 hereof (the
"NRMSIRs"), and to any state information depository that is established within the
State of Florida (the "SID"), on or before June 30 of each year, commencing June 30,
2004, the information set forth below in this Section 2. Notwithstanding the
immediately preceding sentence, to the extent any such information does not become
available to the Issuer before June 30 of any year, the Issuer shall provide such
information when it becomes available, but no later than one year following the end of
the Issuer's Fiscal Year.
(A) the Issuer's Comprehensive Annual Financial Report for the immediately
preceding Fiscal Year (the "CAFR"), which shall include the audited financial
statements of the Issuer for the immediately preceding Fiscal Year prepared in
accordance with Generally Accepted Accounting Principles, as modified by applicable
State of Florida requirements and the governmental accounting standards
promulgated by the Government Accounting Standards Board; provided, however, if
the audited financial statements of the Issuer are not completed prior to April 30 of
any year, the Issuer shall provide unaudited financial statements on such date and
shall provide the audited financial statements as soon as practicable following their
completion; and
1
(B) to the extent not set forth in the CAFR, additional financial information
and operating data of the type included with respect to the Issuer in the final official
statement prepared in connection with the sale and issuance ofthe Series 2006 Bonds
(as amended, the "Official Statement"), as set forth below:
1. Updates of the historical financial information set forth in the
Official Statement under the principal captions "THE WATER AND SEWER
SYSTEM" for the then-immediately preceding five fiscal years and" APPENDIX
G - SCHEDULE OF RATES, FEES AND CHARGES."
2. Description of any additional indebtedness payable in whole or in
part from the Net Revenues (as defined in the Ordinance).
3. Any other financial information or operating data of the type
included in the Official Statement which- would be material to a holder or
prospective holders of the Series 2006 Bonds.
For purposes of this Disclosure Certificate, "Fiscal Year" means the period
commencing on October 1 and ending on September 30 of the next succeeding year, or
such other period of time provided by applicable law.
SECTION 3. REPORTING SIGNIFICANT EVENTS. The Issuer shall
provide to the NRMSIRs or the Municipal Securities Rulemaking Board (the "MSRB")
and to the SID, on a timely basis, notice of any of the following events, if such event is
material with respect to the Series 2006 Bonds or the Issuer's ability to satisfy its
payment obligations with respect to the Series 2006 Bonds:
(A)
Principal and interest payment delinquencies;
(B)
Non-payment related defaults;
(C)
difficulties;
Unscheduled draws on the debt service reserve fund reflecting financial
(D)
Unscheduled draws on credit enhancement reflecting financial difficulties;
(E)
Substitution of credit or liquidity providers, or their failure to perform;
(F)
Adverse tax opinions or events affecting the tax-exempt status of the
Series 2006 Bonds;
(G)
Modifications to rights of Series 2006 Bondholders;
2
(H) Redemptions;
(1) Defeasances;
(J) Release, substitution, or sale of property securing repayment ofthe Series
2006 Bonds;
(K) Rating changes; and
(L) Notice of any failure on the part of the Issuer or any other Obligated
Person (as defined herein) to meet the requirements of Section 2 hereof.
The Issuer may from time to time, in its discretion, choose to provide notice of
the occurrence of certain other events, in addition to those listed in this Section 3, if, in
the judgment of the Issuer, such other events are material with respect to the Series
2006 Bonds, but the Issuer does not specifically undertake to commit to provide any
such additional notice ofthe occurrence of any material event except those events listed
above.
Whenever the Issuer obtains knowledge ofthe occurrence of a significant event
described in this Section 3, the Issuer shall as soon as possible determine if such event
would be material under applicable federal securities law to holders of Series 2006
Bonds, provided, that any event under clauses (D), (E), (F), (K) or (L) above will always
be deemed to be material.
SECTION 4. NRMSIRs. The NRMSIRs to which the Issuer shall
provide the information described in Sections 2 and 3 above, to the extent required,
shall be the following organizations, their successors and assigns:
(A) Bloomberg Municipal Repository
100 Business Park Drive
Skillman, New Jersey 08558
Phone: 609/279-3225
Fax: 609/279-5962
E-Mail: Munis@Bloomberg.com
(B) FT Interactive Data
Attn: NRMSIR
100 William Street, 15th Floor
New York, New York 10038
Phone: 212/771-6999
Fax: 212/771-7390
3
E-Mail:
NRMSIR@interactivedata.com
4
(C) Standard & Poor's Securities Evaluations, Inc.
55 Water Street, 45th Floor
New York, New York 10041
Phone: 212/438-4595
Fax: 212/438-3975
E-Mail: nrmsir_repository@sandp.com
(D) DPC Data Inc.
One Executive Drive
Fort Lee, New Jersey 07024
Phone: 201/346-0701
Fax: 201/947-0107
E-Mail: NRMSIR@dpcdata.com
(E) A list of the names and addresses of all designated NRMSIRs and SIDs as
of any date may currently be obtained by calling the SEC's Fax on Demand Service at
202/942-8088 and requesting document number 0206 or by visiting the SEC's website
at www.sec.gov/info/municioal/nrmsir.htm. However, in lieu of filing with the
NRMSIRs and SIDs, the Dissemination Agent may provide the required information
to:
Disclosure USA.org
P.O. Box 684667
Austin, Texas 78768-4667
http://www.disclosureusa.org
Phone: (212) 438-6518
Fax: 512/476-6403
SECTION 5. NO EVENT OF DEFAULT. Notwithstanding any other
provision in the Ordinance to the contrary, failure of the Issuer to comply with the
provisions of this Disclosure Certificate shall not be considered an event of default
under the Ordinance; provided, however, any Series 2006 Bondholder may take such
actions as may be necessary and appropriate, including pursuing an action for
mandamus or specific performance, as applicable, by court order, to cause the Issuer to
comply with its obligations hereunder. For purposes of this Disclosure Certificate,
"Series 2006 Bondholder" shall mean any person who (A) has the power, directly or
indirectly, to vote or consent with respect to, or to dispose of ownership of, any Series
2006 Bonds (including persons holding Series 2006 Bonds through nominees,
depositories or other intermediaries), or (B) is treated as the owner of any Series 2006
Bond for federal income tax purposes.
SECTION 6. INCORPORATION BY REFERENCE. Any or all of the
information required herein to be disclosed may be incorporated by reference from
5
other documents, including official statements or debt issues of the Issuer of related
public entities, which have been submitted to each of the NRMSIRs and the SID, if
any, or the SEC. If the document incorporated by reference is a final official statement,
it must be available from the MSRB. The Issuer shall clearly identify each document
incorporated by reference.
SECTION 7. DISSEMINATION AGENTS. The Issuer may, from time to
time, appoint or engage a dissemination agent to assist it in carrying out its obligations
under this Disclosure Certificate, and may discharge any such agent, with or without
appointing a successor disseminating agent.
SECTION 8. TERMINATION. The Issuer's obligations under this
Disclosure Certificate shall terminate upon (A) the legal defeasance, prior redemption
or payment in full of all of the Series 2006 Bonds, or (B) the termination of the
continuing disclosure requirements ofthe Rule by legislative, judicial or administrative
action.
SECTION 9. AMENDMENTS. Notwithstanding any other provision of
this Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any
provision may be waived, if such amendment or waiver is supported by an opinion of
counsel that is nationally recognized in the area of federal securities laws, to the effect
that such amendment or waiver would not, in and of itself, cause the undertakings
herein to violate the Rule if such amendment or waiver had been effective on the date
hereof but taking into account any subsequent change in or official interpretation of
the Rule.
SECTION 10. ADDITIONAL INFORMATION. Nothing in this
Disclosure Certificate shall be deemed to prevent the Issuer from disseminating any
other information, using the means of dissemination set forth in this Disclosure
Certificate or any other means of communication, or including any other information in
its annual information described in Section 2 hereof or notice of occurrence of a
significant event described in Section 3 hereof, in addition to that which is required by
this Disclosure Certificate. If the Issuer chooses to include any information in its
annual information or notice of occurrence of a significant event in addition to that
which is specifically required by this Disclosure Certificate, the Issuer shall have no
obligation under this Disclosure Certificate to update such information or include it in
its future annual information or notice of occurrence of a significant event.
SECTION 11. OBLIGATED PERSONS. If any person, other than the
Issuer, becomes an Obligated Person (as defined in the Rule) relating to the Series
2006 Bonds, the Issuer shall use its best efforts to require such Obligated Person to
comply with all provisions of the Rule applicable to such Obligated Person.
6
Dated as of this _ day of July, 2006
ATTEST:
City Clerk
CITY OF CLEARWATER, FLORIDA
By:
Mayor
7
EXHIBIT E
COMMITMENT FOR MUNICIPAL BOND INSURANCE POLICY
E-l
RESOLUTION NO. 06-37
PFM
MUNICIPAL BOND INSURANCE COMMITMENT
FINANCIAL SECURITY ASSURANCE INC. ("Financial Security" or "FSA") hereby commits to issue its Municipal Bond
Insurance Policy (the "Policy") relating to whole maturities of the debt obligations described in Exhibit A attached hereto (the
"Bonds"), subject to the terms and conditions set forth in this Commitment, of which Commitment Exhibit A is an integrated
part, or added hereto (the "Commitment"). To keep this Commitment in effect after the Expiration Date set forth in Exhibit A
attached hereto, a request for renewal must be submitted to Financial Security prior to such Expiration Date. Financial
Security reserves the right to refuse wholly or in part to grant a renewal.
THE MUNICIPAL BOND INSURANCE POLICY SHALL BE ISSUED IF THE FOLLOWING CONDITIONS ARE SATISFIED:
1. The documents to be executed and delivered in connection with the issuance and sale of the Bonds shall not
contain any untrue or misleading statement of a material fact and shall not fail to state a material fact necessary in order to
make the information contained therein not misleading.
2. No event shall occur which would permit any underwriter or purchaser of the Bonds, otherwise required, not to be
required to underwrite or purchase the Bonds on the date scheduled for the issuance and delivery thereof ("Closing Date").
3. There shall be no material change in or affecting the Bonds (including, without limitation, the security for the Bonds)
or the financing documents or the Official Statement (or any similar disclosure documents) to be executed and delivered in
connection with the issuance and sale of the Bonds from the descriptions or forms thereof approved by Financial Security.
4. The Bonds shall contain no reference to Financial Security, the Policy or the insurance evidenced thereby except as
may be approved by Financial Security. BOND PROOFS SHALL HAVE BEEN APPROVED BY FINANCIAL SECURITY
PRIOR TO PRINTING. The Bonds shall bear a Statement of Insurance in the form provided by Financial Security.
5. Financial Security shall be provided with:
(a) Executed copies of all financing documents, any disclosure document (the "Official Statement") and the
various legal opinions delivered in connection with the issuance and sale of the Bonds (which shall be dated the Closing
Date and which, except for the opinions of counsel relating to the adequacy of disclosure, shall be addressed to Financial
Security or accompanied by a letter of such counsel permitting Financial Security to rely on such opinion as if such opinion
were addressed to Financial Security), including, without limitation, the approving opinion of bond counsel. Each of the
foregoing shall be in form and substance acceptable to Financial Security. Copies of all drafts of such documents prepared
subsequent to the date of the Commitment (blacklined to reflect all revisions from oreviouslv reviewed drafts) shall be
furnished to Financial Security for review and approval. Final drafts of such documents shall be provided to Financial
Security at least three (3) business days prior to the issuance of the Policy, unless Financial Security shall agree to some
shorter period.
(b) Evidence of wire transfer in federal funds of an amount equal to the insurance premium, unless alternative
arrangements for the payment of such amount acceptable to Financial Security have been made prior to the delivery date of
the Bonds.
(c) Standard & Poor's Credit Market Services, Moody's Investors Service Inc. and Fitch IBCA, Inc. will
separately present bills for their respective fees relating to the Bonds. Payment of such bills by the Issuer should be made
directly to such rating agency. Payment of the rating fee is not a condition to release of the Policy by Financial Security.
6. Promptly after the closing of the Bonds, Financial Security shall receive three completed sets of executed documents
(one original and either (i) two photocopies (each unbound) or (ii) three compact discs).
7. The Official Statement shall contain the language provided by Financial Security and only such other references to
Financial Security or otherwise as Financial Security shall supply or approve. FINANCIAL SECURITY SHALL BE
PROVIDED WITH FOUR PRINTED COPIES OF THE OFFICIAL STATEMENT.
EXHIBIT A
MUNICIPAL BOND INSURANCE COMMITMENT
TERM SHEET
Issuer:
City of Clearwater, Florida
Name of Bonds Insured:
Water and Sewer Revenue Bonds, Series 2006
Principal Amount of Bonds Insured: Not to Exceed $26,430,000
Date of Commitment:
July 5, 2006
Expiration Date: Friday, September 8, 2006*
Premium:
.22% of total debt service on the Bonds Insured
Additional Cond itions:
1. The amortization schedule for, and final maturity date of, the Bonds shall be acceptable to Financial
Security.
2. See attached Exhibits B-C.
Terms used in this Commitment and not otherwise defined shall have the meanings ascribed to them in the document
authorizing the issuance of and setting forth the terms for the Bonds described above (the "Resolution").
FINANCIAL SECURITY ASSURANCE INC.
?-,,(?~
Authorized Officer
*To maintain the Commitment in effect until the Expiration Date, Financial Security must receive a duplicate of this
Exhibit A executed by an authorized officer of the Issuer by the earlier of the date on which the Official Statement
containing disclosure language regarding Financial Security is circulated and ten days from the date of this
Commitment.
The undersigned agrees that if the Bonds are insured by a policy of municipal bond insurance, such insurance shall
be provided by Financial Security in accordance with the terms of this Commitment.
CITY OF CLEARWATER, FLORIDA
Authorized Officer
L:\LEGAL \M U NIS\ST A TES\FL\92516_N.doc
EXHIBIT F
ADDITIONAL COVENANTS WITH BOND INSURER
F-l
RESOLUTION NO. 06-37
EXHIBIT B
Page 1 of 1
OPINION REQUIREMENTS
1. Each of the Ordinance, the Resolution, the Bonds and the other transaction documents (the "Related
Documents") is a legal, valid and binding obligation of the parties thereto, has been duly authorized, executed
and delivered and is enforceable in accordance with its terms.
2. There does not exist any action, suit, proceeding or investigation pending, or to the best of such counsel's
knowledge, threatened which if adversely determined, could (i) materially adversely affect (a) the financial
condition of the Issuer, (b) the ability of the Issuer to perform its obligations under the Related Documents, (c)
the security for the Bonds, or (d) the transactions contemplated by the Related Documents or (ii) impair the
ability of the Issuer to maintain and operate the System.
3. Nothing has come to the attention of disclosure counsel which would cause them to believe that the final
Official Statement (excluding information provided by Financial Security), as of its date and the date of
issuance of the Policy, contained any untrue statement of a material fact or omitted to state a material fact
required to be stated therein or necessary in order to make the statements therein, in the light of the
circumstances under which they were made, not misleading.
4. The Bonds are secured by a valid lien and security interest in the Net Revenues of the Issuer on a parity with
all additional parity bonds issued pursuant to the Resolution.
L:\LEGAL \MU N IS\ST A TES\FL \92516_N .doc
EXHIBIT C
Page 1 of 4
RESOLUTION REQUIREMENTS
The Resolution shall incorporate the following requirements either in one section or article entitled "Provisions
Relating to Bond Insurance" (or the like), the orovisions of which section or article shall be stated in the
Resolution to aovern. notwithstandina anvthina to the contrary set forth In the Resolution, or individually in
the appropriate sections:
(a) "Insurance Policy" shall be defined as follows: "the insurance policy issued by the Insurer guaranteeing the
scheduled payment of principal of and interest on the Bonds when due". "Insurer" shall be defined as
follows: "Financial Security Assurance Inc., a New York stock insurance company, or any successor thereto
or assignee thereof'.
(b) For transactions with a debt service reserve fund, the prior written consent of the Insurer shall be a condition
precedent to the deposit of any credit instrument provided in lieu of a cash deposit into the Debt Service
Reserve Fund. Notwithstanding anything to the contrary set forth in the Resolution, amounts on deposit in
the Debt Service Reserve Fund shall be applied solely to the payment of debt service on the Bonds.
(c) The Insurer shall be deemed to be the sole holder of the Insured Bonds for the purpose of exercising any
voting right or privilege or giving any consent or direction or taking any other action that the holders of the
Bonds insured by it are entitled to take pursuant to the section or the article of the Resolution pertaining to
defaults and remedies.
(d) If acceleration is permitted under the Resolution, the maturity of Bonds insured by the Insurer shall not be
accelerated without the consent of the Insurer and in the event the maturity of the Bonds is accelerated, the
Insurer may elect, in its sole discretion, to pay accelerated principal and interest accrued [or accreted, as
applicable], on such principal to the date of acceleration (to the extent unpaid by the Issuer). Upon payment
of such accelerated principal and interest accrued [or accreted, as applicable] to the acceleration date as
provided above, the Insurer's obligations under the Insurance Policy with respect to such Bonds shall be
fully discharged.
(e) No grace period for a covenant default shall exceed 30 days, nor be extended for more than 60 days,
without the prior written consent of the Insurer. The Insurer shall be given the right to deliver the written
notice pursuant to Section 19 (C) of the Ordinance.
(f) The Insurer shall be included as a third party beneficiary to the Resolution.
(g) Upon the occurrence of an extraordinary optional or special or extraordinary mandatory redemption in part,
the selection of Bonds to be redeemed shall be subject to the approval of the Insurer. The exercise of any
provision of the Resolution which permits the purchase of Bonds in lieu of redemption shall require approval
of the Insurer wherein any Bond so purchased is not extinguished.
(h) Unless the Insurer otherwise directs, upon the occurrence and continuance of an Event of Default or an
event which with notice or lapse of time would constitute an Event of Default, amounts on deposit in the
Construction Fund shall not be disbursed, but shall instead be applied to the payment of debt service or
redemption price of the Bonds.
(i) No modification or amendment to the Ordinance, the Resolution or any other transaction document including
any underlying security agreement (each a "Related Document") may become effective except upon
obtaining the prior written consent of the Insurer. Copies of any modification or amendment to the Resolution
or any other Related Document shall be sent to Standard & Poor's Credit Market Services and Moody's
Investors Service, Inc. at least 10 days prior to the effective date thereof.
0) The rights granted to the Insurer under the Resolution or any other Related Document to request, consent to
or direct any action are rights granted to the Insurer in consideration of its issuance of the Insurance Policy.
Any exercise by the Insurer of such rights is merely an exercise of the Insurer's contractual rights and shall
not be construed or deemed to be taken for the benefit or on behalf of the Bondholders nor does such action
evidence any pOSition of the Insurer, positive or negative, as to whether Bondholder consent is required in
addition to consent of the Insurer.
L:\LEGAL \MUNIS\ST A TES\FL \92516_N .doc
EXHIBIT C
Page 2 of 4
(k) Only (1) cash, (2) non-callable direct obligations of the United States of America ("Treasuries"), (3)
evidences of ownership of proportionate interests in future interest and principal payments on Treasuries
held by a bank or trust company as custodian, under which the owner of the investment is the real party in
interest and has the right to proceed directly and individually against the obligor and the underlying
Treasuries are not available to any person claiming through the custodian or to whom the custodian may be
obligated, (4) pre-refunded municipal obligations rated "AAA" and "Aaa" by S&P and Moody's, respectively
or (5) securities eligible for "AAA" defeasance under then existing criteria of S & P or any combination
thereof, shall be authorized to be used to effect defeasance of the Bonds unless the Insurer otherwise
approves.
To accomplish defeasance the Issuer shall cause to be delivered (i) a report of an independent firm of
nationally recognized certified public accountants or such other accountant as shall be acceptable to the
Insurer ("Accountant") verifying the sufficiency of the escrow established to pay the Bonds in full on the
maturity or redemption date ("Verification"), (ii) an Escrow Deposit Agreement (which shall be acceptable in
form and substance to the Insurer), and (iii) an opinion of nationally recognized bond counsel to the effect
that the Bonds are no longer "Outstanding" under the Resolution; each Verification and defeasance opinion
shall be acceptable in form and substance, and addressed, to the Issuer and the Insurer. The Insurer shall
be provided with final drafts of the above-referenced documentation not less than five business days prior to
the funding of the escrow.
Bonds shall be deemed "Outstanding" under the Resolution unless and until they are in fact paid and retired
or the above criteria are met.
(I) Amounts paid by the Insurer under the Insurance Policy shall not be deemed paid for purposes of the
Resolution and shall remain Outstanding and continue to be due and owing until paid by the Issuer in
accordance with the Resolution. The Resolution shall not be discharged unless all amounts due or to
become due to the Insurer have been paid in full or duly provided for.
(m) The Issuer to covenant and agree to take such action (including, as applicable, filing of UCC financing
statements and continuations thereof) as is necessary from time to time otherwise preserve the priority of
the pledge of Trust Estate under applicable law.
(n) Claims Upon the Insurance Policy and Payments by and to the Insurer.
If, on the third Business Day prior to the related scheduled interest payment date or principal payment date
("Payment Date") there is not on deposit with the Paying Agent, after making all transfers and deposits
required under the Resolution, moneys sufficient to pay the principal of and interest on the Bonds due on
such Payment Date, the Paying Agent shall give notice to the Bond Insurer and to its designated agent (if
any) (the "Insurer's Fiscal Agent") by telephone or telecopy of the amount of such deficiency by 12:00 noon,
New York City time, on such Business Day. If, on the second Business Day prior to the related Payment
Date, there continues to be a deficiency in the amount available to pay the principal of and interest on the
Bonds due on such Payment Date, the Paying Agent shall make a claim under the Insurance Policy and
give notice to the Insurer and the Insurer's Fiscal Agent (if any) by telephone of the amount of such
deficiency, and the allocation of such deficiency between the amount required to pay interest on the Bonds
and the amount required to pay principal of the Bonds, confirmed in writing to the Insurer and the Insurer's
Fiscal Agent by 12:00 noon, New York City time, on such second Business Day by filling in the form of
Notice of Claim and Certificate delivered with the Insurance Policy.
In the event the claim to be made is for a mandatory sinking fund redemption installment, upon receipt of the
moneys due, the Paying Agent shall authenticate and deliver to affected Bondholders who surrender their
Bonds a new Bond or Bonds in an aggregate principal amount equal to the unredeemed portion of the Bond
surrendered. The Paying Agent shall designate any portion of payment of principal on Bonds paid by the
Insurer, whether by virtue of mandatory sinking fund redemption, maturity or other advancement of maturity,
on its books as a reduction in the principal amount of Bonds registered to the then current Bondholder,
whether DTC or its nominee or otherwise, and shall issue a replacement Bond to the Insurer, registered in
the name of Financial Security Assurance Inc., in a principal amount equal to the amount of principal so paid
(without regard to authorized denominations); provided that the Paying Agent's failure to so designate any
payment or issue any replacement Bond shall have no effect on the amount of principal or interest payable
by the Issuer on any Bond or the subrogation rights of the Insurer.
The Paying Agent shall keep a complete and accurate record of all funds deposited by the Insurer into the
Policy Payments Account (defined below) and the allocation of such funds to payment of interest on and
L:\LEGAL \MUNIS\ST A TES\FL\92516_N.doc
EXHIBIT C
Page 3 of 4
principal paid in respect of any Bond. The Insurer shall have the right to inspect such records at reasonable
times upon reasonable notice to the Paying Agent.
Upon payment of a claim under the Insurance Policy the Paying Agent shall establish a separate special
purpose trust account for the benefit of Bondholders referred to herein as the "Policy Payments Account"
and over which the IPaying Agent shall have exclusive control and sole right of withdrawal. The Paying
Agent shall receive any amount paid under the Insurance Policy in trust on behalf of Bondholders and shall
deposit any such amount in the Policy Payments Account and distribute such amount only for purposes of
making the payments for which a claim was made. Such amounts shall be disbursed by the Paying Agent to
Bondholders in the same manner as principal and interest payments are to be made with respect to the
Bonds under the sections hereof regarding payment of Bonds. It !!hall not be necessary for such payments
to be made by checks or wire transfers separate from the check or wire transfer used to pay debt service
with other funds available to make such payments. Notwithstanding anything to the contrary otherwise set
forth in the Resolution, and to the extent permitted by law, in the event amounts paid under the Insurance
Policy are applied to claims for payment of principal of or interest on the Bonds, interest on such principal of
and interest on such Bonds shall accrue and be payable from the date of such payment at the greater of (i)
the per annum rate of interest, publicly announced from time to time by JPMorgan Chase Bank or its
successor at its principal office in the City of New York, as its prime or base lending rate plus 3%, and (ii) the
then applicable rate of interest on the Bonds provided that in no event shall such rate exceed the maximum
rate permissible under applicable usury or similar laws limiting interest rates.
Funds held in the Policy Payments Account shall not be invested by the Paying Agent and may not be
applied to satisfy any costs, expenses or liabilities of the Paying Agent. Any funds remaining in the Policy
Payments Account following a Bond payment date shall promptly be remitted to the Insurer.
(0) The Insurer shall, to the extent it makes any payment of principal of (or, in the case of Capital Appreciation
Bonds, accreted value) or interest on the Bonds, become subrogated to the rights of the recipients of such
payments in accordance with the terms of the Insurance Policy. The obligations to the Insurer shall survive
discharge or termination of the Related Documents.
(p) The Issuer shall payor reimburse the Insurer any and all charges, fees, costs and expenses which the
Insurer may reasonably payor incur in connection with (i) the administration, enforcement, defense or
preservation of any rights or security in any Related Document; (ii) the pursuit of any remedies under the
Resolution or any other Related Document or otherwise afforded by law or equity, (iii) any amendment,
waiver or other action with respect to, or related to, the Resolution or any other Related Document whether
or not executed or completed, (iv) the violation by the Issuer of any law, rule or regulation, or any judgment,
order or decree applicable to it or (v) any litigation or other dispute in connection with the Resolution or any
other Related Document or the transactions contemplated thereby, other than amounts resulting from the
failure of the Insurer to honor its obligations under the Insurance Policy. The Insurer reserves the right to
charge a reasonable fee as a condition to executing any amendment, waiver or consent proposed in respect
of the Resolution or any other Related Document.
(q) The application of funds realized upon default shall be applied to payment of expenses of the Issuer or
rebate only after the payment of debt service due and past due on the Bonds, together with replenishment of
the Debt Service Reserve Fund.
(r) The Insurer shall be entitled to pay principal (or, in the case of Capital Appreciation Bonds, accreted value)
or interest on the Bonds that shall become Due for Payment but shall be unpaid by reason of Nonpayment
by the Issuer (as such terms are defined in the Insurance Policy) and any amounts due on the Bonds as a
result of acceleration of the maturity thereof in accordance with the Resolution, whether or not the Insurer
has received a Notice of Nonpayment (as such terms are defined in the Insurance Policy) or a claim upon
the Insurance Policy.
(s) The notice address of the Insurer is: Financial Security Assurance Inc., 31 West 52"d Street, New York,
New York 10019, Attention: Managing Director - Surveillance, Re: Policy No. _' Telephone: (212)
826-0100; Telecopier: (212) 339-3556. In each case in which notice or other communication refers to an
Event of Default, then a copy of such notice or other communication shall also be sent to the attention of the
General Counsel and shall be marked to indicate "URGENT MATERIAL ENCLOSED."
(t) The Insurer shall be provided with the following information:
L:\LEGAL \MUNIS\ST A TES\FL \92516 _N .doc
1;
..
EXHIBIT C
Page 4 of 4
(i) Annual audited financial statements within 150 days after the end of the Issuer's fiscal
year (together with a certification of the Issuer that it is not aware of any default or
Event of Default under the Resolution), and the Issuer's annual budget within 30 days
after the approval thereof together with such other information, data or reports as the
Insurer shall reasonably request from time to time;
(ii) Notice of any draw upon the Debt Service Reserve Fund within two Business Days
after knowledge thereof other than (i) withdrawals of amounts in excess of the Debt
Service Reserve Requirement and (ii) withdrawals in connection with a refunding of
Bonds;
(iii) Notice of any default known to the Issuer within five Business Days after knowledge
thereof;
(iv) Prior notice of the advance refunding or redemption of any of the Bonds, including the
principal amount, maturities and CUSIP numbers thereof;
(v) Notice of the resignation or removal of the Paying Agent and Bond Registrar and the
appointment of, and acceptance of duties by, any successor thereto;
(vi) Notice of the commencement of any proceeding by or against the Issuer commenced
under the United States Bankruptcy Code or any other applicable bankruptcy,
insolvency, receivership, rehabilitation or similar law (an "Insolvency Proceeding");
(vii) Notice of the making of any claim in connection with any Insolvency Proceeding
seeking the avoidance as a preferential transfer of any payment of principal of, or
interest on, the Bonds;
(viii) A full original transcript of all proceedings relating to the execution of any amendment
or supplement to the Related Documents; and
(ix) All reports, notices and correspondence to be delivered to Bondholders under the
terms of the Related Documents.
(u) Notwithstanding satisfaction of other conditions to the issuance of Additional Bonds contained in the
Resolution, no such issuance may occur (1) should any Event of Default (or any event which, once all notice
or grace periods have passed, would constitute an Event of Default) have occurred and be continuing unless
such default shall be cured upon such issuance and (2) unless the Debt Service Reserve Fund is fully
funded at its requirement (including the new issue) upon the issuance of such Additional Bonds, in either
case unless otherwise permitted by the Insurer.
(v) No contract shall be entered into nor any action taken by which the rights of the Insurer or security for or
sources of payment of the Bonds may be impaired or prejudiced in any material respect except upon
obtaining the prior written consent of the Insurer.
L:\LEGAL \MU N IS\ST A TES\FL \92516_N .doc
PROCEDURES FOR PREMIUM PAYMENT TO
FINANCIAL SECURITY ASSURANCE INC.
Financial Security's issuance of its municipal bond insurance policy at bond closing is
contingent upon payment and receipt ofthe premium. NO POLICY MAY BE RELEASED UNTIL
PAYMENT OF SUCH AMOUNT HAS BEEN CONFIRMED. Set forth below are the procedures
to be followed for confirming the amount of the premium to be paid and for paying such amount:
Confirmation of
Amount to be Paid:
Upon determination of the final debt service
schedule, fax such schedule to Financial Security
Attention: Jim Doyle, Director
Phone No. (212) 339-3462
Fax No. (212) 857-0354
Confirm with the individual in our underwriting department that you are in agreement
with respect to par and premium on the transaction prior to the closing date.
Payment Date:
Date of Delivery of the insured bonds.
Method of Payment:
Wire transfer of Federal Funds.
Wire Transfer Instructions:
Bank:
ABA#:
Acct. Name:
Account No.:
Transaction No.
Policy No.:
The Bank of New York
021 000018
Financial Security Assurance Inc.
8900297263
92516
[To Be Assigned]
CONFIRMATION OF PREMIUM WIRE NUMBER AT CLOSING
Financial Security will accept as confirmation of the premium payment a wire transfer number and the
name of the sending bank, to be communicated on the closing date to Audrey A. Udit, Paralegal, (212)
339-3548.
L:\LEGAL \MUNIS\ST A TES\FL\92516_N.doc
L!I
--
., t~'';'ht