$6.525 MILLION OF DEBT AFFECTED. THE RATINGS ARE SUPPORTED BY THE LETTER OF CREDIT PROVIDED BY JPMORGAN CHASE BANK, NATIONAL ASSOCIATION
Miami-Dade (County of) FL
Expected Sale Date
Letter of Credit - Direct Pay
NEW YORK, Jun 14, 2011 -- Moody's Investors Service has assigned a rating of Aa1/VMIG 1 to the
Sunshine State Governmental Financing Commission Multimodal Revenue Bonds
Series 2011D (Miami-Dade County Program) ("Bonds"). The proceeds of the sale of
the Bonds will be loaned to Miami-Dade County, Florida to provide funds to repay
the County's loan remaining under the Issuer's Series 1986 variable rate demand
SUMMARY RATING RATIONALE
The rating on the Bonds is based upon the letter of credit ("LOC") provided by
JPMorgan Chase Bank, National Association ("Bank"); the structural and legal
protections of the transaction, which ensure timely debt service and purchase
price payments to bondholders; and Moody's evaluation of the credit quality of
the bank issuing the LOC.
Moody's currently rates JPMorgan Chase Bank, National Association's long term
and short term other senior obligations ("OSO") Aa1 and P-1 respectively.
Interest Rate Modes and Payment
The Bonds will initially bear interest in a weekly rate mode and will pay
interest on the first business day of each month. The interest rate on the Bonds
is subject to conversion, in whole or part, to either a daily rate, index-based
rate, bond interest term rate, long-term rate or bank-loan rate mode, and the
Bonds will be subject to mandatory tender on the date of any such conversion.
Moody's rating covers Bonds while they are in the weekly and daily rate modes.
Bonds in the daily rate mode will also pay interest on the first business day of
Flow of Funds
The trustee is instructed to draw on the LOC in accordance with its terms so as
to receive funds by 2:00 p.m. (Eastern time) on each payment date. The trustee
is also instructed to draw under the LOC, in accordance with its terms, by 12:00
p.m. (Eastern time), on each purchase date to the extent remarketing proceeds
are not available.
Bonds which are purchased by the LOC bank due to a failed remarketing are held
by the trustee and will not be released until the trustee has received written
confirmation from the LOC bank stating that the LOC has been reinstated in the
amount of the purchase price drawn for such Bonds.
The trust indenture does not allow for the issuance of additional Series 2011D
Bonds. Additional bonds of a separate series may be issued pursuant to a
Letter of Credit
The LOC is sized for full principal plus 35 days' interest at the maximum rate
of 12% on the Bonds, and will provide sufficient coverage for the Bonds while
they are in the daily and weekly rate modes.
Draws on the Letter of Credit
Conforming draws under the LOC for the payment of principal and
interest received by the Bank by 3:00 p.m. (Eastern time) on a business day,
will be honored by 11:00 a.m. (Eastern time) time on the next succeeding
business day. Conforming draws under the LOC for the payment of purchase price
received by the Bank by 12:30 p.m. (Eastern time) on a business day, will be
honored by 2:30 p.m. (Eastern time) on the same business day.
Reinstatement of Interest
Draws for interest on the LOC will be automatically reinstated immediately upon
payment by the Bank of any interest drawing.
Reimbursement Agreement Defaults
In the event of a default under the reimbursement agreement, the LOC bank may
send notice to the trustee stating that an event of default under the
Reimbursement Agreement has occurred and is continuing, that the LOC will
terminate 15 days after receipt of such notice by the trustee, and directing the
trustee to either cause a mandatory tender of the Bonds or accelerate the Bonds.
Upon receipt of notice with direction to cause a mandatory tender the trustee
shall arrange for mandatory tender on the fifth business day prior to the
termination of the LOC. Upon receipt of notice with direction to accelerate the
Bonds the trustee shall declare the Bonds immediately due and payable. Upon
such acceleration the trustee shall immediately draw on the letter of
credit. Interest shall accrue to the date of payment of such acceleration
provided such payment date shall be prior to the termination of the LOC.
Expiration/Termination of the Letter of Credit
The LOC expires on the earliest to occur of: (i) the stated expiration date,
currently December 30, 2013; (ii) the earlier of (A) the date which is 15 days
following the date on which the interest rate on all the Bonds converts to a
rate mode other than the daily or weekly rate; or (B) the date on which the Bank
honors a drawing under the letter of credit upon such interest rate conversion;
(iii) the date which is 15 days following the Bank's receipt of notice from the
trustee stating that (a) no Bonds remain outstanding; (b) all drawings under the
letter of credit have been made and honored; or (c) an alternate letter of
credit has been issued to replace the LOC in accordance with the terms of the
Indenture; (iv) the date on which an acceleration drawing is honored by the
Bank; or (v) on the 15th day following the trustee's receipt of notice from the
Bank that an event of default under the Reimbursement Agreement has occurred
with direction to either cause a mandatory tender of the Bonds or accelerate the
Substitution of the Letters of Credit
Substitution of the LOC is permitted and requires a mandatory tender of the
Bonds on the substitution date. The trustee shall draw on the existing LOC in
connection with such mandatory tender and the LOC shall terminate 15 days
following such substitution.
While in the weekly rate mode bondholders may optionally tender their Bonds to
the trustee and the remarketing agent on any business day with seven days prior
notice. While in the daily rate mode bondholders may optionally tender their
Bonds to the trustee and the remarketing agent on any business day with notice
by 11:00 a.m. (Eastern time) on such business day. Bonds so tendered will be
purchased from their owners at a price of par plus interest accrued to the
The Bonds are subject to mandatory tender on: (i) on the fifth business day
prior to the stated expiration date of the LOC; (ii) on the effective date of
any substitute LOC; (iii) on the fifth business day prior to any termination of
the LOC; (iv) the date on which the interest rate on the Bonds is converted to
another interest rate mode; (v) on the last day of each bond interest term rate
period; or (vi) on the fifth business day prior to the termination of the LOC
following the trustee's receipt of either (a) notice from the Bank of an
event of default under the Reimbursement Agreement with direction to cause
a mandatory tender; or (b) notice from a letter of credit bank that the interest
component of the letter of credit will not be reinstated.
WHAT COULD CHANGE THE RATING-UP
Long-Term: the long-term rating of the Bonds could be upgraded if the long-term
OSO rating of JPMorgan Chase Bank, National Association was upgraded.
Short-Term: not applicable
WHAT COULD CHANGE THE RATING-DOWN
Long-Term: the long-term rating of the Bonds could be downgraded if the
long-term OSO rating of JPMorgan Chase Bank, National Association was
Short-Term: the short-term rating of the Bonds could be downgraded if the
short-term OSO rating of the JPMorgan Chase Bank, National Association was
Underwriter: - JPMorgan Securities, LLC
Trustee: Deutsche Bank Trust Company Americas
Remarketing Agent: - JPMorgan Securities, LLC
PRINCIPAL METHODOLOGY USED
The principal methodology used in rating this issue was Moody's
Rating Methodology for Rating U.S. Public Finance Transactions Based on the
Credit Substitution Approach published in August 2009.
Information sources used to prepare the credit rating are the following: parties
involved in the ratings and public information.
Moody's Investors Service considers the quality of information available on the
issuer or obligation satisfactory for the purposes of assigning a credit rating.
Moody's adopts all necessary measures so that the information it uses in assigning a credit rating is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process.
Please see ratings tab on the issuer/entity page on Moodys.com for the last rating action and the rating history.
The date on which some Credit Ratings were first released goes back to a time before Moody's Investors Service's Credit Ratings were fully digitized and accurate data may not be available. Consequently, Moody's Investors Service provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on our website www.moodys.com for further information.
Please see the Credit Policy page on Moodys.com for the methodologies used in determining ratings, further information on the meaning of each rating category and the definition of default and recovery.
Michael J. Loughlin
Public Finance Group
Moody's Investors Service
Senior Credit Officer
Public Finance Group
Moody's Investors Service
Journalists: (212) 553-0376
Research Clients: (212) 553-1653
MOODY'S ASSIGNS Aa1/VMIG 1 LETTER OF CREDIT BACKED RATING TO SUNSHINE STATE GOVERNMENTAL FINANCING COMMISSION MULTIMODAL REVENUE BONDS 2011D (MIAMI-DADE COUNTY PROGRAM)
Moody's Investors Service
250 Greenwich Street
New York, NY 10007