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HomeMy WebLinkAbout1995 09 29 - Utilities System Revenue Bonds Series 1993SEF 29 '95 10:50AN BP.)A1!T MILLER GLIdE F.2.'3 September 29, 1995 Board of County Commissioners of Indian River County, Florida Vero Beach, Florida City Commission of City of Sebastian, Florida Sebastian, Florida KBIA Insurance Corporation Armonk, New York RE: City of Sebastian, Florida Utilities System Revenue Bonds, Series 1993 Ladies and Gentlemen: We have served as bond counsel in connection with the defeasance of the City of Sebastian, Florida Utilities System Revenue Bonds, Series 1993 (the "Defeased Bonds"), which are being def eased in connection with the acquisition by Indian River County, Florida (the 11 county") of the utility system of the City of Sebastian (the 11City") pursuant to an interlocal agreement between the City and County dated as of September 20, 1995 (the "Acquisition Agreement"). Funds to def ease the Def eased Bonds are being deposited and held pursuant to the Escrow Deposit Agreement (the "Escrow Deposit Agreement") dated as of September 29, 1995, by and among the City, the County and The Bank of New York Trust Company of Florida, N.A., as Escrow Holder. we are of the opinion that the holders of the Defeased Bonds have no further pledge of and lien on the Pledged Funds under the resolution authorizing the issuance of such Bonds, other than the right to receive payment from the special fund created for such purpose pursuant to the Escrow Deposit Agreement. In rendering this opinion we have relied on the report prepared by NCGladrey & Pullen, verifying the arithmetical accuracy of certain computations, and have assumed the enforceability of the Escrow LAW OFFICSS BRYANT, MILLER AIQD OLIVE, P.A. 201 South Monroe Street Suite 500 Tallahassee, Florida 32301 1904)222-8011 Barnett plus FAX: (904)224-1544 (004) 224 -eau 5825 Glensidge Drive Suite 12fi5 Building 3 101 Bast Kennedy Boulevard Suite 101 Tampa, Florida 33602 Atlanta, Georgia .70328 (811) 278-9077 (404) 765-8422 FAX! (01$)222-2106 FA1n (404)705-0131 September 29, 1995 Board of County Commissioners of Indian River County, Florida Vero Beach, Florida City Commission of City of Sebastian, Florida Sebastian, Florida KBIA Insurance Corporation Armonk, New York RE: City of Sebastian, Florida Utilities System Revenue Bonds, Series 1993 Ladies and Gentlemen: We have served as bond counsel in connection with the defeasance of the City of Sebastian, Florida Utilities System Revenue Bonds, Series 1993 (the "Defeased Bonds"), which are being def eased in connection with the acquisition by Indian River County, Florida (the 11 county") of the utility system of the City of Sebastian (the 11City") pursuant to an interlocal agreement between the City and County dated as of September 20, 1995 (the "Acquisition Agreement"). Funds to def ease the Def eased Bonds are being deposited and held pursuant to the Escrow Deposit Agreement (the "Escrow Deposit Agreement") dated as of September 29, 1995, by and among the City, the County and The Bank of New York Trust Company of Florida, N.A., as Escrow Holder. we are of the opinion that the holders of the Defeased Bonds have no further pledge of and lien on the Pledged Funds under the resolution authorizing the issuance of such Bonds, other than the right to receive payment from the special fund created for such purpose pursuant to the Escrow Deposit Agreement. In rendering this opinion we have relied on the report prepared by NCGladrey & Pullen, verifying the arithmetical accuracy of certain computations, and have assumed the enforceability of the Escrow SEP 29 '95 10:5141 BPYHIii MILLER )LIVE P. 3,'3 Deposit Agreement. As used herein, the term "Pledged Funds" shall have the meaning set forth in the resolution authorizing the issuance of the Defeased Bonds. Very truly yours, BRYANT, MILLER AND OLIVE, P.A. SEP c9 '95 11:35RM PP.'rRr1T MILLER, OLIVE P. 21'20 ESCROW DEPOSIT AGREEMENT This ESCROW DEPOSIT AGREEMENT, dated as of September 29, 1995, by and among the CITY of SEBASTIAN, FLORIDA, a municipal corporation of the State of Florida (the "City"), INDIAN RIVER COUNTY, FLORIDA, a political subdivision of the State of Florida (the "County") and THE BANK OF NEW YORK TRUST COMPANY OF FLORIDA, N.A., a national banking association organized under the laws of the United States of America, as Escrow Holder (the "Escrow Holder"); W I T N E S S E T H: WHEREAS, the City has previously authorized and issued obligations of the City as hereinafter set forth defined as the "Defeated Bonds", the proceeds of which were used to finance the acquisition and/or construction of certain improvements to the City's combined utility system (the "System"), and WHEREAS, the City now desires to transfer and sell the System to the County pursuant to the provisions of an Interlocal Agreement between the City and the County (the "Acquisition Agreement"); and WHEREAS, pursuant to the Acquisition Agreement, the City and the County have agreed that the purchase price to be paid by the County for the System (the "Acquisition price") will be the amount necessary to provide for the defeasance of the Defeased Bonds; and WHEREAS, the amount of the Aggregate Debt Service (as hereinafter defined) for such Defeased Bonds is set forth on Schedule A; and WHEREAS, the City has agreed to provide for payment of the Aggregate Debt Service of the Defeased Bonds by depositing with the Escrow Holder pursuant to the provisions hereof and of the Acquisition Agreement, cash and Federal Securities provided by the County, the principal of and interest on which will be at least equal to such Aggregate Debt Service; and WHEREAS, the City and the County have determined that the amount to be on deposit from time to time in the Escrow Account, as defined herein, will be sufficient to pay the Aggregate Debt Service; NOW THEREFORE, in consideration of the mutual covenants and agreements herein contained, the City, the County and the Escrow Holder agree as follows: mean: Section 1. Definitions. As used herein, the following terms SEP 29 '95 11:35AI-I WeAN'i MILLER OLIVE P. 3:'20 (a) "Aggregate Debt Service" means, as of any date, the Gum of all present and future Annual Debt Service payments then remaining unpaid with respect to the Defeased Bonds. (b) "Agreement" means this Escrow Deposit Agreement. (c) "Annual Debt Service" means, in any year, the principal of and interest on the Defeased Bonds coming due in such year as shown on Schedule A attached hereto. (d) "Call Date" shall have the meaning set forth in the Redemption Resolution. (e) "City" means the City of Sebastian, Florida. (f) "City Resolution" means Resolution No. 95-55, duly adopted by the governing body of the City on September 20, 1995, as amended and supplemented from time to time, authorizing the Acquisition Agreement and the defeasance of the Defeasance Bonds pursuant thereto. (g) "County" means Indian River County, Florida. (h) "County Resolution" means Resolution No. 95-102, duly adopted by the governing body of the County on September 12, 1995, as amended and supplemented from time to time, authorizing the Acquisition Agreement and the purchase of the System pursuant thereto. (i) "Defeased Bonds" means the City of Sebastian, Florida, Utilities System Revenue Bonds, Series 1993, as described in Schedule A attached hereto. M "Escrow Account" means the account established and held by the Escrow Holder pursuant to this Agreement, in which cash and investments will be held for payment of the Defeased Bonds and the Expenses. (k) "Escrow Holder" means The Bank of New York Trust Company of Florida, N.A. (1) "Escrow Requirement" means, as of any date of calcula- tion, the sum of an amount in cash and principal amount of Federal Securities in the Escrow Account which, together with the interest due on the Federal Securities, will be sufficient to pay, as the installments thereof become due, the Aggregate Debt service and to pay when due all Expenses then unpaid. (m) "Expenses" means the expenses (including contractual obligations incurred with respect to the Defeased Bonds) set forth on Schedule B attached hereto and hereby made a part hereof. 2 SFF 29 '95 11:37RM ER.YA11T MILLER. OLIVE F. 4.29 (n) "Federal Securities" means direct obligations of the United States of. America and obligations the principal of or interest on which are fully guaranteed by the United States of America, none of which permit redemption prior to maturity at the option of the obligor. (o) "Paying Agent" shall mean (1) with respect to the Bonds, The Bank of New York (formerly known as Barnett Batiks Trust Company, N.A.), aacksonville, Florida. Section 2. Deposit of Funds. The City hereby deposits $5,068,152.67 with the Escrow Holder in immediately available funds, to be held in irrevocable escrow by the Escrow Holder and applied solely as provided in this Agreement. The City represents that: (a) Such funds are all derived as follows: (1) $4,131,031.92 from the Acquisition Price provided by the County, (2) $128,741.25 transferred from the sinking funds held for the payment of the Defeased Bonds, (3) $353,847.50 transferred from the reserve fund held for the Defeased Bonds, and (4) $454,532 transferred from the Construction Fund held for the Defeased Bonds and remaining unspent as of the date hereof. (b) Such funds, when applied pursuant to Section 3 below, will at least equal the Escrow Requirement as of the date hereof. Section 3. Use and Investment of FUnds. The Escrow Holder acknowledges receipt of the sum described in Section 2 and agrees: (a) to hold the funds in irrevocable escrow during the term of this Agreement, (b) to deposit the sum of $122.43 from such sum in cash in the Escrow Account, (C) to immediately invest $5,047,430.24 of such funds by the purchase of the Federal Securities set forth on Schedule C attached hereto, (d) to pay to the Escrow Holder its one time upfront fee of $20,600.00, and 3 $EF 29 '95 11:37W BP.YRPIT 11ILLM OLIVE F.5. 220 (e) to deposit in the Escrow Account, as received, the receipts of maturing principal of and interest on the Federal Securities in the Escrow Account. (f) there will be no investment of funds except as set forth in this Section 3 and except as set forth in Section 5. Section 4. Payment of Defeased Bonds and Expenses. (a) Defeased Bonds. On each interest payment date for the Defeased Bonds, the Escrow Holder shall pay to the Paying Agent for the Defeased Bonds, solely from the cash on hand in the Escrow Account, a sum sufficient to pay that portion of the Annual Debt Service for the Defeased Bonds coming due on such date, as shown on Schedule A. (b) .Expenses. On each of the due dates as shown on Schedule B, the Escrow Holder shall, solely from the cash on hand in the Escrow Account, pay the portion of the Expenses coming due on such date to the appropriate payee or payees designated on Schedule B and designated by separate certificate of the City. (c) Surplus. On each interest payment date for the Defeased Bonds, after making the payments from the Escrow Account described in Subsections 4(a) and (b), the Escrow Holder shall, at the written request of the County, pay to the County any remaining cash in the Escrow Account in excess of the Escrow Requirement as designated in such written request, to be used for any lawful purpose of the County. (d) Priority of Payments. The holders of the Defeased Bonds shall have an express first lien on the funds and Federal Securi- ties in the Escrow Account until such funds and Federal Securities are used and applied as provided in this Agreement. If the cash on hand in the Escrow Account is ever insufficient to make the payments required under Subsection 4(a), all of the payments required under Subsection 4(a) shall be made when due before any payments shall be made under Subsections 4(b) or 4(c). Section 5. Reinvestment. (a) Except as provided in Section 3 hereof, and in this Section, the Escrow Holder shall have no power or duty to invest any funds held under this Agreement or to sell, transfer or other- wise dispose of or make substitutions of the Federal Securities held hereunder. (b) At the written direction of the county and upon compliance with the conditions hereinafter stated, the Escrow Holder shall sell, transfer, otherwise dispose of or request the redemption of any of the Federal Securities acquired hereunder and shall either apply the proceeds thereof to the full discharge and 4 SEP 29 '95 11:?RAM BRYRNT MILLER OLIVE P.6/20 satisfaction of the Defeased Bonds or substitute other Federal Securities for such Federal Securities. The County will not direct the Escrow Holder to exercise any of the powers described in the preceding sentence in any manner which would cause any Bonds to be "arbitrage bonds" within the meaning of the Internal Revenue Code of 1986, as amended, and the Regulations thereunder. The trans- actions may be effected only if (i) an independent certified public accountant shall certify that the cash and principal amount of Federal securities remaining on hand after the transactions are completed, together with the interest due thereon, will be not less than the Escrow Requirement, and (ii) the Escrow Holder shall receive an unqualified opinion from a nationally recognized bond counsel or tax counsel to the effect that such transactions will not cause such Bonds to be "arbitrage bonds" within the meaning of the Internal Revenue Code of 1986, as amended, and the regulations thereunder in effect on the date of the transactions and applicable to obligations issued on such date. Section 6.Imo Redemption or Arc e�eration of Maturity. Except as provided in the City Resolution, the City will not accelerate the maturity or due date of the Defeased Bonds. The Escrow Holder agrees to call the Defeased Bonds for redemption in accordance with the provisions of the City Resolution and the resolutions authorizing their issuance, copies of which have been provided to the Escrow Holder. The Escrow Holder agrees to (a) select, by lot, the Defeased Bonds to be called for mandatory redemption in each of the years identified on Schedule A, (b) provide a copy of such notice to the Paying Agent for the Defeased Bonds, and (c) mail a notice of such redemption to all registered owners of obligations to be redeemed at their addresses as they appear on the registration books kept by the Paying Agent for the Defeased Bonds. Section 7. Responsibilities of Escrow Holder. The Escrow Holder and its respective successors, assigns, agents and servants shall not be held to any personal liability whatsoever, in tort, contract, or otherwise, in connection with the execution and delivery of this Agreement, the establishment of the Escrow Account, the acceptance of the funds deposited therein, the purchase of the Federal Securities under the terms hereof, the retention of the Federal Securities or the proceeds thereof or any payment, transfer or other application of money or securities by the Escrow Holder in any non -negligent act, non -negligent omission or non -negligent error of the Escrow Holder made in good faith in the conduct of its duties. The Escrow Holder shall, however, be liable to the City for its negligent or willful acts, omissions or errors which violate or fail to comply with the terms of this Agreement. The duties and obligations of the Escrow Holder shall be determined by the express provisions of this Agreement. The Escrow Holder may consult with counsel, who may or may not be counsel to the City, and in reliance upon the opinion of such 5 SEP 29 '95 11:39Rh1 PRYRMT MILLER OLPdE P. 7/20 counsel shall have full and complete authorization and protection in respect of any action taken, suffered or omitted by it in good faith in accordance therewith. Whenever the Escrow Holder shall deem it necessary or desirable that a matter be proved or established prior to taking, suffering or omitting any action under this Agreement, such matter may be deemed to be conclusively established by a certificate signed by an authorized officer of the City. The Escrow Holder shall be under no duty to make any investigation or inquiry as to any statement contained or matters referred to in such certificate. Section a. Resignation of Escrow Holder. The Escrow Holder may resign and thereby become discharged from the duties and obligations hereby created, by notice in writing given to the City and the County and published once in a daily newspaper of general circulation or a financial journal published in the Borough of Manhattan, City and State of New York, not less than sixty (60) days before such resignation shall take effect. Such resignation shall take effect immediately upon the appointment of a new Escrow Holder hereunder, if such new Escrow Holder shall be appointed before the time limited by such notice and shall then accept the duties and obligations thereof. Section 9. Removals Escrow Holder. (a) The Escrow Holder may be removed at any time by an instrument or concurrent instruments in writing, executed by the holders of not less than fifty-one per centum (51%) in aggregate principal amount of each issue of Defeased Bonds then outstanding, such instruments to be filed with the City and the County, and notice in writing given by such holders to the original purchaser or purchasers of the Defeased Bonds not less than sixty (60) days before such removal is to take effect as stated in such instrument or instruments. A photographic copy of any instrument filed with the City under the provisions of this paragraph shall be delivered by the City to the Escrow Holder and the County. (b) The Escrow Holder may also be removed at any time for any breach of trust or for acting or proceeding in violation of, or for failing to act or proceed .in accordance with, any provisions of this Agreement with respect to the duties and obligations of the Escrow Holder, by the City, by the County or by the holders of not less than twenty-five per centum (25%) in aggregate principal amount of the Defeased Bonds then outstanding. Section 1o. Successor Escrow Holder. (a) Any corporation into which the Escrow Holder, or any successor to it in the trusts created by this Agreement, may be merged or converted or with which it or any successor to it may be consolidated, or any corporation resulting from any merger, conversion, consolidation, reorganization or sale of its corporate 21 SEP 29 '35 11:39A111 BP'r'AtIT 1'1ILLER OLIVE P.8/20 trust business to which the Escrow Holder or any successor to it shall be a party shall, if satisfactory to the City and the County, be the successor Escrow Holder under this Agreement without the execution or filing of any paper or any other act on the part of any of the parties hereto, anything herein to the contrary notwithstanding. (b) If at any time hereafter the Escrow Holder shall resign, be removed, be dissolved or otherwise become incapable of acting, or shall be taken over by any governmental official, agency, department or board, the position of Escrow Holder shall thereupon become. vacant. If the position of Escrow Holder shall become vacant for any of the foregoing reasons or for any other reason, the City, with the consent of the County, shall appoint an Escrow Holder to fill such vacancy within fifteen days of the occurrence Of such vacancy. The City shall publish notice of ally such appointment at least once in a newspaper of general circulation published in the territorial limits of the City and in a daily newspaper of general circulation or a financial journal published in the Borough of Manhattan, City and State of New York, and, before the second publication of such notice shall mail a copy thereof to the registered holders of the Defeased Bonds. (c) At any time within sixty (60) days after such vacancy shall have occurred, the holders of a majority in principal amount of each issue of Defeased Bonds then outstanding, by an instrument or concurrent instruments in writing, executed by all such bondholders and filed with the governing body of the City, may appoint a successor Escrow Holder, which shall supersede any Escrow Holder_ theretofore appointed by the City. Photographic copies of each such instrument shall be delivered promptly by the City, to the predecessor Escrow Holder, to the Escrow Holder so appointed by the bondholders and to the County. (d) If no appointment of a successor Escrow Holder shall be made pursuant to the foregoing provisions of this section, the County, the holder of any Defeased Bonds then outstanding, or any retiring Escrow Holder may apply to any court of competent jurisdiction to appoint a successor Escrow Holder. such court may thereupon, after such notice, if any, as such court may deem proper and prescribe, appoint a successor Escrow Holder. SECTION 11. Payment to Es crow Holder. In consideration of the services rendered by the Escrow Holder under this Agreement, the City agrees to and shall pay to the Escrow Holder the fees as shown on the attached Schedule D and all expenses, charges, attorney fees and other disbursements incurred by it or its attorneys, agents, and employees in and about the performance of its powers and duties as Escrow Holder. The Escrow Holder shall have no lien whatsoever upon any of the Federal securities or the cash in said Escrow Fund for the payment of such proper fees and expenses. The City further agrees to indemnify and save the Escrow 7 SEP 29 '95 11c40AII M''AIIT MILLER OLIVE P.9/20 Holder, its agents and employees harmless, to the extent allowed by law, against any liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs, expenses and disbursements of whatever kind or nature, including, without limitation, reasonable fees and costs, which it may incur in the exercise and performance of its powers and duties hereunder, and which are not due to its negligence or willful misconduct. Indemnification provided under this section shall survive the termination of this Agreement. The Escrow Holder shall not be liable for any loss resulting from any investment made pursuant to the terms and provisions of this Agreement. The Escrow Holder shall not be liable for the accuracy of the calculations as to the sufficiency of moneys and of the principal amount of the Federal Securities and the earnings thereon to pay the Defeased Bonds. So long as the Escrow Holder applies any moneys, the Federal Securities and securities purchased hereunder and the interest earnings therefrom to pay the Defeased Bonds as provided herein, and complies fully with the terms of this Agreement, the Escrow Holder shall not be liable for any deficiencies in the amounts necessary to pay the Defeased Bonds caused by such calculations. Section 12. Tette. This Agreement shall commence upon its execution and delivery and shall terminate when the Defeased Bonds have been paid and discharged in accordance with the proceedings authorizing the Defeased Bonds, and all amounts held by the Escrow Holder hereunder have been applied in accordance herewith. Section 13. Severability. If any one or more of the cove- nants or agreements provided in this Agreement on the part of the City or the Escrow Holder to be performed should be determined by a court of competent jurisdiction to be contrary to law, such covenant or agreements herein contained shall be null and void and shall be severed from the remaining covenants and agreements and shall in no way affect the validity of the remaining provisions of this Agreement. SECTION 14.Amendments ttt�.i�Aoreement. This Agreement is made for the benefit of the City, the County and the holders from time to .time of the Defeased Bonds and it shall not be repealed, revoked, altered or amended in whole or in part without the written consent of all affected holders, the Escrow Holder, the County and the City; provided, however, that the City, the County and the Escrow Holder may, without the consent of, or notice to, such holders, enter into such agreements supplemental to this Agreement as shall not adversely affect the rights of such holders and as shall not be inconsistent with the terms and provisions of this Agreement, for any one or more of the following purposes: (a) to cure any ambiguity or formal defect or omission in this Agreement; SEP 29 '95 11:41AII BP'rFiIJT 14ILLEP OLIVE P. 10:'20 (b) to grant to, or confer upon, the Escrow Holder, for the benefit of the holders of the Bonds and the Defeased Bonds any additional rights, remedies, powers or authority that may lawfully be granted to, or conferred upon, such holders or the Escrow Holder; and (c) to subject to this Agreement additional funds, securities or properties. The Escrow Holder shall, at .its option, be entitled to rely exclusively upon an opinion of nationally recognized attorneys on the subject of municipal bonds acceptable to the City and the County with respect to compliance with this Section, including the extent, if any, to which any change, modification, addition or elimination affects the rights of the holders of the Defeased Bonds or that any instrument executed hereunder complies with the conditions and provisions of this Section. Prior written notice of such amendments, together with proposed copies of such amendments shall be provided to Moody's Investors Service, Inc., Public Finance Rating Desk/Refunded Bonds, 99 Church Street, New York, New York 10007. SECTION 15. Notices. Any notice, authorization, request or demand required or permitted to be given in accordance with the terms of this Agreement shall be in writing and sent by registered or certified mail addressed to: The Bank of New York Trust Company of Florida, N.A. Towermarc Plaza 10161 Centurion Parkway Jacksonville, Florida 32256 Attention: City of Sebastian, Florida 1225 Main Street Sebastian, Florida 32958 Attention: Indian River County, Florida 1840 25th Street Vero Beach, Florida 32960 Attention: Section 16. gp_uILtervarts. This Agreement may be executed in several counterparts, all or any of which shall be regarded for all purposes as duplicate originals and shall constitute and be but one and the same instrument. Section 17. Governing Law. This Agreement shall be construed under the laws of the State of Florida. 0 9EP 29 '95 11:41AM ERYAHT MILLER OLI`•/E P.11 20 Section is. Secur for Accounts and Funds. All accounts and funds maintained or held pursuant to this Agreement shall be continuously secured in the same manner as other deposits of municipal funds are required to be secured by the laws of Florida. Section 19. Notice of Defeasance. The Escrow Holder agrees to provide a copy of the notice of defeasance, in substantially the form attached to the Redemption Resolution as Exhibit A, to Depository Trust Company of New York, New York, and to one or more national information services that disseminate notices of defeasance of obligations such as the Defeased Bonds. 10 sEP 29 195 11:J2R11 BP'YA1IT HILLEP OLI`:E P. 12/27 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized officers and their official seals to be hereunto affixed and attested as of the date first above written. (SZAL). ATTEST, City Cl S-1 CITYOF SEBASTIAN, FIA By! " Mayor 1Plll1HPSEP �2T 99 11 42AII ERrHf1T FALLER i'LI'VY V (cxAv.) 6-2 S5L ZS'95 15:06 NOF.13"26',02 1141DIAN W7.rt COUnTV�FLOP.TDA Ey: r - �11-ha R. nach6� AND LEGAL SUFf1GCNC`(; Charles P. VIIunaC C :unlY Auamey SEP 29 '95 11:4'3RI1 BRYRPIT HILLER OLIVE ATTEST: a- "12 . X Jr,� Title s Trust Admin trAtor S-3 P.14/20 THE HANK OF NEW YORK TRUST COMPANY OF FLORIDA, N.A.; as Escrow Halder By Title; Agaistialit Treamurer Z'd "XHt 'dlJ OJ Ni AN9 WUSS:60 S6. 62 d3S SEP 29 195 11:83RM DR (Al IT HILLER 9LIVE SCHEDULE A TOTAL DEBT SERVICE [Schedules Attached) P. 15'20 oB4EF' 29 '145 11:44Po1 LR'r''RIIT'1�!ILLEP. OLIVE ^ x nouun nru THE CITY OF SEBASTIAN, FLORIDA UTILITIES SYSTEM REVENUE BONDS, SERIES 1993 SCHEDULE OF OUTSTANDING DEBT SERVICE DEST SERVICE SCHEDULE DATE PRINCIPAL COUPON INTEREST PERIOD TOTAL FISCAL TOTAL 10/ 1/95 128,741.25 128,741.25 128,741.25 4/ 1/96 128,741.25 128,741.25 10/ 1/96 50,000.00 3,400000 128,741.25 178,741,25 307,482.50 4/ 1/97 127,891.25 127,891.25 10/ 1/97 75,000.00 3.600000 127,891.75 202,691.25 330,782.50 4/ 1/98 126.541.25 126,541.25 IQ/ 1/98 100,000,00 3.700000 126,541.25 226,541.25 353,082.50 4/ 1/99 124,691.25 124,691,25 10/ 1/99 100,000.00 3.900000 124,691.25 224,691.25 349,382.50 4/ l/ 0 122,741.25 122,741.25 IQ/ 1/ 0 105,000.00 4.000000 122,741.25 227,741.25 350,482.50 4/ 1/ 1 120,641.25 120,641.25 10/ 1/ 1 110,000.1)0 +..200000 120,641.25 230,641.25 391,282.50 6/ 1/ 2 118,331.25 718,331.25 2 115,000.00 4.300000 718,331.25 233,331.25 351,662.50 4/ 1/ 3 115.858.75 115,858.75 10/ 1/ 3 120,000.00 4.450000 115.658.75 235,858.75 351,717.50 4/ 1/ 4 113,188.75 113,188.75 IQ/ 1/ 4 125,000.00 4.600000 113,188.75 238,108.75 351,377.50 4/ 1/ 5 110,313.75 110,313.75 In/ 1/ 5 130,000.00 4.750000 110,513.75 240,313.75 350,627.50 4/ 1/ 6 107,226.25 107,226.25 10/ 1/ 6 135,000.00 4.900000 107,226.25 242,226.25 349,452." 4/ 1/ 7 103,918.75 103,918,75 IQ/ 1/ 7 145,000.00 5.000000 103,918.75 248.918.75 352,837.50 4/ 1/ 8 100,293.75 100,293.75 10/ 1/ 8 150,000.00 5.400000 100,293.75 250,293.75 350,587.50 4/ 1/ 9 96,243.t5 96,243.75 10/ 1/ 9 160,000.00 5.400000 96,243.75 256,243.75 352,487.50 4/ 1/10 91,923.75 91,923.75 10/ 1/10 170,000.00 5.400000 91,923.75 261,923.75 353,647.50 4/ 7/11 87.333.75 87,333.75 10/ 1/11 175,000,00 5.400000 87,333.75 262,333.75 349,667.50 4/ 1/12 82,608.75 82.608.75 10/ 1/12 185,000.00 5.400000 82,608.75 267,608.75 3S0,211.50 4/ 1/13 77,613.75 77,613.75 10/ 1/13 195,000.00 5.400000 77,613.75 272,613-7S 350,227.50 4/ 1/14 72,348.75 72,348.75 10/ 1/14 205,000.00 5.450000 72,348.%5 277,348.75 349,697.50 4/ 1/15 66,762.50 66,762.50 10/ 1/15 220,000.00 5.450000 66,762.50 286,762.50 353,525 -DO 4/ 1/16 40,767.50 60,767.50 19/ 1/16 230,000.00 5.450000 60,767.50 290,767.SO 351,535.00 4/ 1/17 54,500.00 54,500.00 IQ/ 1/17 240,000.00 5.450000 54,50D.00 294,500.00 349,000.00 4/ 1/10 47,960.00 47,960.00 10/ 1/18 255,000.00 5.450000 47,960.00 3021060.00 350,920.00 4/ 1/19 41,011.25 41,011.29 10/ 1/19 270,000.00 5.450000 41,011.25 311,011.25 352,022.50 4/ 1/20 33,653.75 33,653.75 10/ 1/20 285,000.00 5.450000 33,653.75 318,655.75 352,3o7.90 4/ 1/21 25,18730 25,887.50 10/ 1/21 300,000.00 5.450000 25,887.50 325,007.50 351,775.00 4/ 1/22 17,712.50 17,712.50 10/ 1/22 315,000.00 5-450000 17,712.50 332,712.50 350,425.00 4/ 1/23 9.128.75 9,128.75 10/ 7/23 335,000.00 5.450000 9,128.75 3441128.75 353,257,50 .............. ...... I ...... I 5,000,000.00 4,900,411.25 9,900,411,25 ACCRUED 127,310.79 127,310.79 5,000,000.00 4,773,100.46 9,773,100.46 Dated •i/ 1/95 with Delivery of 9/29195 Bard Years 91,755,000 Average Coupon 5.340757 Average Life 18.351000 N I C 3 5.540757 Y Uaing 100,000DOOO T I C % 5.311537 % From Delivery Date P. 16/20 v i SEP 29 195 12: 44AM AP.YR IT MILLER,' OLI`+E P.17%20 SCHEDUM S EXPENSES NONE SEP 29 '95 11:45API EPYAPIT 11ILLEP. OLI'dE SCHEDULE C FEDERAL SECURITIES FOR INVESTMENT (Schedules Attached) P. 19/20 OTSEF c9 '9- "'11:45A1, BR'T'RIIT �1ILLEP, OL I'VE O R ROVGe spy TIIE CITY Of SEBASTIAN, FLORIDA UTILITIES SYSTEM REVENUE BONDS, SERIES 1993 SONEOVLE OF ESCROW REoulaEMENtS FUR 199S SON05 (Erm U/OY ROLL COS7 OF CANDIDAIES FUR ESCROW PORTFOLIO DELIVERY DATE: 9/29/95 .USTOTAL 5,655,000 P.19/'20 ,RJ UU. MATURITY PAR TYPE 0 A T E •---.-_------ ANCUNT ........ r•NOTES ........ 9130/95 891000 t -NOTES 3/31/96 90,000 MOTES 9/30/% 143,000 r -NOTES 3/31/97 97,000 r-NOTRS 9/30/97 176,000 T -NOTES 3/31198 104,000 t•NOTES 9/30/98 207,000 f -NOTES 3!31199 110,000 f -NOTES 9/30199 213,000 T -NOTES 3/31/ 0 118,000 STRIPS 8/1$/ 0 228,000 STRIPS 2/15/ 1 121,000 STRIPS 8/15/ 1 230,000 :TRIPS 2/15/ Z 119,000 STRIPS 0/15/ 2 233,000 STRIPS 21151 3 116,000 STRIPS 8/15/ 3 236,000 ;TRIPS 2/15/ 4 1131000 STRIPS 8/15/ 4 738,000 STRIPS 2/15/ 5 110,000 .TRIPS 8/15/ v 241,000 'TRIPS 2/15/ 6 107,000 STRIPS 8/151 6 242,000 STRIPS 2115/ 7 104,000 STRIPS 8/15/ 7 249,000 ;TRIPS 2/15/ 6 100,000 STRIPS 8/15/ 8 251,000 .TRIPS 2/15/ 9 96,000 STRIPS 6/15/ 9 256,000 STRIPS 2/15/10 92,000 STRIPS 8/15/10 262,000 ZEFCORP 1D/15/10 4,564,000 .USTOTAL 5,655,000 P.19/'20 ,RJ UU. .......... SUMMARY INFORMATION --•-•--___. TOCrow Cost ............................... Beginning Cash 122.43 Cost of Seturitfes 5,047,430.24 Total Cost of Escrow 5,047.552.67 5serow Candidates ......................... Weighted Bond Years 46.664.717 Weighted Avarug9 ON 9.310506 Yield 6.7138474549 X Adjusted Yield 5.4899512150 Y 4icrn-Muni Ref M Date: 09-27-1995 M 13:15:44 5,007,160.89 t0,269.35 5,047,430.24 ti!*names SESAST Rey: 93ESCROW ACCRUED TOTAL COUPON YIELD PRICE COST INTEREST_._ ---- --- COS;..-_., .................. 3.875000 5.000000 ...._------ ---------------- 99.996000 88,996.44 1,714.95 3.868-44 90,711.39 94,408.94 7.750000 5.611000 101.045000 90.940.50 4.500000 5.746000 100.724000 144,035.32 4,622.10 148,657.42 6.875000 5.812000 101.508000 98,462.76 3,316.75 101,778.91 5.800000 5.895000 99.263000 174,702.88 4,813.55 179,516.43 5.125000 5.970000 98.062000 101,904.48 2,650.44 104,634.9Z 4.750000 6.000000 96.011000 199,984.77 6.089.39 204,874.16 112,647.09 5.875000 6.040000 99-485000 109,433.50 3,213.59 71125000 6.104000 103-577000 ZZ0,619.01 7,546.66 228,165.67 6.875000 6.120000 102.932000 121,459.76 4,034-08 125,493.84 0-000000 6.160000 74.383000 169,593.24 0.00 169,593.24 0.000000 6.180000 72-085000 87.222.85 0.00 87,222.85 0.000000 6,230000 69-726000 160,349.80 0.00 160.369.80 0.000000 6.220090 67.661000 80,516.59 0.00 D0,516.S9 0.000000 6.260000 65.446000 152,489.18 0.00 152,489.18 0.000000 6.316000 63.233000 73,350.28 0.00 73,350.28 0.000000 6.360000 61.065000 144,113.40 0.00 144,113.40 0.000000 6.400000 58.991000 66,659.83 0.00 66,659.83 0.000000 6.440000 56.966000 135,579.08 0.00 0.00 135,579.08 60,686.80 0.000m 0.000000 6.480000 6.500000 54.908000 53.161000 601486.80 128,118.01 0.00 128,118.01 O.000OOD 6,540000 51.281000 54,870.67 0.00 54,870.67 0.000000 6.560000 49.553000 119,918.26 0.00 119,918.26 0.000000 6.600000 47.768000 49,678.72 0.00 49,678.72 0.000UOU 6.630000 45.081000 114.746.67 0.00 114,746.61 0.000000 6.660000 44-444000 44,444.00 0.00 44,444.00 0.000000 6.680000 42.905000 107,691.55 0.00 107,691.55 0.000000 6.730000 41.250000 39,600.00 0.00 39,600.00 0.000000 6.750000 39.800000 101,888.00 0.00 101,888.00 O,OOD000 6.760000 30.447000 35,371.24 0.00 35,371.24 0.000000 6.800000 36.977000 96,879.74 0-00 96,879-74 0.000000 6.950000 35.779000 1,632,953.56 0.00 1,632,9S3.56 .......... SUMMARY INFORMATION --•-•--___. TOCrow Cost ............................... Beginning Cash 122.43 Cost of Seturitfes 5,047,430.24 Total Cost of Escrow 5,047.552.67 5serow Candidates ......................... Weighted Bond Years 46.664.717 Weighted Avarug9 ON 9.310506 Yield 6.7138474549 X Adjusted Yield 5.4899512150 Y 4icrn-Muni Ref M Date: 09-27-1995 M 13:15:44 5,007,160.89 t0,269.35 5,047,430.24 ti!*names SESAST Rey: 93ESCROW SEP 29 195 11:46AM HPYA[IT 11ILLEP iLI'VE P. 20/20 SCHEDULE D EV.9-S OF ESCROW HOLDER The Escrow 11clder shall be entitled to a one time upfront fee of $20,600 (for the 30 years of the escrow), payable upon the funding of the escrow.