ARP EXECUTIVE COMMITTEE MEETING AGENDA PACKAGE

Transcription

1 ARP EXECUTIVE COMMITTEE MEETING AGENDA PACKAGE July 18, :30 a.m. Committee Members Howard McKinnon, Havana - Chairman Lynne Tejeda, Key West Vice Chairwoman Jody Young, Bushnell Lynne Mila, Clewiston Fred Hilliard, Fort Meade Paul Jakubczak, Fort Pierce Robert Page, Green Cove Springs Allen Putnam, Jacksonville Beach Larry Mattern, Kissimmee Glenn Spurlock, Leesburg Bill Conrad, Newberry Mike Poucher, Ocala Robert Milner, Starke Meeting Location The Breakers One South County Road Palm Beach, FL (888) Page 1 of 117

2 TO: FROM: DATE: July 10, 2018 RE: PLACE: FMPA Executive Committee Jacob A. Williams, General Manager and CEO FMPA Executive Committee Meeting Wednesday, July 18, 2018 at 8:30am (or immediately following the Board of Directors meeting) The Breakers Mediterranean Ballroom One South County Road Palm Beach, FL (There will be no webcast or teleconference available for this meeting) Chairman Howard McKinnon, Presiding AGENDA 1. Call to Order, Roll Call, Declaration of Quorum Set Agenda (by vote) Recognition of Guests Public Comments (Individual public comments limited to 3 minutes) Comments from the Chairman (Howard McKinnon) Report from the General Manager (Jacob Williams) Consent Agenda a. Approval of Meeting Minutes Meeting Held June 14, 2018; ARP Telephonic Rate Workshop Minutes Workshop Held June 7, b. Approval of Treasury Reports As of May 31, c. Approval of the Agency and All-Requirements Project Financials as of May 31, d. Acceptance of Fuel Portfolio Position Report for May 2018 (Rich Popp) Page 2 of 117

3 FMPA Executive Committee Meeting July 10, 2018 Page 2 8. Action Items a. Election of Executive Committee Officers (Jody Finklea) Information Items a. Pricing Update on the 2018A Bonds (Linda S. Howard) b. Update on the Arbitrage RFP * (Linda S. Howard) c. ARP Load Forecast (Chris Gowder) Other Information a. FYI Invoice Summary Report from Spiegel and McDiarmid Member Comments Adjournment *Also on the Board of Directors meeting agenda. This public meeting is being held in Palm Beach, Florida at the above-referenced location. If anyone chooses to appeal any decision that may be made at this public meeting, such person will need a record of the proceedings and should accordingly ensure that a verbatim record of the proceedings is made, which includes the oral statements and evidence upon which such appeal is based. This public meeting may be continued to a date and time certain, which will be announced at the meeting. Any person requiring a special accommodation to participate in this public meeting because of a disability, should contact FMPA at (407) or 1-(888) , at least two (2) business days in advance to make appropriate arrangements. Page 3 of 117

4 AGENDA ITEM 1 CALL TO ORDER, ROLL CALL, DECLARATION OF QUORUM Executive Committee July 18, 2018 Page 4 of 117

5 AGENDA ITEM 2 SET AGENDA (By Vote) Executive Committee July 18, 2018 Page 5 of 117

6 AGENDA ITEM 3 RECOGNITION OF GUESTS Executive Committee July 18, 2018 Page 6 of 117

7 AGENDA ITEM 4 PUBLIC COMMENTS (INDIVIDUAL COMMENTS TO BE LIMITED TO 3 MINUTES) Executive Committee Meeting July 18, 2018 Page 7 of 117

8 VERBAL REPORT VERBAL REPORT AGENDA ITEM 5 COMMENTS FROM THE CHAIRMAN Executive Committee July 18, 2018 Page 8 of 117

9 VERBAL REPORT VERBAL REPORT AGENDA ITEM 6 REPORT FROM THE GENERAL MANAGER Executive Committee July 18, 2018 Page 9 of 117

10 AGENDA ITEM 7 CONSENT AGENDA a) Approval of Meeting Minutes Meeting Held June 14, 2018; ARP Telephonic Rate Workshop Minutes Workshop Held June 7, 2018 Executive Committee July 18, 2018 Page 10 of 117

11 CLERKS DULY NOTIFIED....June 5, 2018 AGENDA PACKAGES AVAILABLE TO MEMBERS... June 5, 2018 MINUTES EXECUTIVE COMMITTEE THURSDAY, JUNE 14, 2018 FLORIDA MUNICIPAL POWER AGENCY 8553 COMMODITY CIRCLE ORLANDO, FL PARTICIPANTS PRESENT Clewiston - Lynne Mila (via telephone) Fort Meade - Fred Hilliard (via telephone) Fort Pierce - Paul Jakubczak Green Cove Springs - Robert Page (via telephone) Havana - Howard McKinnon Jacksonville Beach - Allen Putnam (via telephone) Key West - Lynne Tejeda (via telephone) Kissimmee - Larry Mattern Leesburg - Glenn Spurlock Newberry - Bill Conrad Ocala - Mike Poucher (via telephone) PARTICIPANTS PRESENT Bushnell - Jody Young Starke - Robert Milner OTHERS PRESENT George Forbes, Jacksonville Beach Jim Williams, Leesburg Grant Lacerte, Kissimmee (via telephone) Rob Taylor, GDS Associates Scott Feuerborn, Burns and McDonald Rick Zinser, Burns and McDonald John Tompeck, Fort Pierce Laura Moss, Vero Beach Craig Dunlap, Dunlap & Associates, Inc. Elizabeth Columbo, Nixon Peabody (via telephone) STAFF PRESENT Jacob Williams, General Manager and CEO Jody Finklea, General Counsel and CLO Dan O Hagan, Associate General Counsel Frank Gaffney, Chief Operating Officer Mark McCain, Assistant General Manager, Public Relations & Page 11 of 117

12 Executive Committee Meeting Minutes June 14, 2018 Page 2 of 6 Member Relations Carol Chinn, Chief Information and Compliance Officer Michelle Pisarri, Executive Assistant to the Chief Operating Officer Sue Utley, Executive Assistant to the CEO/Asst. Secy. to the BOD Rich Popp, Interim Assistant CFO Jason Wolfe, Accounting and Financial Planning Director Liyuan Woerner, Contracts and Audit Manager Mike McCleary, Manager of Member Services Development Sharon Adams, Human Resources Director Chris Gowder, Business Development Manager Susan Schumann, External Affairs Administrator Denise Fuentes, Accountant II Steven Ruppel, Accounting Manager Luis Cruz, IT Manager Linda Howard, Treasurer ITEM 1 - CALL TO ORDER, ROLL CALL, AND DECLARATION OF QUORUM: Chairman Howard McKinnon, Havana, called the FMPA Executive Committee meeting to order at 10:47 a.m. on Thursday, June 14, 2018, in the Frederick M. Bryant Boardroom, Florida Municipal Power Agency, 8553 Commodity Circle, Orlando, Florida. The roll was taken and a quorum was declared with 11 members present out of a possible 13. ITEM 2 SET AGENDA (BY VOTE): MOTION: Mr. Conrad, Newberry, moved to set the agenda as presented. Mr. Putnam, Jacksonville Beach, seconded the motion. Motion carried ITEM 3 RECOGNITION OF GUESTS: None. ITEM 4 PUBLIC COMMENTS: None. ITEM 5 COMMENTS FROM THE CHAIRMAN: Chairman McKinnon expressed his appreciation for Dan O Hagan s sunshine in a meeting slide presentation. Page 12 of 117

13 Executive Committee Meeting Minutes June 14, 2018 Page 3 of 6 ITEM 6 REPORT FROM GENERAL MANAGER: None. ITEM 7 CONSENT AGENDA: Item 7a Approval of Meeting Minutes Held May 17, 2018; ARP Telephonic Rate Workshop Minutes Workshop Held May 9, 2018 Item 7b - Approval of Treasury Reports - As of April 30, 2018 Item 7c Approval of the Agency and All-Requirements Project Financials as of April 30, 2018 Item 7d Acceptance of Fuel Position Portfolio Report - April 2018 Item 7e Review and Approval of FRCC TOP Responsibilities MOTION: Mr. Mattern, Kissimmee, moved approval of the consent agenda as presented. Mr. Conrad, Newberry, seconded the motion. Motion carried The meeting was recessed due to teleconference technical difficulties at 11:09am. The meeting was reconvened at 11:40am. Ocala left the meeting at 11:45am, bringing the quorum present to 10 members. ITEM 8 ACTION ITEMS: Item 8a Approval of Resolution 2018 EC3- Approval of Agency General and All- Requirements Project Budgets for Fiscal Year 2019 MOTION: Mr. Conrad, Newberry, moved approval of Resolution 2018 EC3. Mr. Mattern, Kissimmee, seconded the motion. The resolution was read by title. RESOLUTION OF THE EXECUTIVE COMMITTEE OF THE FLORIDA MUNICIPAL POWER AGENCY: (I) ESTABLISHING, APPROVING, AND ADOPTING THE ANNUAL FLORIDA MUNICIPAL POWER AGENCY GENERAL BUDGET, IN THE AMOUNT OF FIFTEEN MILLION SIXTY-EIGHT THOUSAND FIVE HUNDRED EIGHT DOLLARS ($15,068,508), AND THE ALL-REQUIREMENTS POWER SUPPLY PROJECT BUDGET, IN THE AMOUNT OF FIVE HUNDRED FIFTY-NINE MILLION SIX HUNDRED NINETY-ONE THOUSAND DOLLARS ($559,691,000), FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2018, AND ENDING SEPTEMBER 30, Page 13 of 117

14 Executive Committee Meeting Minutes June 14, 2018 Page 4 of , AND THE CORRESPONDING BUDGET DOCUMENTS; (II) DEFINING BUDGET AMENDMENTS; (III) ESTABLISHING LEVELS OF APPROVAL REQUIRED FOR BUDGET AMENDMENTS; (IV) PROVIDING FOR ACCOUNT ADJUSTMENTS; (V) PROVIDING FOR LAPSE OF UNEXPENDED FUNDS; (VI) APPROVING STAFFING LEVELS; (VII) PROVIDING FOR INTERIM FUNDING AND REIMBURSEMENT FROM DEBT FINANCING OF CAPITAL IMPROVEMENTS AND PROVIDING FOR THE RELATED DELEGATION TO AUTHORIZED OFFICERS; (VIII) MAKING A DETERMINATION OF A PUBLIC PURPOSE FOR BUDGETED EXPENDITURES; (IX) PROVIDING FOR A CAP ON FINANCIAL ADVISOR FEES; (X) PROVIDING FOR SEVERABILITY; AND (XI) PROVIDING AN EFFECTIVE DATE. Roll call vote was taken. Motion carried 9-0. Clewiston was not present for the vote. Item 8b Approval of Resolution 2018 EC4 - Approval of the ARP 2018A Refunding Bond Resolution MOTION: Mr. Mattern, Kissimmee, moved approval of Resolution 2018 EC4. Mr. Conrad, Newberry, seconded the motion. The resolution was read by title. A RESOLUTION OF THE EXECUTIVE COMMITTEE OF FLORIDA MUNICIPAL POWER AGENCY (I) RECITING STATEMENT OF AUTHORITY; (II) APPROVING AND ADOPTING THE SERIES 2018A SUPPLEMENTAL ALL-REQUIREMENTS POWER SUPPLY PROJECT REVENUE BOND RESOLUTION (FIXED RATE BONDS) WHICH AUTHORIZES THE ISSUANCE OF FLORIDA MUNICIPAL POWER AGENCY ALL-REQUIREMENTS POWER SUPPLY PROJECT REFUNDING REVENUE BONDS, SERIES 2018A TO BE SOLD ON OR BEFORE DECEMBER 31, 2018 IN A PRINCIPAL AMOUNT SUFFICIENT TO PRODUCE NOT TO EXCEED SIXTY-FIVE MILLION DOLLARS ($65,000,000) IN NET PROCEEDS FOR THE PURPOSE OF REFUNDING ALL OR A PORTION OF FMPA S ALL-REQUIREMENTS POWER SUPPLY PROJECT REVENUE BONDS, SERIES 2008A AND DELEGATES TO AUTHORIZED SIGNATORIES AND AUTHORIZED OFFICERS CERTAIN MATTERS RELATING TO THE ISSUANCE OF SUCH SERIES 2018A BONDS INCLUDING (1) WHEN TO ISSUE SUCH SERIES 2018A BONDS, (2) DETERMINATION OF THE PRINCIPAL AMOUNTS, MATURITIES, INTEREST RATES, SINKING FUND INSTALLMENTS AND OTHER REDEMPTION PROVISIONS OF THE SERIES 2018A BONDS, (3) APPROVAL OF THE SALE AND PURCHASE PRICE FOR THE SERIES 2018A BONDS, (4) DETERMINATION OF AMOUNT, IF ANY, OF THE DEBT SERVICE RESERVE REQUIREMENT FOR THE SERIES 2018A BONDS, AND (5) DETERMINING THE Page 14 of 117

15 Executive Committee Meeting Minutes June 14, 2018 Page 5 of 6 ADVISABILITY OF SECURING BOND INSURANCE FOR SUCH SERIES 2018A BONDS; (III) MAKING CERTAIN FINDINGS AS TO THE REASONS REQUIRING THE NEGOTIATED SALE OF THE SERIES 2018A BONDS; (IV) ACKNOWLEDGING REQUIREMENT TO OBTAIN DISCLOSURE STATEMENT FROM THE UNDERWRITERS AND APPROVING THE FORM DISCLOSURE STATEMENT; (V) AUTHORIZING AND APPROVING THE NEGOTIATED SALE OF THE FLORIDA MUNICIPAL POWER AGENCY ALL-REQUIREMENTS POWER SUPPLY PROJECT REFUNDING REVENUE BONDS, SERIES 2018A TO MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED AND RAMIREZ & CO., INC. AND THE EXECUTION OF THE BOND PURCHASE CONTRACT BETWEEN FMPA AND SAID UNDERWRITERS (VI) APPROVING THE PREPARATION, EXECUTION, DELIVERY AND USE OF A PRELIMINARY AND A FINAL OFFICIAL STATEMENT, THE DEEMING FINAL OF THE PRELIMINARY OFFICIAL STATEMENT AND THE EXECUTION, DELIVERY AND PERFORMANCE OF A CONTINUING DISCLOSURE AGREEMENT AND ESCROW DEPOSIT AGREEMENT; (VII) DESIGNATING AUTHORIZED OFFICERS AND APPROVING AND RATIFYING PREVIOUS ACTIONS; (VIII) PROVIDING FOR THE TAKING OF CERTAIN OTHER ACTIONS; (IX) PROVIDING FOR SEVERABILITY; AND (X) PROVIDING FOR AN EFFECTIVE DATE. Roll call vote was taken. Motion carried 9-0. Clewiston was not present for the vote. Item 8c Approval of Proposed ARP Cost Spread Reduction Program MOTION: Mr. Conrad, Newberry, moved approval the proposed Cost Spread Reduction Program to be effective for the two-year period beginning October 1, Mr. Mattern, Kissimmee, seconded the motion. Roll call vote was taken. Motion carried 7-2. Jacksonville Beach and Leesburg voted nay. Clewiston was not present for the vote. ITEM 9 INFORMATION ITEMS: None. ITEM 11 MEMBER COMMENTS: None. ITEM 12 ADJOURNMENT: Page 15 of 117

16 Executive Committee Meeting Minutes June 14, 2018 Page 6 of 6 There being no further business, the meeting was adjourned at 12:11 p.m. Howard McKinnon Chairperson, Executive Committee Sue Utley Assistant Secretary Approved: Seal Page 16 of 117

17 PUBLIC NOTICE SENT TO CLERKS... May 25, 2018 AGENDA PACKAGES SENT TO MEMBERS...June 6, 2018 MINUTES EXECUTIVE COMMITTEE ALL-REQUIREMENTS POWER SUPPLY PROJECT TELEPHONIC RATE WORKSHOP THURSDAY, JUNE 7, 2018 FLORIDA MUNICIPAL POWER AGENCY 8553 COMMODITY CIRCLE ORLANDO, FLORIDA COMMITTEE MEMBERS PRESENT COMMITTEE MEMBERS ABSENT Bushnell - Jody Young (via telephone) Clewiston - Lynne Mila (via telephone) Fort Pierce - Paul Jakubczak (via telephone) Green Cove Springs - Robert Page (via telephone) Havana - Howard McKinnon (via telephone) Kissimmee - Larry Mattern (via telephone) Newberry - Bill Conrad (via telephone) Ocala - Mike Poucher (via telephone) Starke - Robert Milner (via telephone) Fort Meade - Fred Hilliard Jacksonville Beach - Allen Putnam Key West - Lynne Tejeda Leesburg - Glenn Spurlock STAFF PRESENT Jacob Williams, General Manager and CEO (via telephone) Michelle Pisarri, Executive Assistant to COO Jody Lamar Finklea, General Counsel and CLO (via telephone) Frank Gaffney, Chief Operating Officer Sue Utley, Executive Assistant to CEO/Asst. Scry to BOD Joe McKinney, Systems Operation Manager Jason Wolfe, Financial Planning and Analysis Manager Rich Popp, Interim Assistant CFO Jim Arntz, Senior Financial Analyst Page 17 of 117

18 EC ARP Rate Telephonic Workshop Minutes June 7, 2018 Page 2 of 2 Item 1 Call to Order FMPA Executive Committee Chairman Howard McKinnon, Havana, called the Executive Committee All-Requirements Telephonic Rate Workshop to order at 2:00 p.m. on Thursday, June 7, 2018, via telephone. A speaker telephone for public attendance and participation was located in the 1 st Floor Conference Room at Florida Municipal Power Agency, 8553 Commodity Circle, Orlando, Florida. Item 2 Information Items Mr. Wolfe gave a verbal update on the natural gas markets; provided an overview of the May loads; provided a verbal report on Florida Municipal Power Pool Operations for May; and reviewed the April ARP rate calculation. Item 3 Member Comments None. There being no further business, the meeting was adjourned at 2:08 p.m. Approved JW/mlp Page 18 of 117

19 AGENDA ITEM 7 CONSENT AGENDA b) Approval of Treasury Reports - As of May 31, 2018 Executive Committee July 18, 2018 Page 19 of 117

20 AGENDA PACKAGE MEMORANDUM TO: FMPA Executive Committee FROM: Gloria Reyes DATE: July 10, 2018 ITEM: EC 7(b) Approval of the All-Requirements Project Treasury Reports as of May 31, 2018 Strategic Relevance FMPA s Relevant Strategic Goals 1. Be the lowest cost, sustainable wholesale power provider in Florida 2. Foster a positive communication culture Policy Decisions/Implications To report operation and effectiveness of asset management To report on the current opportunities and risk environment affecting FMPA Introduction Debt Discussion This report is a quick update on the Treasury Department s functions. The Treasury Department reports for May are posted in the member portal section of FMPA s website. The All-Requirements Project has fixed, variable, and synthetically fixed rate debt. The variable rate bonds and lines of credit portion is 1.49%. The fixed and synthetic fixed rate percentages of total debt are 83.26% and 15.25%, respectively. The estimated debt interest funding for fiscal year 2018 as of May 31, 2018 is $43,560, The total amount of debt outstanding is $980,838, Although still on deposit, the line of credit draw amount of $5,000,000 is included in the total amount of debt outstanding. Page 20 of 117

21 EC 8(b) Approval of the All-Requirements Project Treasury Reports as of May 31, 2018 July 10, 2018 Page 2 Hedging Discussion The Project has 8 interest rate swap contracts. As of May 31, 2018, the cumulative market value of the interest rate swaps in the All-Requirements Project was (17,447,302). The Swap Valuation Report is a snap shot of the mark-to-market values at the end of the day on May 31, The report for May is posted in the Member Portal section of FMPA s website. Investment Discussion The investments in the Project are comprised of debt from the governmentsponsored enterprises such as the Federal Farm Credit Bank, Federal Home Loan Bank, Federal Home Loan Mortgage Corporation (Freddie Mac), and Federal National Mortgage Association (Fannie Mae), as well as investments in U.S. Treasuries, Municipal Bonds, Commercial Paper and Money Market Mutual Funds. As of May 31, 2018, the All-Requirements Project investment portfolio earned a weighted average rate of return of 1.12%, reflecting the All- Requirements Project need for liquidity given its 60-day cash position. The benchmarks (SBA s Florida Prime Fund and the 10-year US Treasury Note) and the Project s yields are graphed below: 4.00% All-Requirement's Weighted Average Yield 5-Year History 3.00% 2.00% 1.00% 0.00% May-13 Aug-13 Nov-13 Feb-14 May-14 Aug-14 Nov-14 Feb-15 May-15 Aug-15 Nov-15 Feb-16 May-16 Aug-16 Nov-16 Feb-17 May-17 Aug-17 Nov-17 Feb-18 May-18 FL Prime 10 YR Treas All Req Page 21 of 117

22 EC 8(b) Approval of the All-Requirements Project Treasury Reports as of May 31, 2018 July 10, 2018 Page 3 Below is a graph of U.S. Treasury yields for the past 5 years. US Government Treasury Securities Interest Rates 5-Year History /31/2013 8/31/ /30/2013 2/28/2014 5/31/2014 8/31/ /30/2014 2/28/2015 5/31/2015 8/31/ /30/2015 2/29/2016 5/31/2016 8/31/ /30/2016 2/28/2017 5/31/2017 8/31/ /30/2017 2/28/2018 5/31/ Yr Treasury Yield 5-Yr Treasury Yield 10-Yr Treasury Yield The Investment Report for May is posted in the Member Portal section of FMPA s website. Recommended Motion Move for approval of the Treasury Reports for May 31, 2018 Page 22 of 117

23 AGENDA ITEM 7 CONSENT AGENDA c) Approval of the Agency and All-Requirements Project Financials as May 31, 2018 Executive Committee July 18, 2018 Page 23 of 117

24 AGENDA PACKAGE MEMORANDUM TO: FMPA Executive Committee FROM: Steve Ruppel DATE: July 10, 2018 ITEM: EC 7c Approval of the Agency and All-Requirements Project Financials for the period ended May 31, Discussion: The summary and detailed financial statements of the Agency and All- Requirements Project for the period ended May 31, 2018 are posted on the Document Portal section of FMPA s website. Recommended Motion: Move approval of the Agency and All-Requirements Project Financial reports for the month of May 31, SR/DF Page 24 of 117

25 AGENDA ITEM 7 CONSENT AGENDA d) Acceptance of the Fuel Portfolio Position Report May 2018 Executive Committee July 18, 2018 Page 25 of 117

26 AGENDA MEMORANDUM TO: Executive Committee FROM: Ellen Leatherman DATE: July 9, 2018 ITEM: EC 7d - Acceptance of Fuel Portfolio Position Report May 2018 Strategic Relevance Policy decisions/implications The Natural Gas and Fuel Oil Risk Policy requires that specific information be reported at each Executive Committee ( EC ) and Audit and Risk Oversight Committee meetings ( AROC ). Introduction The Policy requires the Agency Risk Manager to report the following at each AROC and Executive Committee meeting: 1. Fuel storage activity both natural gas and fuel oil 2. Physical natural gas commitments Explanation The following information illustrates the All-Requirements Project s fuel positions on May 31, 2018 unless otherwise noted. Physical Hedge Limits The Policy allows staff though FGU to commit to physical natural gas volumes of no more than 75% of the monthly-expected burn. ARP had physical gas commitments equal to 71% of May 2018 s actual gas burned for Net Energy for Load. Natural gas storage The ARP has contracted for 1,000,000 MMBtu of natural gas storage. The Policy sets minimum storage levels for reliability purposes at 50% of maximum available storage during hurricane season (June through November) and 10% of maximum available storage for all other months. The following exhibit shows actual storage inventory volume for the past twelve months compared to the minimum levels. Page 26 of 117

27 Fuel Portfolio Position Report Page 2 The storage volume on May 31, 2018 was 442,706 MMBtu at a weighted average cost of $2.85/ MMBtu. The total value of gas in storage was $1,263,348. The storage agent (Florida Gas Utility) provides an updated storage optimization report at each AROC meeting. Fuel oil storage As of May 31, 2018, fuel oil storage levels at ARP generation resource locations are presented below: Gallons 2,000,000 1,800,000 1,600,000 1,400,000 1,200,000 1,000, , , , ,000 - Stock Island Cane Island TCEC Oleander 5 Fuel Oil Staff Action Plan needed The Policy requires that fuel oil storage at each generation site strive to maintain a minimum 50% of fuel oil capacity. When fuel is below the 50% capacity threshold, FMPA staff will develop a plan to bring inventory levels above 50% capacity. At this time Stock Island is below 50% of fuel oil capacity. Staff has purchased fuel oil for Stock Island that is being delivered during the month of June to bring plant back into compliance. Page 27 of 117

28 Fuel Portfolio Position Report Page 3 Hedge program results The following table shows the gains or (losses) resulting from the hedge program. Fiscal Year Version 8 Version 9 (FST) Total 2003 $ (3,844,385) N/A $ (3,844,385) 2004 $ 6,211,729 N/A $ 6,211, $ 19,254,388 N/A $ 19,254, $ 482,038 N/A $ 482, $ (32,303,698) N/A $ (32,303,698) 2008 $ 11,136,570 N/A $ 11,136, $ (140,564,807) N/A $ (140,564,807) 2010 $ (41,347,894) N/A $ (41,347,894) 2011 $ (17,402,281) $ (6,236,892) $ (23,639,173) 2012 $ (20,474,986) $ (1,424,568) $ (21,899,554) 2013 $ (16,883,175) $ (1,554,448) $ (18,437,623) 2014 $ ( 2,679,175) N/A $ ( 2,679,175) 2015 N/A N/A $ N/A N/A $ N/A N/A $ N/A N/A $ 0 Life-to-date $ (238,415,676) $ (9,215,908) $ (247,631,584) Blended Cost Blended Cost represents the weighted average of hedge costs, if approved hedging program by the EC, and market priced gas for each month, excluding transportation costs. Natural Gas Cost Average daily FGT Zone 3 Market Price % Over/(Under) Market Natural Gas Transportation Cost Actual April per MMBtu $2.79 $ % $0.55 Page 28 of 117

29 Fuel Portfolio Position Report Page 4 $4.00 The following graphic illustrates the ARP s natural gas cost, and the daily average price for FGT Zone 3. $3.50 $3.00 $2.50 $2.00 $1.50 $1.00 Jun-16 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16 Dec-16 Jan-17 Feb-17 Mar-17 Apr-17 May-17 Jun-17 Jul-17 Aug-17 Sep-17 Oct-17 Nov-17 Dec-17 Jan-18 Feb-18 Mar-18 Apr-18 May-18 Actual Blended Cost FGT Zone 3 daily average Recommended Motion Move to accept Fuel Portfolio Position Report for May Page 29 of 117

30 AGENDA ITEM 8 ACTION ITEMS a) Election of Executive Committee Officers Executive Committee July 18, 2018 Page 30 of 117

31 AGENDA PACKAGE MEMORANDUM TO: FROM: Chairperson Howard McKinnon FMPA Executive Committee Jody Lamar Finklea, General Counsel and Chief Legal Officer DATE: 10 July 2018 ITEM: EC 8a Election of Executive Committee Officers Introduction The Executive Committee By-Laws require the election of officers at each annual meeting. The By-Laws contemplate two elected Executive Committee officers: Chairperson and Vice Chairperson. The Executive Committee also has the authority to create or appoint non-elective officer positions as it deems desirable or necessary. Election Process The Chairperson and Vice Chairperson must be members of the Executive Committee. The same individual cannot hold the two offices. Nominations for the Chairperson and Vice Chairperson offices must come from the floor, from members of the Executive Committee. No method for making nominations is described in the by-laws, leaving the issue to the discretion of the Executive Committee. RONR (10th ed.), 31, p. 276, l As a suggestion, staff offers the following process: Election is first held for the office of Chairperson. Any member of the Executive Committee may make a nomination. For the nomination to be valid, the Executive Committee member who has been suggested for nomination must make it known that he or she accepts the nomination (the nominee s physical presence at the meeting not necessary). After such acceptance, no second of a nomination is required. Page 31 of 117

32 EC 8a Election of Executive Committee Officers July 10, 2018 Page 2 Multiple nominations for the same office are acceptable. After all nominations have been validly made. A motion and second is entertained to close the nominations and (1) conduct a vote if there are multiple nominations or (2) elect the nominee if there is only one nomination. In the instance of multiple nominees, votes should be conducted by roll call. The current Chairman will then canvass the votes and announce the results. After election of the Chairperson, the gavel may be passed to him or her, if appropriate, at the discretion of the new Chairperson, and election of the Vice Chairperson may be conducted in the same manner. Term Except for an earlier resignation, the Executive Committee By-Laws provide that the elected officers of the Executive Committee will serve a term that lasts until the Executive Committee meeting held coincident to the next annual Board of Directors meeting at the 2019 annual conference. JLF:mlp Page 32 of 117

33 AGENDA ITEM 9 INFORMATION ITEMS a) Pricing Update on the 2018A Bonds Executive Committee July 18, 2018 Page 33 of 117

34 AGENDA PACKAGE MEMORANDUM TO: FMPA Executive Committee FROM: Linda S. Howard and Edwin Nunez DATE: July 10, 2018 ITEM: EC 9a Pricing Update on the 2018A Bonds Introduction: Pursuant to Section 7.2 of the Debt Risk Management Policy and Section 2.07 of the Series 2018A Supplemental All-Requirements Power Supply Project Refunding Revenue Bond Resolution, adopted June 14, 2018, (the Supplemental Resolution ) the Debt Financing Team is responsible for completion of a post-closing debt report. Debt report: On July 12, 2018, the Agency closed on the issuance of its $57,790,000 All- Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A. On June 14, 2018, the Executive Committee approved issuance of the All- Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A by way of Resolution 2018-EC4. Pursuant to the actions of the Executive Committee, the Authorized Officers completed the issuance in accordance with all the approvals given. The items listed below are, in part, required to be reported by the Debt Risk Management Policy and the Supplemental Resolution: Final numbers: The total amount of new bonds issued was $57,790,000 (The maximum allowed was $65,000,000) Estimated cost of issuance was $367,000 Net Present Value Savings for the Series 2008A bonds was $6,609, The True Interest Rate (interest costs only) for Series 2018A was 3.25% (The maximum allowed per the resolution is 4.50%) The All-Inclusive Interest Rate (interest costs plus costs of issuance) for Series 2018A was 3.32% Other information: The method of sale: negotiated Ratings were affirmed by both rating agencies The sale was oversubscribed 8x The new bond issue is set to close on July 12, 2018 The bonds will be redeemed on October 1, 2018 The bond related items attached are for viewing at your own convenience. Page 34 of 117

35 EC 9a Pricing Update on the 2018A Bonds July 10, 2018 Page 2 Recommended Motion: For information only. No action requested. Attachments Presentation slides Exhibit A-1 and A-2 Final Numbers Bond Series Certificate Supplemental Resolution Resolution Page 35 of 117

36 EC 9a- Pricing Update on the 2018A Bonds Linda S. Howard July 18, 2018 Page 36 of 117

37 Backdrop for the All Requirements 2018A Bonds Summary of transaction Based on Resolution 2018-EC-4 approved at the June 14, 2018 meeting, the 2018A bonds refunded the 2008A bonds Both the refunded and the refunding bonds were fixed rate bonds The deal was negotiated based on recommendation from our financial advisor Two underwriters managed the transaction, including one minority firm Average annual savings from 2019 to 2024 is $4.2 million Bonds were priced on June 26, 2018 The bonds will be redeemed on October 1, 2018 Page 37 of 117 2

38 Transaction Well Received Good News Ratings affirmed by both Moody s and Fitch, with a positive outlook from Fitch Deal was oversubscribed 8x Net present value savings was $6.6 million Page 38 of 117 3

39 Exceeded Internal Targets Final Numbers Compared to Resolution/Debt Policy Description Actual Limit Per Resolution or Debt Policy Bonds Issued $57.8 million $65 million True Interest Rate 3.25% 4.50% Savings 11% 3% savings minimum target Page 39 of 117 4

40 QUESTIONS Page 40 of 117 5

41 Attachment #1 Exhibit A-1 All-Requirements Debt Totals as of 9/30/17 Before issuance of 2018A Bonds All-Requirements Totals Amount % Synthetic FR Debt: 151,173, % Variable Rate Demand Bonds and CPI Bonds w/ swaps Fixed Rate Debt: 861,690, % Variable Rate Debt: 11,025, % Variable Rate Bonds Total Debt: 1,023,888, % All-Requirements Debt Totals as of 10/1/18 After issuance of 2018A Bonds All-Requirements Totals Amount % Synthetic FR Debt: 147,873, % Variable Rate Demand Bonds w/ swaps Fixed Rate Debt: 729,570, % Variable Rate Debt: 8,135, % Variable Rate Bonds Total Debt: 885,578, % Page 41 of 117

42 Exhibit A-2 Project Series Rating Moody's / Fitch Total Bonds 10/1/018 Underwriter All-Requirements Refunding Revenue Bonds, Series 2008C A2 / A+ $147,873,000 Merrill Lynch Revenue Bonds, Series 2009A A2 / A+ 5,145,000 Merrill Lynch Revenue Bonds, Series 2009B A2 / A+ 15,235,000 Merrill Lynch Revenue Bonds, Series 2013A N/A 8,135,000 SunTrust / Private Placement Revenue Bonds, Series 2015B A2 / A+ 104,730,000 BOA Merrill Lynch / Wells Fargo Refunding Revenue Bonds, Series 2016A A2 / A+ 424,120,000 BOA Merrill Lynch / Wells Fargo Refunding Revenue Bonds, Series 2017A A2 / A+ 69,625,000 JP Morgan / SunTrust Refunding Revenue Bonds, Series 2017B A2 / A+ 52,925,000 JP Morgan / SunTrust Refunding Revenue Bonds, Series 2018A A2 / A+ 57,790,000 BOA Merrill Lynch / Ramirez & Co Total Bonds: $885,578,000 Page 42 of 117

43 SOURCES AND USES OF FUNDS Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Dated Date 07/12/2018 Delivery Date 07/12/2018 Sources: Bond Proceeds: Par Amount 57,790, Net Premium 2,433, ,223, Other Sources of Funds: 2008A Refunded Bonds Contribution 749, ,973, Uses: Refunding Escrow Deposits: Cash Deposit 1.55 SLGS Purchases 60,406, ,406, Delivery Date Expenses: Cost of Issuance 367, Underwriter's Discount 199, , Other Uses of Funds: Additional Proceeds ,973, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 1 Page 43 of 117

44 BOND SUMMARY STATISTICS Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Dated Date 07/12/2018 Delivery Date 07/12/2018 Last Maturity 10/01/2030 Arbitrage Yield % True Interest Cost (TIC) % Net Interest Cost (NIC) % All In TIC % Average Coupon % Average Life (years) Duration of Issue (years) Par Amount 57,790, Bond Proceeds 60,223, Total Interest 23,820, Net Interest 21,585, Total Debt Service 81,610, Maximum Annual Debt Service 20,695, Average Annual Debt Service 6,678, Underwriter's Fees (per $1000) Average Takedown Other Fee Total Underwriter's Discount Bid Price Par Average Average PV of 1 bp Bond Component Value Price Coupon Life change Serial Bond 57,790, % , ,790, , All In Arbitrage TIC TIC Yield Par Value 57,790, ,790, ,790, Accrued Interest + Premium (Discount) 2,433, ,433, ,433, Underwriter's Discount 199, , Cost of Issuance Expense 367, Other Amounts Target Value 60,024, ,656, ,223, Target Date 07/12/ /12/ /12/2018 Yield % % % Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 2 Page 44 of 117

45 BOND PRICING Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Maturity Yield to Call Call Premium Bond Component Date Amount Rate Yield Price Maturity Date Price ( Discount) Takedown Serial Bond: 10/01/ ,575, % 3.000% C 3.081% 10/01/ ,485, /01/ ,320, % 3.200% , /01/ ,895, % 3.170% C 3.339% 10/01/ ,310, ,790,000 2,433, Dated Date 07/12/2018 Delivery Date 07/12/2018 First Coupon 10/01/2018 Par Amount 57,790, Premium 2,433, Production 60,223, % Underwriter's Discount 199, % Purchase Price 60,024, % Accrued Interest Net Proceeds 60,024, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 3 Page 45 of 117

46 BOND DEBT SERVICE Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Period Ending Principal Coupon Interest Debt Service 10/01/ , , /01/2019 2,118, ,118, /01/2020 2,118, ,118, /01/2021 2,118, ,118, /01/2022 2,118, ,118, /01/2023 2,118, ,118, /01/2024 2,118, ,118, /01/2025 2,118, ,118, /01/2026 2,118, ,118, /01/2027 2,118, ,118, /01/ ,575, % 2,118, ,693, /01/ ,320, % 1,375, ,695, /01/ ,895, % 795, ,690, ,790,000 23,820, ,610, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 4 Page 46 of 117

47 SUMMARY OF REFUNDING RESULTS Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Dated Date 07/12/2018 Delivery Date 07/12/2018 Arbitrage yield % Escrow yield % Value of Negative Arbitrage 163, Bond Par Amount 57,790, True Interest Cost % Net Interest Cost % All In TIC % Average Coupon % Average Life Duration Par amount of refunded bonds 59,155, Average coupon of refunded bonds % Average life of refunded bonds PV of prior debt to % 68,070, Net PV Savings 6,609, Percentage savings of refunded bonds % Percentage savings of refunding bonds % Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 5 Page 47 of 117

48 SAVINGS Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Present Value Prior Prior Prior Refunding to 07/12/2018 Date Debt Service Receipts Net Cash Flow Debt Service % 10/01/2018 1,499, , , , , , /01/2019 2,998, ,998, ,118, , , /01/2020 8,763, ,763, ,118, ,644, ,208, /01/2021 8,740, ,740, ,118, ,622, ,996, /01/2022 5,958, ,958, ,118, ,839, ,370, /01/2023 5,960, ,960, ,118, ,841, ,267, /01/2024 5,942, ,942, ,118, ,823, ,151, /01/2025 1,800, ,800, ,118, , , /01/2026 4,625, ,625, ,118, ,506, ,940, /01/2027 5,244, ,244, ,118, ,125, ,345, /01/2028 8,215, ,215, ,693, ,478, ,089, /01/2029 7,653, ,653, ,695, ,041, ,206, /01/2030 7,752, ,752, ,690, ,938, ,853, /01/2031 9,950, ,950, ,950, ,603, ,103, , ,353, ,610, ,743, ,608, Savings Summary PV of savings from cash flow 6,608, Plus: Refunding funds on hand Net PV Savings 6,609, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 6 Page 48 of 117

49 SUMMARY OF BONDS REFUNDED Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Maturity Interest Par Call Call Bond Date Rate Amount Date Price Series 2008A, 2008A: SERIAL_1 10/01/ % 5,765, /01/ /01/ % 6,045, /01/ /01/ % 3,580, /01/ /01/ % 3,770, /01/ /01/ % 3,005, /01/ /01/ % 2,195, /01/ /01/ % 3,580, /01/ /01/ % 6,730, /01/ SERIAL_2 10/01/ % 945, /01/ /01/ % 630, /01/ TERM_31A 10/01/ % 370, /01/ /01/ % 395, /01/ /01/ % 545, /01/ TERM_31B 10/01/ % 6,135, /01/ /01/ % 6,535, /01/ /01/ % 8,930, /01/ ,155, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 7 Page 49 of 117

50 ESCROW CASH FLOW Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Net Escrow Date Principal Interest Receipts 10/01/ ,406, , ,654, ,406, , ,654, Escrow Cost Summary Purchase date 07/12/2018 Purchase cost of securities 60,406, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 8 Page 50 of 117

51 ESCROW COST Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Type of Maturity Par Total Security Date Amount Rate Cost SLGS 10/01/ ,406, % 60,406, ,406,147 60,406, Purchase Cost of Cash Total Date Securities Deposit Escrow Cost 07/12/ ,406, ,406, ,406, ,406, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 9 Page 51 of 117

52 ESCROW DESCRIPTIONS Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Type of Type of Maturity First Int Par Max Security SLGS Date Pmt Date Amount Rate Rate Jul 12, 2018: SLGS Certificate 10/01/ /01/ ,406, % 1.850% 60,406,147 SLGS Summary SLGS Rates File 26JUN18 Total Certificates of Indebtedness 60,406, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 10 Page 52 of 117

53 ESCROW REQUIREMENTS Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Period Principal Ending Interest Redeemed Total 10/01/2018 1,499, ,155, ,654, ,499, ,155, ,654, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 11 Page 53 of 117

54 ESCROW STATISTICS Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Modified Yield to Yield to Perfect Value of Total Duration PV of 1 bp Receipt Disbursement Escrow Negative Cost of Escrow Escrow Cost (years) change Date Date Cost Arbitrage Dead Time INT 749, % % 747, , BP 59,656, , % % 59,494, , ,406, , ,242, , Delivery date 07/12/2018 Arbitrage yield % Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 12 Page 54 of 117

55 ESCROW SUFFICIENCY Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Escrow Net Escrow Excess Excess Date Requirement Receipts Receipts Balance 07/12/ /01/ ,654, ,654, ,654, ,654, Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 13 Page 55 of 117

56 FORM 8038 STATISTICS Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Dated Date 07/12/2018 Delivery Date 07/12/2018 Redemption Bond Component Date Principal Coupon Price Issue Price at Maturity Serial Bond: 10/01/ ,575, % ,060, ,575, /01/ ,320, % ,957, ,320, /01/ ,895, % ,205, ,895, ,790, ,223, ,790, Stated Weighted Maturity Interest Issue Redemption Average Date Rate Price at Maturity Maturity Yield Final Maturity 10/01/ % 21,205, ,895, Entire Issue 60,223, ,790, % Proceeds used for accrued interest 0.00 Proceeds used for bond issuance costs (including underwriters' discount) 566, Proceeds used for credit enhancement 0.00 Proceeds allocated to reasonably required reserve or replacement fund 0.00 Proceeds used to currently refund prior issues 59,656, Proceeds used to advance refund prior issues 0.00 Remaining weighted average maturity of the bonds to be currently refunded Remaining weighted average maturity of the bonds to be advance refunded Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 14 Page 56 of 117

57 FORM 8038 STATISTICS Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Refunded Bonds Bond Component Date Principal Coupon Price Issue Price Series 2008A: SERIAL_1 10/01/2020 5,765, % ,035, SERIAL_1 10/01/2021 6,045, % ,269, SERIAL_1 10/01/2022 3,580, % ,684, SERIAL_1 10/01/2023 3,770, % ,861, SERIAL_1 10/01/2024 3,005, % ,922, SERIAL_1 10/01/2026 2,195, % ,102, SERIAL_1 10/01/2027 3,580, % ,510, SERIAL_1 10/01/2028 6,730, % ,571, SERIAL_2 10/01/ , % , SERIAL_2 10/01/ , % , TERM_31A 10/01/ , % , TERM_31A 10/01/ , % , TERM_31A 10/01/ , % , TERM_31B 10/01/2029 6,135, % ,883, TERM_31B 10/01/2030 6,535, % ,267, TERM_31B 10/01/2031 8,930, % ,564, ,155, ,558, Remaining Last Weighted Call Issue Average Date Date Maturity Series 2008A 10/01/ /17/ All Refunded Issues 10/01/ Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 15 Page 57 of 117

58 UNDERWRITER'S DISCOUNT Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Underwriter's Discount $/1000 Amount Average Takedown , Underwriter's Counsel (Orrick) , i Deal (Bookrunning, Wire Services, EOE) , Out of Pocket , DTC CUSIP , Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 16 Page 58 of 117

59 COST OF ISSUANCE Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Cost of Issuance $/1000 Amount Financial Advisor (Dunlap & Associates) , Bond Counsel (Nixon Peabody) , Moody's Rating , Fitch Rating , Trustee , Printing , Verification Agent (Arbitrage Group) , Miscellaneous Expenses (FMPA) , , Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 17 Page 59 of 117

60 DISCLAIMER Florida Municipal Power Agency All Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A ** FINAL PRICING NUMBERS ** Bank of America Merrill Lynch ('BofAML') is providing the information contained herein for discussion purposes only in anticipation of serving as an underwriter or counterparty to you. The primary role of BofAML, as an underwriter, is to purchase securities, for resale to investors, in an arm'slength commercial transaction between you and BofAML, and BofAML has financial and other interests that differ from yours. BofAML is not acting as a municipal advisor, financial advisor or fiduciary to you or any other person or entity. The information provided is not intended to be and should not be construed as 'advice' within the meaning of Section 15B of the Securities Exchange Act of You should consult with your own financial and/or municipal, legal, accounting, tax and other advisors, as applicable, to the extent you deem appropriate. This material has been prepared by BofAML's Public Finance Group and is not a research report and is not a product of the fixed income research department of BofAML. This material is for information purposes only, is intended solely for your use, and may not be reproduced, disseminated, quoted or referred to in whole or in part, without our written consent. This material does not constitute an offer or solicitation to sell or purchase any securities and is not a commitment by BofAML or any of its affiliates to provide or arrange any financing for any transaction or to purchase any security in connection therewith. The calculations contained herein are based upon assumptions and information that either you or your advisors provided to BofAML or which BofAML deems in its sole discretion to be appropriate. BofAML makes no representation or warranty as to the accuracy or completeness of this material or these calculations and any and all liability to you or any third parties relating to this material or the calculations is expressly disclaimed. The material and calculations made available to you may not be similar to the information generated by BofAML's or its affiliates proprietary models or valuations that are used for its own purposes or to the models or valuations available from other sources including from other dealers. BofAML assumes no obligation to update or otherwise revise these materials. Values generated by the data or calculations may not reflect actual prices or values that can be obtained in the market at that time and the calculations should not be relied upon for any tax, accounting, legal or other purpose. Jun 26, :49 pm Prepared by Bank of America Merrill Lynch Page 18 Page 60 of 117

61 BOND SERIES CERTIFICATE RELATING TO ALL-REQUIREMENTS POWER SUPPLY PROJECT REFUNDING REVENUE BONDS, SERIES 2018A OF FLORIDA MUNICIPAL POWER AGENCY Pursuant to the All-Requirements Power Supply Project Revenue Bond Resolution adopted by the Florida Municipal Power Agency (the Agency ) on March 22, 1985, as amended and restated in its entirety on May 23, 2003, as supplemented and amended (the Bond Resolution ), including as supplemented and amended by the Supplemental and Amendatory All-Requirements Power Supply Project Revenue Bond Resolution (Governance Amendments), adopted May 24, 2007, and as supplemented by the Series 2018A Supplemental All-Requirements Power Supply Project Revenue Bond Resolution (Fixed Rate Bonds), adopted on June 14, 2018 (the Series 2018A Supplemental Resolution ), WE, Howard McKinnon, Chairperson of the Executive Committee, and Jacob A. Williams, General Manager and CEO of the Agency, in accordance with Section 2.07 of the Series 2018A Supplemental Resolution, DO HEREBY DETERMINE as follows: ARTICLE I THE SERIES 2018A BONDS 1.1 The principal amount of All-Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A (the Series 2018A Bonds ) to be issued by the Agency, calculated in the manner provided in Section 2.01 of the Series 2018A Supplemental Resolution, is $57,790,000. Such principal amount does not exceed the principal amount authorized to be issued by the Series 2018A Supplemental Resolution for the purpose of (i) providing the payment of all or any part of the cost of refunding a portion of the Agency s All-Requirements Power Supply Project Revenue Bonds, Series 2008A (the Series 2008A Bonds ), and (ii) paying the costs of issuance of the Series 2018A Bonds. 1.2 The issuance of the Series 2018A Bonds is advantageous to the Agency or the Project Participants. 1.3 The particular Series 2008A Bonds to be refunded (the Refunded Bonds ) are described in Appendix A attached hereto. 1.4 The amount of the proceeds of the Series 2018A Bonds to be applied to the refunding of the Refunded Bonds and constituting Net Refunding Proceeds is $59,656,576.67, which does not exceed $65,000,000. An amount equal to $367, of the proceeds of the Series 2018A Bonds shall be applied to the payment of Costs of Issuance of the Series 2018A Bonds. 1.5 The amount of the proceeds of the Series 2018A Bonds to be deposited with TD Bank, as escrow agent (the Escrow Agent ) under the Escrow Deposit Agreement, dated as of July 12, 2018, by and between the Agency and the Escrow Agent is $59,656, The amount of the proceeds of the Series 2018A Bonds to be deposited in the Series 2018A Bonds Subaccount which is hereby created and established in the Operation and Page 61 of 117

62 Maintenance Account in the Operation and Maintenance Fund for the payment of the Costs of Issuance of the Series 2018A Bonds is $367, The amount to be deposited in the Debt Service Reserve Account in the Debt Service Fund is $ The Series 2018A Bonds shall be dated their date of delivery and shall bear interest from such date and interest thereon shall be payable semi-annually on each April 1 and October 1, commencing October 1, The Series 2018A Bonds maturing after October 1, 2027 are subject to redemption upon notice prior to maturity, at the election of FMPA on or after October 1, 2027 as a whole or in part at any time at the redemption price of 100% of the principal amount of the Series 2018A Bonds or portions thereof to be redeemed, together with accrued interest to the redemption date. Notwithstanding the notice provisions in Section 405 of the Bond Resolution, notice of redemption shall be mailed by the Trustee postage prepaid, not less than 20 days (or such lesser period as DTC will then permit if the Series 2018A Bonds are held in book-entryonly form) before the redemption date, to the registered owners of the Series 2018A Bonds or portions of the Series 2018A Bonds which are to be redeemed, at their last addresses, if any, appearing on the registry books at the close of business on the last business day of the month preceding the month in which notice is given The Series 2018A Bonds are issuable in the form of fully registered bonds in the denomination of $5,000 or any integral multiple of $5,000 in excess thereof The Series 2018A Bonds shall mature on October 1 of each year, in the years and principal amounts, and shall bear interest at the rates per annum set forth below: Year Principal Amount Rate 2028 $18,575, % ,320, ,895, The purchase price for the Series 2018A Bonds to be paid to the Agency by Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the underwriters (the Representative ) named in the Purchase Contract, dated June 26, 2018, by and between the Agency and the Representative, shall be $60,024,308.44, which includes net premium of $2,433,470. The underwriters discount reflected in such purchase price is $199, which Underwriters discount does not exceed ten dollars ($10.00) for each one thousand dollars ($1,000) principal amount of the Series 2018A Bonds The true interest cost for the Series 2018A Bonds is %, which does not exceed 4.50% The Series 2018A Bonds are numbered from one (1) consecutively upward and have the numbers and letters 18AR- prefixed to their numbers Page 62 of 117

63 1.15 Pursuant to Section 2.07 of the Series 2018A Supplemental Resolution, the form of the Series 2018A Bonds and the Trustee s certificate of authentication shall be substantially as set forth in Appendix B hereto. ARTICLE II GENERAL PROVISIONS RELATING TO THE SERIES 2018A BONDS 2.1 This certificate constitutes a Bond Series Certificate within the meaning of the Series 2018A Supplemental Resolution, and is executed pursuant to and in accordance with the delegation of authority authorized by and contained in Section 2.07 of the Series 2018A Supplemental Resolution. 2.2 The appointment of TD Bank, National Association, as Trustee under the Bond Resolution is hereby confirmed. 2.3 Pursuant to Section 2.10 of the Series 2018A Supplemental Resolution, TD Bank, National Association, Cherry Hill, New Jersey is hereby appointed Paying Agent and Bond Registrar for the Series 2018A Bonds. 2.4 Attached hereto as Appendix C is a certificate of Dunlap & Associates, Inc., as financial advisor to the Agency, to the effect that the issuance of the Series 2018A Bonds for the purposes of refunding the Refunded Bonds and payment of the costs of issuance of Series 2018A Bonds is advisable as required by Section of the Series 2018A Supplemental Resolution. 2.5 All terms used in this Bond Series Certificate and not otherwise defined herein shall have the meanings given to them in the Bond Resolution or the Series 2018A Supplemental Resolution. [Remainder of page intentionally left blank] Page 63 of 117

64 above. IN WITNESS WHEREOF, we have hereunto set our hands as of the date first written FLORIDA MUNICIPAL POWER AGENCY (ALL-REQUIREMENTS POWER SUPPLY PROJECT) By: Howard McKinnon Chairperson of the Executive Committee By: Jacob A. Williams General Manager and CEO (Signature page to Bond Series Certificate) Page 64 of 117

65 Maturity (October 1) APPENDIX A REFUNDED BONDS All-Requirements Power Supply Project Revenue Bonds, Series 2008A Redemption Price Interest Rate Principal Amount Redemption Date CUSIP % $ 5,765,000 10/1/ VC6 100% ,045,000 10/1/ VD4 100% ,580,000 10/1/ VE2 100% ,770,000 10/1/ VF9 100% ,005,000 10/1/ VG7 100% ,000 10/1/ VH5 100% ,195,000 10/1/ VK8 100% ,000 10/1/ VJ1 100% ,580,000 10/1/ VL6 100% ,730,000 10/1/ VM4 100% ,310,000 10/1/ VN2 100% ,600,000 10/1/ VP7 100% 1 No representation is made as to the accuracy of the CUSIP numbers either as printed on the Refunded Bonds or as set forth in this Appendix A-1 Page 65 of 117

66 APPENDIX B Form of the Series 2018A Bonds and the Trustee s Certificate of Authentication [Please See Document No. 14 of This Transcript] B-1 Page 66 of 117

67 APPENDIX C [Letterhead of Dunlap & Associates] ALL-REQUIREMENTS POWER SUPPLY PROJECT REFUNDING REVENUE BONDS, SERIES 2018A OF FLORIDA MUNICIPAL POWER AGENCY I, Craig Dunlap, of Dunlap & Associates, as financial advisor to the Florida Municipal Power Agency (the Agency ), certify as follows: Based on such assumptions as I deem appropriate, issuance of the Series 2018A Bonds for the purposes of refunding the Refunded Bonds and payment of the costs of issuance of the Series 2018A Bonds is advisable given current and expected financial market conditions determined at the time of sale of the Series 2018A Bonds. Capitalized terms used and not defined herein shall have the meanings for those terms provided in the Series 2018A Supplemental All-Requirements Power Supply Project Revenue Bond Resolution (Fixed Rate Bonds) adopted June 14, Sincerely, Craig Dunlap Dunlap & Associates C-1 Page 67 of 117

68 FLORIDA MUNICIPAL POWER AGENCY ALL-REQUIREMENTS POWER SUPPLY PROJECT All-Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A Series 2018A Supplemental All-Requirements Power Supply Project Revenue Bond Resolution (Fixed Rate Bonds) Adopted June 14, Page 68 of 117

69 TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND STATUTORY AUTHORITY SECTION Supplemental Resolution... 1 SECTION Definitions... 1 SECTION Authority for this Supplemental Resolution... 2 ARTICLE II. AUTHORIZATION OF SERIES 2018A BONDS; TERMS AND PROVISIONS OF SERIES 2018A BONDS SECTION Principal Amount, Designation of Series, Purpose, Debt Service Reserve Requirement... 2 SECTION Date, Maturities, Principal Amounts and Interest... 3 SECTION Forms of Series 2018A Bonds and Trustee s Certificate of Authentication, Denominations, Numbers and Letters... 3 SECTION Place and Medium of Payment; Paying Agent... 4 SECTION Sinking Fund Installments... 4 SECTION Redemption Prices and Terms... 4 SECTION Delegation to Authorized Signatories... 4 SECTION Sale of Series 2018A Bonds... 6 SECTION Compliance with Municipal Finance Disclosure Procedures... 6 SECTION Appointment of Paying Agent and Bond Registrar for the Series 2018A Bonds... 8 SECTION Dealings in Series 2018A Bonds with FMPA... 8 SECTION Book-Entry-Only System... 9 ARTICLE III. APPLICATION OF PROCEEDS OF SERIES 2018A BONDS SECTION Disposition of Series 2018A Bond Proceeds ARTICLE IV. MISCELLANEOUS SECTION Defeasance SECTION Tax Covenants SECTION Effective Date Page 69 of 117

70 SERIES 2018A SUPPLEMENTAL ALL-REQUIREMENTS POWER SUPPLY PROJECT REVENUE BOND RESOLUTION (FIXED RATE BONDS) BE IT RESOLVED by Florida Municipal Power Agency ( FMPA ) as follows: ARTICLE I. DEFINITIONS AND STATUTORY AUTHORITY SECTION Supplemental Resolution. This Series 2018A Supplemental All- Requirements Power Supply Project Revenue Bond Resolution (Fixed Rate Bonds) (the Supplemental Resolution ) is supplemental to the All-Requirements Power Supply Project Revenue Bond Resolution adopted by FMPA on March 22, 1985, as amended and restated in its entirety on May 23, 2003, as previously supplemented and amended (the Bond Resolution ). The Bond Resolution as so supplemented and amended is hereinafter referred to as the Resolution. SECTION Definitions. 1. Except as provided by this Supplemental Resolution, all terms which are defined in Section 101 of the Resolution shall have the same meanings, respectively, in this Supplemental Resolution as such terms are given in said Section 101 of the Resolution. 2. In this Supplemental Resolution: Authorized Signatories means (i) Chairperson of the Executive Committee or the Vice Chairperson of the Executive Committee and (ii) the General Manager and CEO of FMPA or the Interim Assistant Chief Financial Officer of FMPA. Bond Counsel means Nixon Peabody LLP or any other attorney at law or a firm of attorneys, designated by FMPA, of nationally recognized standing in matters pertaining to the tax-exempt nature of interest on bonds issued by states and their political subdivisions, duly admitted to the practice of law before the highest court of any state of the United States of America selected by FMPA. Bond Series Certificate means a certificate fixing the terms and other details of the Series 2018A Bonds, executed by the Authorized Signatories in accordance with delegation of power to do so under Section 2.07 hereof. Business Day means any day that is not a Saturday, Sunday or other day on which commercial lenders in New York City or the State of Florida are closed. Code means the Internal Revenue Code of 1986, as amended, and the applicable regulations thereunder. DTC means The Depository Trust Company, New York, New York, as initial Securities Depository or any substitute securities depository appointed pursuant to Section 2.12 hereof Page 70 of 117

71 Net Refunding Proceeds shall have the meaning set forth in Section 2.01 of this Supplemental Resolution. Opinion of Bond Counsel means a written opinion signed by Bond Counsel. Refunded Bonds means FMPA s All-Requirements Power Supply Project Revenue Bonds, Series 2008A to be refunded with a portion of the proceeds of the Series 2018A Bonds, as more particularly described in the Bond Series Certificate. Securities Depository means a recognized securities depository selected by FMPA to maintain a book-entry system with respect to the Series 2018A Bonds, and shall include any substitute for or successor to the securities depository initially acting as Securities Depository. Securities Depository Nominee means, as to any Securities Depository, such Securities Depository or the nominee of such Securities Depository in whose name there shall be registered on the registration books maintained by FMPA at the office of the Bond Registrar the bond certificates to be delivered to and immobilized at such Securities Depository during the continuation with such Securities Depository of participation in its book-entry system. Series 2018A Bonds means FMPA s All-Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A, authorized by Article II of this Supplemental Resolution. Supplemental Resolution means, collectively, this Supplemental Resolution and Bond Series Certificate, which is supplemental to the Bond Resolution as from time to time amended or supplemented by other supplemental resolutions in accordance with the terms of the Resolution and the terms hereof. This Supplemental Resolution shall constitute a Supplemental Resolution within the meaning of the Resolution. SECTION Authority for this Supplemental Resolution. This Supplemental Resolution is adopted (i) pursuant to the provisions of the Act and (ii) in accordance with Article II and Article X of the Bond Resolution. ARTICLE II. AUTHORIZATION OF SERIES 2018A BONDS; TERMS AND PROVISIONS OF SERIES 2018A BONDS SECTION Principal Amount, Designation of Series, Purpose, Debt Service Reserve Requirement. 1. Pursuant to the provisions of the Bond Resolution, a Series of Additional Bonds entitled to the benefit, protection and security of the Bond Resolution, which for purposes of this Supplemental Resolution shall be referred to herein as the Series 2018A Bonds, are hereby authorized to be issued from the date of this Supplemental Resolution to and including December 31, 2018 (or after December 31, 2018 if a Purchase Agreement, as defined in Section 2.08 hereof, relating to such Bonds is executed and delivered on or prior to December 31, 2018) in an aggregate principal amount not to exceed the sum of the principal amount necessary so that, after giving effect to any original issue discount (exclusive of any premium) and underwriters' discount from the principal amount and Page 71 of 117

72 exclusive of the amount, if any, required to be deposited in the Debt Service Reserve Account to satisfy the Debt Service Reserve Requirement, the amount to be applied to the refunding of the Refunded Bonds pursuant to clause (a) of Section 3.01 of this Supplemental Resolution, or otherwise applied to effectuate the purposes of subsection 3 of Section 2.01 (exclusive of the amount so deposited therein determined in any Bond Series Certificate as estimated to be necessary to pay capitalized interest or to pay any Costs of Issuance of the Series 2018A Bonds payable from the proceeds of such Series of Bonds), shall not exceed the amount or amounts determined in the Bond Series Certificate to be necessary to effectuate the purposes set forth in subsection 3 of Section 2.01 hereof ( Net Refunding Proceeds ); provided, however, that as of any date of original issuance of any Series 2018A Bonds issued to finance all or a portion of the cost of refunding the Refunded Bonds, the aggregate amount of Net Refunding Proceeds shall not exceed $65,000, Series 2018A Bonds shall be designated as, and shall be distinguished from the Bonds of all other Series by the title, All-Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A or such other title or titles as are set forth in the Bond Series Certificate. 3. The purposes for which the Series 2018A Bonds are issued shall also include the payment of all or any part of the cost of refunding the Refunded Bonds deemed advisable by the Authorized Signatories executing a Bond Series Certificate pursuant to Section hereof in accordance with Section 204 of the Bond Resolution, and the payment of related Costs of Issuance and the funding of any related capitalized interest, all to the extent and in the manner provided in this Supplemental Resolution. 4. The Debt Service Reserve Requirement, if any, for the Series 2018A Bonds shall be the amount set forth in the Bond Series Certificate. SECTION Date, Maturities, Principal Amounts and Interest. The Series 2018A Bonds, except as otherwise provided in the Resolution, shall be dated the date or dates determined in the Bond Series Certificate. The Series 2018A Bonds shall mature on the date or dates and in the year or years and principal amount or amounts, and shall bear interest at the rate or rates per annum, if any, specified in the Bond Series Certificate. The Series 2018A Bonds shall bear interest from their date or dates and be payable on such date or dates as may be determined pursuant to the Bond Series Certificate. Except as otherwise provided in the Bond Series Certificate, interest on the Series 2018A Bonds shall be computed on the basis of twelve 30-day months and a 360-day year. SECTION Forms of Series 2018A Bonds and Trustee s Certificate of Authentication, Denominations, Numbers and Letters. 1. Unless otherwise provided in the Bond Series Certificate, the Series 2018A Bonds shall be issued in fully registered form, subject to the provisions of a book-entry-only system (as hereinafter described), without coupons. Subject to the provisions of the Resolution, the form of registered Series 2018A Bonds, and the Trustee s certificate of authentication, shall be substantially in the form and in the authorized denominations set forth in the Bond Series Certificate. The Series 2018A Bonds shall be lettered and numbered as provided in the Bond Series Certificate Page 72 of 117

73 2. At the written direction of an Authorized Officer, CUSIP identification numbers will be imprinted on the Series 2018A Bonds, but such numbers shall not constitute a part of the contract evidenced by the Series 2018A Bonds and any error or omission with respect thereto shall not constitute cause for refusal of any purchaser to accept delivery of and pay for the Series 2018A Bonds. In addition, failure on the part of FMPA or the Trustee to use such CUSIP numbers in any notice to Holders of the Series 2018A Bonds shall not constitute an event of default or any similar violation of FMPA s contract with such Holders. SECTION Place and Medium of Payment; Paying Agent. Except as otherwise provided in the Bond Series Certificate, principal and Redemption Price of the Series 2018A Bonds shall be payable to the registered owner of each Series 2018A Bond when due upon presentation of such Series 2018A Bond at the principal corporate trust office of the Trustee. Except as otherwise provided in the Bond Series Certificate, interest on the registered Series 2018A Bonds will be paid by check or draft mailed on the interest payment date by the Paying Agent, to the registered owner at his address as it appears on the registration books or, at the option of any Holder of at least one million dollars ($1,000,000) in principal amount of the Series 2018A Bonds, by wire transfer in immediately available funds on each interest payment date to such Holder thereof upon written notice from such Holder to the Trustee, at such address as the Trustee may from time to time notify such Holder, containing the wire transfer address (which shall be in the continental United States) to which such Holder wishes to have such wire directed, if such written notice is received not less than twenty (20) days prior to the related interest payment date (such notice may refer to multiple interest payments). SECTION Sinking Fund Installments. The Series 2018A Bonds as determined in the Bond Series Certificate shall be subject to redemption in part, selected in such manner as the Trustee deems fair and appropriate, on each date in the year or years determined in the Bond Series Certificate at the principal amount thereof plus accrued interest up to but not including the date of redemption thereof, from mandatory Sinking Fund Installments which are required to be made in amounts sufficient to redeem on each such date the principal amount of such Series 2018A Bonds. SECTION Redemption Prices and Terms. The Series 2018A Bonds as determined in the Bond Series Certificate may also be subject to redemption prior to maturity, at the option of FMPA, at the Redemption Price or Redemption Prices, if any, and on the redemption terms, if any, as provided in the Bond Series Certificate, upon notice as provided in Article IV of the Resolution, at any time as a whole or in part (selected in such manner as the Trustee deems fair and appropriate within a maturity if less than all of a maturity is to be redeemed), from maturities designated by FMPA on and after the date and in the years and at a Redemption Price equal the principal amount thereof plus accrued interest up to but not including the redemption date. SECTION Delegation to Authorized Signatories. 1. There is hereby delegated to the Authorized Signatories, subject to the limitations contained in this Supplemental Resolution, the following powers with respect to the issuance of any Series 2018A Bonds: (a) to determine when to issue any Series 2018A Bonds, the amount of Net Refunding Proceeds to be provided by the Series 2018A Bonds, and the amount of the Page 73 of 117

74 proceeds of the Series 2018A Bonds estimated to be necessary to pay the Costs of Issuance of the Series 2018A Bonds and to fund capitalized interest, if any; (b) to determine the amount, if any, of the Debt Service Reserve Requirement for the Series 2018A Bonds and the amount of the proceeds of the Series 2018A Bonds estimated to be necessary to fund any such Debt Service Reserve Requirement; (c) to determine the principal amounts of the Series 2018A Bonds to be issued, which aggregate principal amounts shall not exceed the principal amounts permitted by Section 2.01 of this Supplemental Resolution, and to determine Accreted Values and Appreciated Values, if applicable; (d) to determine the maturity date and principal amount of each maturity of the Series 2018A Bonds and the amount and due date of each Sinking Fund Installment, if any; (e) to determine the date or dates which the Series 2018A Bonds shall be dated and the interest rate or rates of the Series 2018A Bonds; provided, however, that the Series 2018A Bonds the interest on which is generally intended by FMPA to be excluded from gross revenue for federal income tax purposes shall not have a true interest cost in excess of 4.50%; (f) to determine the Redemption Price or Redemption Prices, if any, and the redemption terms, if any, for the Series 2018A Bonds; provided, however, that if the Series 2018A Bonds are to be redeemable at the election of FMPA, the Redemption Price shall not be greater than one hundred percent (100%) of the principal amount of the Series 2018A Bonds to be redeemed, plus accrued interest thereon up to but not including the date of redemption; (g) to determine the purchase price for the Series 2018A Bonds to be paid by the purchasers referred to in the Bond Purchase Agreement, as such document is described in Section 2.08 of this Supplemental Resolution which may include such original issue discount and original issue premium as shall be determined in the Bond Series Certificate; provided, however, that the underwriters discount reflected in such purchase price shall not exceed $10.00 for each one thousand dollars ($1,000) principal amount of the Series 2018A Bonds; (h) to determine the advisability, as compared to an unenhanced transaction, of obtaining bond insurance, to select a provider or providers thereof and to determine and accept the terms and provisions and price thereof, to determine such other matters related thereto as in the opinion of the Authorized Signatories executing the Bond Series Certificate shall be considered necessary or appropriate and to effect such determinations by making any changes in or additions to this Supplemental Resolution required by bond insurance providers, if any, or required by a Rating Agency in order to attain or maintain specific ratings on the Series 2018A Bonds, or relating to the mechanisms for the repayment of amounts advanced thereunder or payment of fees, premiums, expenses or any other amounts, notices, the provision of information, and such other matters of a Page 74 of 117

75 technical, mechanical, procedural or descriptive nature necessary or appropriate to obtain or implement bond insurance with respect to the Series 2018A Bonds, and to make any changes in connection therewith; (i) to take all actions required for the Series 2018A Bonds to be eligible under the rules and regulations of DTC for investment and trading as uncertificated securities, to execute and deliver a standard form of letter of representation with DTC and, notwithstanding any provisions to the contrary contained in this Supplemental Resolution, to include in the Bond Series Certificate such terms and provisions in addition to or modifying those contained in Section 2.12 hereof as may be appropriate or necessary to provide for uncertificated securities in lieu of Series 2018A Bonds issuable in fully registered form; (j) to make such changes in or from the form of this Supplemental Resolution as may be necessary or desirable in connection with obtaining a rating with respect to the Series 2018A Bonds or, in the opinion of Bond Counsel, in order to cure any ambiguities, inconsistencies or other defects; and (k) to determine such other matters specified in or permitted by (i) Sections 202 and 204 of the Bond Resolution or (ii) any provision of this Supplemental Resolution, including preparation of any documentation therefore. 2. The Authorized Signatories shall execute a Bond Series Certificate evidencing the determinations made pursuant to this Supplemental Resolution and any such Bond Series Certificate shall be conclusive evidence of the determinations of the Authorized Signatories as stated therein. The Bond Series Certificate shall be delivered to the Trustee prior to or contemporaneous with the authentication and delivery of the Series 2018A Bonds accompanied by a certificate of Dunlap & Associates, Inc. as financial advisor to FMPA certifying that, based on such assumptions as such financial advisor deems appropriate, issuance of the Series 2018A Bonds for the purposes of refunding the Refunded Bonds and payment of the costs of issuance of the Series 2018A Bonds is advisable given current and expected financial market conditions. Determinations set forth in any Bond Series Certificate shall have the same effect as if set forth in this Supplemental Resolution. 3. In the event that the Authorized Signatories exercise any of the authority delegated to them pursuant to this Section 2.07 and execute a Bond Series Certificate evidencing such exercise, a report describing the exercise of such delegated authority shall be delivered at the next regularly scheduled meeting of the Executive Committee of FMPA. SECTION Sale of Series 2018A Bonds. Each Authorized Officer is hereby authorized to sell and award the Series 2018A Bonds to Merrill Lynch, Pierce, Fenner & Smith Incorporated and Samuel A. Ramirez & Co., Inc. respectively (each an Underwriter and collectively the Underwriters ) as the purchasers of the Series 2018A Bonds and the Underwriters shall be referred to in the Purchase Agreement, which Purchase Agreement shall be substantially in the form of the draft Purchase Agreement attached hereto as Exhibit A with such revisions to reflect the terms and provisions of the Series 2018A Bonds as may be approved by the officer executing the Purchase Agreement (each, a Purchase Agreement ). Each Authorized Officer is Page 75 of 117

76 hereby authorized to agree to the selection of the representative of the Underwriters as referred to in the Purchase Agreement or Agreements and to execute and deliver the Purchase Agreement or Agreements for and on behalf and in the name of FMPA with such changes, omissions, insertions and revisions as may be approved by the officer executing the Purchase Agreement or Agreements, said execution being conclusive evidence of such approval and concurrence in the selection of the representative of the Underwriters; provided, however, that at or prior to the time of the execution and delivery of the Purchase Agreement or Agreements, FMPA shall have received from the senior managing underwriter the disclosure statement required pursuant to Section (6), Florida Statutes. The purchase price of the Series 2018A Bonds to be paid by the Underwriters pursuant to the Bond Purchase Agreement shall be determined as provided in Section 2.07 hereof, subject to the limitations set forth therein. 2. Each Authorized Officer is hereby authorized to make public and to authorize the use and distribution by said purchasers or other appropriate parties of a preliminary official statement (the Preliminary Official Statement ) in connection with the public offering of the Series 2018A Bonds, in substantially the form of the draft Preliminary Official Statement attached hereto as Exhibit B with such changes, omissions, insertions and revisions as such officer shall deem necessary or appropriate. FMPA authorizes any of said officers to deliver a certification to the effect that such Preliminary Official Statement, together with such other documents, if any, described in such certificate, was deemed final as of its date for purposes of Rule 15c2-12 of the Securities and Exchange Commission as applicable. 3. Each Authorized Officer is hereby authorized to make public and to authorize distribution of a final Official Statement in substantially the form of the Preliminary Official Statement, with such changes, omissions, insertions and revisions as such officer shall deem necessary or appropriate, to sign such Official Statement and to deliver such Official Statement to the purchasers of such issue of the Series 2018A Bonds, such execution being conclusive evidence of the approval of such changes, omissions, insertions and revisions. 4. Each Authorized Officer is hereby authorized to execute and deliver for and on behalf and in the name of FMPA, to the extent determined by such Authorized Officer to be necessary or convenient, a Continuing Disclosure Agreement, substantially in the form appended to the Purchase Agreement, with such changes, omissions, insertions and revisions as such officer shall deem advisable (the Continuing Disclosure Agreement ), said execution being conclusive evidence of the approval of such changes, omissions, insertions and revisions. 5. Each Authorized Officer is hereby authorized to execute and deliver for and on behalf and in the name of FMPA, an Escrow Deposit Agreement, with TD Bank, National Association, as Escrow Agent (the "Escrow Agent"), substantially in the form attached hereto as Exhibit C, with such changes, omissions, insertions and revisions as such officer shall deem advisable (the "Escrow Deposit Agreement"), said execution being conclusive evidence of the approval of such changes, omissions, insertions and revisions. 6. Each Authorized Officer is hereby authorized to take any and all action which they deem necessary or advisable in order to effect the registration or qualification (or exemption therefrom) of the Series 2018A Bonds for issue, offer, sale or trade under the Blue Sky or securities laws of any of the states of the United States of America and in connection therewith Page 76 of 117

77 to execute, acknowledge, verify, deliver, file or cause to be published any applications, reports, consents to service of process, appointments of attorneys to receive service of process and other papers and instruments which may be required under such laws, and to take any and all further action which they may deem necessary or advisable in order to maintain any such registration or qualification for as long as they deem necessary or as required by law or by the underwriters. 7. The proceeds of the good faith check, if any, received by FMPA from the purchasers of the Series 2018A Bonds under the terms of the Purchase Agreement may be invested by FMPA pending application of the proceeds of such good faith check for the purposes provided in Section 2.01 of this Supplemental Resolution at the time of the issuance and delivery of such Series 2018A Bonds or such good faith check may be held by FMPA uncashed and returned to the representative of the underwriters at the time of the issuance and delivery of the Series 2018A Bonds. 8. Each Authorized Officer is hereby authorized and directed to execute and deliver or cause to be executed and delivered any and all documents and instruments (including any insurance agreements or documents or instruments relating to bond insurance deemed appropriate) and to do and cause to be done any and all administrative acts and things as may be necessary or desirable in connection with the approval, execution and delivery of the Purchase Agreement, the Continuing Disclosure Agreement, the Escrow Agreement, the terms of any bond insurance or other such agreement or arrangement and the carrying out of their terms and the terms of the Bond Resolution and this Supplemental Resolution and the issuance, sale and delivery the Series 2018A Bonds and for implementing the terms of the Series 2018A Bonds and the transactions contemplated hereby or thereby. 9. When reference is made in this Supplemental Resolution to the authorization of an Authorized Officer to do any act, such act may be accomplished by any of such officers individually. SECTION Compliance with Municipal Finance Disclosure Procedures. All actions taken by the Authorized Signatories under Section 2.07 and by the Authorized Officers under Section 2.08 shall be in compliance with FMPA s Municipal Finance Disclosure Procedures, adopted on November 10, SECTION Appointment of Paying Agent and Bond Registrar for the Series 2018A Bonds. Unless otherwise provided by the Bond Series Certificate, TD Bank, National Association is hereby appointed Paying Agent and Bond Registrar for the Series 2018A Bonds, such appointments to be effective immediately upon the filing of this Supplemental Resolution with the Trustee. SECTION Dealings in Series 2018A Bonds with FMPA. The Trustee, the Paying Agent or the Bond Registrar, each in its individual capacity, may in good faith buy, sell, own, hold and deal in any of the Series 2018A Bonds issued hereunder, and may join in any action which any Holder of the Series 2018A Bonds may be entitled to take with like effect as if it did not act in any capacity hereunder. The Trustee, the Paying Agent or the Bond Registrar, each in its individual capacity, either as principal or agent, may also engage in or be interested in any financial or other transaction with FMPA, and may act as depository, trustee, or agent for Page 77 of 117

78 any committee or body of Holders of any Series 2018A Bonds secured hereby or other obligations of FMPA as freely as if it did not act in any capacity hereunder. SECTION Book-Entry-Only System. Except as provided in subsections 2 and 3 of this Section 2.12, the registered holder of all Series 2018A Bonds shall be, and the Series 2018A Bonds shall be registered in the name of, Cede & Co. ( Cede ), as nominee of DTC. Payment of interest for any Series 2018A Bond, as applicable, shall be made in accordance with the provisions of this Supplemental Resolution to the account of Cede on the interest payment dates for the Series 2018A Bonds at the address indicated for Cede in the registration books of FMPA kept by the Bond Registrar. 2. (a) The Series 2018A Bonds shall be initially issued in the form of a separate single fully registered Bond in the amount of each separate stated maturity of the Series 2018A Bonds. Upon initial issuance, the ownership of each such Series 2018A Bond shall be registered in the registration books kept by the Bond Registrar, in the name of Cede, as nominee of DTC. With respect to Series 2018A Bonds so registered in the name of Cede, FMPA, the Trustee, the Bond Registrar and any Paying Agent shall have no responsibility or obligation to any DTC participant or to any beneficial owner of any of such Series 2018A Bonds. Without limiting the immediately preceding sentence, FMPA, the Trustee, the Bond Registrar and any Paying Agent shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede or any DTC participant with respect to any beneficial ownership interest in the Series 2018A Bonds, (ii) the delivery to any DTC participant, beneficial owner or other person, other than DTC, of any notice with respect to the Series 2018A Bonds, including any notice of redemption, or (iii) the payment to any DTC participant, beneficial owner or other person, other than DTC, of any amount with respect to the principal or Redemption Price of, or interest on, any of the Series 2018A Bonds. FMPA, the Trustee, the Bond Registrar and any Paying Agent may treat DTC as, and deem DTC to be, the absolute owner of each Series 2018A Bond for all purposes whatsoever, including (but not limited to) (a) payment of the principal or Redemption Price of, and interest on, each such Series 2018A Bond, (b) giving notices of redemption and other matters with respect to such Series 2018A Bonds and (c) registering transfers with respect to such Series 2018A Bonds. The Paying Agent shall pay the principal or Redemption Price of, and interest on, all Series 2018A Bonds only to or upon the order of DTC, and all such payments shall be valid and effective to satisfy fully and discharge FMPA s obligations with respect to such principal or Redemption Price and interest, to the extent of the sum or sums so paid. Except as provided in subsection 3 of this Section 2.12, no person other than DTC shall receive a Series 2018A Bond evidencing the obligation of FMPA to make payments of principal or Redemption Price of, and interest on, any such Series 2018A Bond pursuant to the Resolution. Upon delivery by DTC to the Trustee of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede, and subject to the transfer provisions of the Resolution, the word Cede in this Supplemental Resolution shall refer to such new nominee of DTC. Except as provided in subsection 3(c) of this Section 2.12, and notwithstanding any other provisions of the Resolution or this Supplemental Resolution, the Series 2018A Bonds may be transferred, in whole but not in part, only to a nominee of DTC, or by a nominee of DTC to DTC Page 78 of 117

79 or another nominee of DTC, or by DTC or a nominee of DTC to any successor securities depository appointed pursuant to this Section 2.12 or any nominee thereof. 3. (a) DTC may determine to discontinue providing its services with respect to the Series 2018A Bonds at any time by giving written notice to FMPA, the Trustee, the Bond Registrar and the Paying Agent, which notice shall certify that DTC has discharged its responsibilities with respect to the Series 2018A Bonds under applicable law. (b) FMPA, in its sole discretion and without the consent of any other person, may, by written notice to the Trustee, terminate the services of DTC with respect to the Series 2018A Bonds if FMPA determines that the continuation of the system of book-entry-only transfers through DTC is not in the best interests of the beneficial owners of the Series 2018A Bonds or FMPA; and FMPA shall, by written notice to the Trustee, terminate the services of DTC with respect to the Series 2018A Bonds upon receipt by FMPA, the Bond Registrar, the Trustee and the Paying Agent of written notice from DTC to the effect that DTC has received written notice from DTC participants having interests, as shown in the records of DTC, in an aggregate principal amount of not less than fifty percent (50%) of the aggregate principal amount of the then Outstanding Series 2018A Bonds to the effect that: (i) DTC is unable to discharge its responsibilities with respect to the Series 2018A Bonds; or (ii) a continuation of the requirement that all of the Outstanding Series 2018A Bonds be registered in the registration books kept by Bond Registrar, in the name of Cede, as nominee of DTC, is not in the best interests of the beneficial owners of the Series 2018A Bonds. (c) Upon the termination of the services of DTC with respect to the Series 2018A Bonds pursuant to subsection 3(b)(ii) hereof, or upon the discontinuance or termination of the services of DTC with respect to the Series 2018A Bonds pursuant to subsection 3(a) or subsection 3(b)(i) hereof, FMPA may within 90 days thereafter appoint a substitute Securities Depository which, in the opinion of FMPA, is willing and able to undertake the functions of DTC hereunder upon reasonable and customary terms. If no such successor can be found within such period, the Series 2018A Bonds shall no longer be restricted to being registered in the registration books kept by the Bond Registrar, in the name of Cede, as nominee of DTC. In such event, FMPA shall execute and the Trustee or its authenticating agent shall authenticate Series 2018A Bond certificates as requested by DTC of like principal amount, maturity and Series, in authorized denominations and the Trustee or its authenticating agent shall deliver such certificates at its corporate trust office to the beneficial owners identified in writing by the Securities Depository in replacement of such beneficial owners beneficial interests in the Series 2018A Bonds. (d) Notwithstanding any other provision of the Resolution or this Supplemental Resolution to the contrary, so long as any Series 2018A Bond is registered in the name of Cede, as nominee of DTC, all payments with respect to the principal or Redemption Price of, and interest on, such Series 2018A Bond and all notices with respect to such Series 2018A Bond shall be made and given, respectively, to DTC as provided in the blanket letter of representations of FMPA addressed to DTC with respect to the Series 2018A Bonds. (e) In connection with any notice or other communication to be provided to Holders of Series 2018A Bonds registered in the name of Cede pursuant to the Resolution by FMPA or Page 79 of 117

80 the Trustee with respect to any consent or other action to be taken by such Holders, FMPA shall establish a record date for such consent or other action by such Holders and give DTC notice of such record date not less than fifteen (15) calendar days in advance of such record date to the extent reasonably possible. ARTICLE III. APPLICATION OF PROCEEDS OF SERIES 2018A BONDS SECTION Disposition of Series 2018A Bond Proceeds. Unless otherwise provided in the Bond Series Certificate, any proceeds of the sale of the Series 2018A Bonds, other than accrued interest, if any, shall be applied, simultaneously with the issuance and delivery of the Series 2018A Bonds, at one time or from time to time in one or more Series or subseries, as follows: (a) the amount specified in the Bond Series Certificate shall be transferred to the Escrow Agent under the Escrow Deposit Agreement to be applied to the refunding of the Refunded Bonds; and (b) the balance of such proceeds, exclusive of accrued interest and capitalized interest, if any, shall be deposited in the Costs of Issuance Account which is deemed to be established for such Series in the Construction Fund and applied to the payment of Costs of Issuance. Unless otherwise provided in a Bond Series Certificate, the accrued interest, if any, and any capitalized interest received on the sale of the Series 2018A Bonds shall be deposited in the Debt Service Fund. ARTICLE IV. MISCELLANEOUS SECTION Defeasance. In the event FMPA shall seek, prior to the maturity or redemption date thereof, to pay or cause to be paid, within the meaning and with the effect expressed in the Resolution, all or less than all Outstanding Series 2018A Bonds issued as Bonds the interest on which is generally intended by FMPA to be excluded from gross income for federal income tax purposes and the provisions of Section 4.02 hereof shall then be of any force or effect, then, notwithstanding the provisions of Section 1201 of the Resolution, such Series 2018A Bonds which FMPA then seeks to pay or cause to be paid shall not be deemed to have been paid within the meaning and with the effect expressed in Section 1201 of the Resolution unless (i) FMPA has confirmed in writing that the Holders of such Series 2018A Bonds which FMPA then seeks to pay or cause to be paid will continue, after such action, to have the benefit of a covenant to the effect of the covenant of FMPA contained in Section 4.02 hereof or (ii) there shall have been delivered to the Trustee an Opinion of Bond Counsel to the effect that noncompliance thereafter with the applicable provisions of the Code will not affect the then current treatment of interest on the Series 2018A Bonds issued as Bonds the interest on which is Page 80 of 117

81 generally intended by FMPA to be excluded from gross income for federal income tax purposes in determining gross income for Federal income tax purposes. SECTION Tax Covenants. FMPA covenants that, in order to maintain the exclusion from gross income for Federal income tax purposes of the interest on the Series 2018A Bonds issued as Bonds the interest on which is generally intended by FMPA to be excluded from gross income for federal income tax purposes (as determined by FMPA in a Bond Series Certificate), FMPA will satisfy, or take such actions as are necessary to cause to be satisfied, each provision of the Code necessary to maintain such exclusion. In furtherance of this covenant, FMPA agrees to comply with such written instructions as may be provided by Bond Counsel. In furtherance of the covenant contained in the preceding sentence, FMPA agrees to continually comply with the provisions of any Tax Certificate as to Arbitrage and the Provisions of Sections of the Internal Revenue Code of 1986 to be executed by FMPA in connection with the execution and delivery of any such Series 2018A Bonds, as amended from time to time. 2. FMPA covenants that no part of the proceeds of the Series 2018A Bonds shall be used, directly or indirectly, to acquire any investment property, as defined in section 148 of the Code, which would cause the Bonds to become arbitrage bonds within the meaning of section 148 of the Code or under applicable Treasury regulations promulgated thereunder. In order to assure compliance with the rebate requirement of section 148 of the Code, FMPA further covenants that it will pay or cause to be paid to the United States Treasury Department the amounts necessary to satisfy the requirements of section 148(f) of the Code, and that it will establish such accounting procedures as are necessary to adequately determine, account for and pay over any such amount or amounts required to be paid to the United States in a manner consistent with the requirements of section 148 of the Code, such covenant to survive the defeasance of the Series 2018A Bonds. 3. Notwithstanding any other provision of the Resolution to the contrary, upon FMPA s failure to observe, or refusal to comply with the covenants contained in this Section 4.02, neither the Holders of the Bonds of any Series (other than the Series 2018A Bonds or the Trustee acting on their behalf) nor the Trustee acting on their behalf shall be entitled to exercise any right or remedy provided to the Bondholders or the Trustee under the Resolution based upon FMPA s failure to observe, or refusal to comply with, the covenants contained in this Section Page 81 of 117

82 SECTION Effective Date. This Series 2018A Supplemental All- Requirements Power Supply Project Revenue Bond Resolution (Fixed Rate Bonds) shall take effect immediately after its adoption by the Executive Committee and the filing of a copy thereof certified by the Secretary or Assistant Secretary of the Executive Committee with the Trustee. FLORIDA MUNICIPAL POWER AGENCY ATTEST: By: Chairperson of the Executive Committee By: Secretary or Assistant Secretary Page 82 of 117

83 Exhibit A Form of Bond Purchase Agreement A-1 Page 83 of 117

84 EXHIBIT B Form of Preliminary Official Statement B-1 Page 84 of 117

85 EXHIBIT C Form of Escrow Deposit Agreement C-1 Page 85 of 117

86 RESOLUTION 2018-EC4 FMPA EXECUTIVE COMMITTEE JUNE 14, 2018 A RESOLUTION OF THE EXECUTIVE COMMITTEE OF FLOMDA MUNICIPAL POWER AGENCY (I) RECITING STATEMENT OF AUTHORITY; (II) APPROVING AND ADOPTING THE SERIES 2018A SUPPLEMENTAL ALL-REQUIREMENTS POWER SUPPLY PROJECT REVENUE BOND RESOLUTION (FIXED RATE BONDS) WHICH AUTHORIZES THE ISSUANCE OF FLORIDA MUNICIPAL POWER AGENCY ALL-REQUIREMENTS POWER SUPPLY PROJECT REFUNDING REVENUE BONDS, SEMES 2018A TO BE SOLD ON OR BEFORE DECEMBER 31,2018 IN A PRINCIPAL AMOUNT SUFFICIENT TO PRODUCE NOT TO EXCEED SDCTY-FIVE MILLION DOLLARS ($65,000,000) IN NET PROCEEDS FOR THE PURPOSE OF REFUNDING ALL OR A PORTION OF FMPA'S ALL- REQUIREMENTS POWER SUPPLY PROJECT REVENUE BONDS, SERIES 2008A AND DELEGATES TO AUTHORIZED SIGNATORIES AND AUTHORIZED OFFICERS CERTAIN MATTERS RELATING TO THE ISSUANCE OF SUCH SERIES 2018A BONDS INCLUDING (1) WHEN TO ISSUE SUCH SERIES 2018A BONDS, (2) DETERMINATION OF THE PRINCIPAL AMOUNTS, MATURITIES, INTEREST RATES, SINKING FUND INSTALLMENTS AND OTHER REDEMPTION PROVISIONS OF THE SEMES 2018A BONDS, (3) APPROVAL OF THE SALE AND PURCHASE PRICE FOR THE SERIES 2018A BONDS, (4) DETERMINATION OF AMOUNT, IF ANY, OF THE DEBT SERVICE RESERVE REQUIREMENT FOR THE SEMES 2018A BONDS, AND (5) DETERMINING THE ADVISABILITY OF SECURING BOND INSURANCE FOR SUCH SERIES 2018A BONDS; (III) MAKING CERTAIN FINDINGS AS TO THE REASONS REQUIRING THE NEGOTIATED SALE OF THE SEMES2018A BONDS; (IV) ACKNOWLEDGING REQUIREMENT TO OBTAIN DISCLOSURE STATEMENT FROM THE UNDERWRITERS AND APPROVING THE FORM DISCLOSURE STATEMENT; (V) AUTHORIZING AND APPROVING THE NEGOTIATED SALE OF THE FLORIDA MUNICIPAL POWER AGENCY ALL-REQUIREMENTS POWER SUPPLY PROJECT REFUNDING REVENUE BONDS, SEMES 2018A TO MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED AND SAMUEL A. RAMIREZ & CO., INC. AND THE EXECUTION OF THE BOND PURCHASE CONTRACT BETWEEN FMPA AND SAID UNDERWRITERS (VI) APPROVING THE PREPARATION, EXECUTION, DEUVERY AND USE OF A PRELIMINARY AND A FINAL OFFICIAL STATEMENT, THE DEEMING "FINAL" OF THE PRELIMINARY OFFICIAL STATEMENT AND THE EXECUTION, DELIVERY AND PERFORMANCE OF A CONTINUING DISCLOSURE AGREEMENT AND ESCROW DEPOSIT AGREEMENT; (VII) DESIGNATING AUTHORIZED OFFICERS AND APPROVING AND RATIFYING PREVIOUS ACTIONS; (VIII) PROVIDING FOR THE TAKING OF CERTAIN OTHER ACTIONS; (DC) PROVIDING FOR SEVERABILITY; AND (X) PROVIDING FOR AN EFFECTIVE DATE. BE IT RESOLVED BY THE EXECUTIVE COMMITTEE OF THE FLORIDA MUNICIPAL POWER AGENCY ("FMPA") THAT: Page 86 of 117

87 SECTION 1. AUTHORITY FOR THIS RESOLUTION. This resolution (the "Resolution") is adopted pursuant to the provisions of Chapter 361, Part II, Florida Statutes, as amended. Section , Florida Statutes, as amended, and Chapter 166, Part II, Florida Statutes, as amended. SECTION 2. APPROVAL AND ADOPTION OF THE SERIES 2018A SUPPLEMENTAL ALL-REQUIREMENTS POWER SUPPLY PROJECT REVENUE BOND RESOLUTION (FIXED RATE BONDS). The terms of the Series 2018A Supplemental All-Requirements Power Supply Project Revenue Bond Resolution (Fixed Rate Bonds) (the "Supplemental Resolution"), in the form attached hereto as Exhibit A, which delegates to Authorized Signatories, defined therein, certain matters relating to the issuance by FMPA of its All- Requirements Power Supply Project Refunding Revenue Bonds, Series 2018A (the "Series 2018A Bonds") including, without limitation, whether and when to issue the Series 2018A Bonds, the aggregate principal amount of the Series 2018A Bonds, various matters relating to the initial issuance of the Series 2018A Bonds, including the interest rates, maturities, principal amounts, sinking fund installments and other redemption provisions relating to the Series 2018A Bonds, determination of amount, if any, of the Debt Service Reserve Requirement for the Series 2018A Bonds; and provisions relating to the sale and purchase of the Series 2018A Bonds and the execution and delivery of an Escrow Deposit Agreement, are hereby approved and said Supplemental Resolution is hereby adopted and the Authorized Officers designated herein are hereby authorized and directed to execute and file the same with the Tmstee. In connection with such delegation, the Authorized Signatories are further authorized to execute and deliver a Bond Series Certificate fixing the terms and other details of the Series 2018A Bonds. Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the All-Requirements Power Supply Revenue Bond Resolution, adopted by FMPA on March 22, 1985, as amended and restated in its entirety on May 23, 2003, as supplemented and amended (the "Bond Resolution"). SECTION 3. FINDINGS RELATING TO SALE OF BONDS AUTHORIZED BY THE SUPPLEMENTAL RESOLUTION. Pursuant to Section , Florida Statutes, as amended, it is hereby found, determined and declared in respect of any negotiated sale of the Series 2018A Bonds authorized by the Supplemental Resolution, as follows: 3.01 The Series 2018A Bonds to be sold will provide funds to pay the costs of refunding all or a portion offmpa's All-Requirements Power Supply Project Revenue Bonds, Series 2008A (the "Refunded Bonds") The Series 2018A Bonds authorized by the Supplemental Resolution are expected to be issued in a single series at a time deemed most beneficial to providing monies to refund the Refunded Bonds as economically and expeditiously as possible and the successful sale of such Series 2018A Bonds would be made more difficult and expensive if required to be sold at competitive sale Due to the characteristics of the Series 2018A Bonds, prevailing and anticipated market conditions and the need for flexibility in timing the issuance of the Series 2018A Bonds, it is necessary and in the best interests offmpa to sell the Series 2018A Bonds at a negotiated sale to the underwriters, upon satisfaction of the terms and conditions set forth in the Supplemental Resolution (including the Bond Series Certificate) and m the Bond Purchase Contract (as defined below) Page 87 of 117

88 SECTION 4. ACKNOWLEDGMENT OF REQUIREMENT TO OBTAIN DISCLOSURE STATEMENT FROM UNDERWRITERS; APPROVAL OF FORM OF DISCLOSURE STATEMENT. FMPA hereby acknowledges that it is required to receive from the Underwriters a disclosure statement containing the information required pursuant to Section (6), Florida Statutes. The fonn of disclosure statement, in substantially the form attached as an exhibit to the form of Bond Purchase Contract attached as Exhibit A to the Supplemental Resolution, is hereby approved (the "Bond Purchase Contract"). SECTION 5. AUTHOMZATION AND APPROVAL FOR THE AWARD OF SALE OF THE SEMES 2018A BONDS TO THE UNDERWRITERS AND THE EXECUTION OF A BOND PURCHASE CONTRACT BETWEEN FMPA AND SUCH UNDERWRITERS. The terms and conditions set forth in the Bond Purchase Contract to be entered into between FMPA and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Samuel A. Ramirez & Co., Inc. respectively (each an "Underwriter" and collectively the "Underwriters"), substantially in the form attached as Exhibit A to the Supplemental Resolution, for the negotiated sale and purchase of the Series 2018A Bonds is hereby approved. The Authorized Officers are hereby authorized and directed to execute and deliver the Bond Purchase Contract, subject to and with such changes or modifications therein and such additions to or deletions therefrom as such Authorized Officers may deem necessary or desirable prior to the execution thereof, such approval to be evidenced conclusively by the execution of said Bond Purchase Contract by one or more said Authorized Officers. SECTION 6. APPROVING THE FORM OF AND THE EXECUTION, DELIVERY AND THE USE OF A PRELIMINARY AND A FINAL OFFICIAL STATEMENT, AUTHOMZING THE AUTHORIZED OFFICERS TO DEEM "FINAL" THE PRELIMINARY OFFICIAL STATEMENT, AND APPROVING THE EXECUTION, DELIVERY AND PERFORMANCE OF A CONTINUING DISCLOSURE AGREEMENT AND ESCROW DEPOSIT AGREEMENT, (a) The Authorized Officers are hereby authorized to prepare a Preliminary Official Statement and a Final Official Statement in substantially the form of the Preliminary Official Statement approved and attached as Exhibit B to the Supplemental Resolution, with such changes, omissions, insertions and revisions as the Authorized Officers may approve. Such Authorized Officers are hereby authorized to make public and permit the distribution of the Preliminary Official Statement and to execute and deliver a final Official Statement relating to the Series 2018A Bonds on behalf of FMPA with such changes, omissions, insertions, revisions or modifications in and such additions to or deletions thereto as such Authorized Officers may approve, such approval to be conclusively evidenced by the execution thereof by such Authorized Officers and such Official Statement as so executed and delivered is hereby approved. The Authorized Officers are authorized to deliver a certification to the effect that the Preliminary Official Statement, together with such other documents, if any, described in such certificate was deemed final as of its date for purposes of Rule 15c2-12 of the Securities and Exchange Commission. Such Authorized Officers are also hereby authorized to execute, deliver and provide for the performance by FMPA of the terms and conditions of a Continuing Disclosure Agreement in substantially the form attached to the Bond Purchase Contract as Exhibit H with such changes therein as such Officers deem necessary or desirable. The Authorized Officers of FMPA are hereby authorized and directed to execute and deliver an Escrow Deposit Agreement in substantially the form attached to the Supplemental Resolution as Exhibit "C," subject to such changes or modifications therein as the Authorized Officers may approve as necessary or desirable thereto, such approval to be evidenced conclusively by the execution of such Escrow Deposit Agreement by said Authorized Officers offmpa Page 88 of 117

89 (b) The Preliminary Official Statement, Final Official Statement, Continuing Disclosure Agreement and all other documentation relating to the issuance of the Series 2018A Bonds will be prepared in accordance with FMPA's Municipal Finance Disclosure Procedures, adopted on November 10, 2015 (the "Disclosure Procedures"). SECTION 7. DESIGNATION OF AUTHORIZED OFFICERS AND APPROVAL AND RATIFICATION OF PREVIOUS ACTIONS. The Chairperson of the Executive Committee and the Vice Chairperson of the Executive Committee and the Secretary, Treasurer, General Manager and CEO, any Assistant Secretary and the Interim Assistant Chief Financial Officer of FMPA are each hereby designated as (i) Authorized Officers for the purposes of executing and delivering the Supplemental Resolution and, subject to the provisions of the Supplemental Resolution, taking any other actions authorized by this Resolution and in connection with the issuance of the Series 2018A Bonds under the Supplemental Resolution and (ii) as Authorized Officers as defined in Section 101 of the Bond Resolution for the purpose of executing and delivering the documents set forth herein and taking any other actions authorized by this Resolution in connection with the issuance of the Series 2018A Bonds and any actions taken prior to the date hereof in connection with any actions authorized by this Resolution are hereby approved and ratified. SECTION 8. FURTHER ACTIONS. Each Authorized Officer designated hereunder is hereby authorized and empowered to take all further actions as may be necessary or desirable in carrying out the terms and provisions of this Resolution and each of the documents referred to herein. Any actions taken by an Authorized Officer shall be in compliance with FMPA's Disclosure Procedures. SECTION 9. SEVERABILITY. If one or more provisions of this Resolution should be determined by a court of competent jurisdiction to be contrary to law, such provisions shall be deemed to be severable from the remaining provisions hereof, and shall in no way affect the validity or enforceability of such remaining provisions. SECTION 10. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption. This Resolution 2018-EC4 is hereby approved and adopted by the Executive Committee of the Florida Municipal Power Agency on June 14, un ^?.c ^.',v I I \< Chairperson, Executive Committee Page 89 of 117

90 I HEREBY CERTIFY that, on June 14, 2018, the above Resolution 2018-EC4 was approved and adopted by the Executive Committee of the Florida Municipal Power Agency, and that this is a tme and conformed copy of Resolution 2018-EC4. ATTEST: ^Secretary or/assistant Secretary SEAL Page 90 of 117

91 EXHIBIT A Form of Series 2018A Supplemental All-Requirements Power Supply Project Revenue Bond Resolution (Fixed Rate Bonds) Page 91 of 117

92 AGENDA ITEM 9 INFORMATION ITEMS b) Update on the Arbitrage RFP Executive Committee July 18, 2018 Page 92 of 117

93 AGENDA PACKAGE MEMORANDUM TO: Board of Directors and Executive Committee FROM: Linda S. Howard DATE: July 10, 2018 ITEM: BOD 9d/ EC 9b Update on Arbitrage RFP Executive Summary As discussed at the April meetings, FMPA submitted a Request for Proposals (RFP) for arbitrage rebate services. Six proposals were received, including our current provider. FMPA and its members issue tax exempt debt which is subject to the arbitrage provisions of the Tax Reform Act of 1986 and related IRS regulations. FMPA and its members require professional services for computing the yields on its debt, amount of rebate and amount of spend-down penalty, and the legal opinion on such computations on certain outstanding bond issues. Explanation A small segment of the finance team reviewed and evaluated the proposals and ranked them according to the criteria stated in the RFP, including the firm s experience in arbitrage consulting with comparable entities, the experience of personnel assigned to FMPA, the firm s ability to meet set deadlines and the responsiveness of the proposed fee structure. Based on the criteria, BLX Group LLC (BLX) was ranked #1. FMPA staff will move forward to solidify a new 5- year contract with two 1-year renewal options with the BLX. Requested Action No action is requested. Item is for information purposes only. INITIALS/lsh Page 93 of 117

94 EC 9b-Update on the Arbitrage RFP FMPA Board and Executive Committee July 18, 2018 Page 94 of 117

95 Next Steps in the Process July 18 Information item to Board and EC on the selected Arbitrage Rebate Services vendor August 31 Selected firm on board November 1 First report due from vendor for period ending August 21st Page 95 of 117 2

96 Great Response to Request For Proposals (RFP) 6 Proposals Received FMPA received 6 proposals from the RFP (in alpha order): Arbitrage Compliance Specialists BLX Group LLC (BLX) Causey Demgen & Moore PC Hawkins Delafield & Wood LLP Integrity Public Finance Consulting LLC PFM Asset Management LLC (PFM) Page 96 of 117 3

97 How Did We Choose? Criteria Used Firm s and assigned staff s experience Responsiveness to proposal Proven ability to meet deadlines Fee Structure Page 97 of 117 4

98 How Did they Stack Up? Top 3 BLX Group LLC Causey Demgen & Moore PC Arbitrage Compliance Specialists or Hawkins Delafield & Wood LLP Page 98 of 117 5

99 Selected Proposer The Finance Team selected BLX Group LLC to continue as Arbitrage Rebate Consultant for 5 years with two 1-year renewal options Page 99 of 117 6

100 QUESTIONS Page 100 of 117 7

101 AGENDA ITEM 9 INFORMATION ITEMS c) ARP Load Forecast Executive Committee July 18, 2018 Page 101 of 117

102 EC 9c ARP Load Forecast FMPA Executive Committee July 18, 2018 Page 102 of 117

103 2018 Forecast ~ the Same as Last Year Customers Are Primary Growth Driver Demand and energy projected to grow at 0.9% per year ARP growth driven from assumed SECO load additions and strong customer growth for some Members Economy is turning the corner Key Indicators mostly up since low point of 2012 Irma and no winter materially impacted 2017 load Income and usage relationship softer, but still there Puerto Rico and Amazon Effect being monitored We have enough capacity through 2027 Page 103 of 117 2

104 Energy Grows at 0.9% Per Year Energy Less Volatile, Easier to Forecast Projected ARP Delivered Net Energy for Load (GWh) Source: 2018 FMPA Load Forecast (Fiscal Year) Excludes Wholesale (e.g. Bartow) 7,000 6,500 6,000 5,500 5,000 4,500 4,000 Note: Historical reflects Current Participants (excludes zero CROD). Page 104 of 117 3

105 CP Demand Grows at 0.9% Per Year Demand More Volatile, Tougher to Forecast Projected ARP Delivered CP Demand (MW) Source: 2018 FMPA Load Forecast (Fiscal Year) Excludes Wholesale (e.g. Bartow) 1,500 1,400 1,300 1,200 1,100 1, Note: Historical reflects Current Participants (excludes zero CROD). Page 105 of 117 4

106 Customers Are Primary Growth Driver Some Members Growing Much Faster Compound Average Growth in Residential Customers Projected ( ) (%) 10.0% 9.0% 8.0% 7.0% 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0% Bushnell w SECO Impact ARP Avg. Bushnell w/o SECO Impact Bushnell w/seco Kissimmee Newberry Green Cove Sprgs Ocala Leesburg Ft. Pierce Keys Energy Ft. Meade Beaches Energy Bushnell w/o SECO Clewiston Havana Starke Page 106 of 117 5

107 Customers Grow More Steadily Usage is About the Same as Pre-Recession Change by Year in Residential Customers and Usage (%) 10.0% 8.0% 6.0% 4.0% 2.0% 0.0% -2.0% -4.0% -6.0% -8.0% Severe Winter Customers Under-occupied accounts (e.g. foreclosures) Usage Warm Summers Note: Historical reflects Current Participants (excludes zero CROD). Page 107 of 117 6

108 Economy is Turning the Corner Key Metrics Suggest Optimism for Future Economic Indicator Home Price Index ($2016) Gross State Product ($M) ($2009) Unemployment (%) Total Employment (000s) Construction Employment (000s) 2008 Value 2012 Value 2017 Value 213, , , , , , % 8.5% 4.2% 10,297 10,256 12, Tourists (millions) Page 108 of 117 Sources: FL Assoc. of Realtors, Bureau of Economic Analysis, Bureau of Labor Statistics, Woods and Poole Economics, Visit Florida 7

109 2017 Not a Good Basis for Long Term Mild Winter & Irma Made 2017 an Outlier We essentially skipped winter in 2017 Retail data and losses data across members reflective of outlier periods Impacts ability to weather-normalize reliably Normalization impacts likely understated as winter peak occurred in March (unusual) Irma materially impacted load across the state Page 109 of 117 8

110 Income Per HH to Res Sales Softens Must Avoid Cherry Picking Time Periods 12% 10% 8% 6% % Chg in Sales per 10% Chg in Key Expl. Variable - KUA Inc. per HH not significant Households driving growth Recovery underscores need to be objective 4% 2% 0% Base Period (20 Yrs) Last 15 Yrs Last 10 Yrs Households (Res Customers) Income per HH (Res Usage) Employment (Comm Sales) Page 110 of 117 9

111 Puerto Rico Influx Could be Big Initial Research Suggests Close Monitoring Prior to Hurricane Maria, approximately 350k citizens originally from Puerto Rico (PR) resided in central FL (500k+ statewide) Early Oct-17 projection of 150k additional citizens with 1/3 settling in central FL According to Wells Fargo, as of Jan-18, 500k PR residents moved to the U.S. since Maria Our members are aware of influx from PR but do not have specific figures or estimates should be monitored closely Conclusions: Based on the estimates above, perhaps 165k PR residents will settle in central FL Depending on the definition of central FL, that could imply a population increase of as much as 5.0% Page 111 of

112 Online Commerce Disrupts Supply Chain Commercial Customer Future Monitored New Way: Vendor to Customer Direct and Personal Relationship. No Stores - Just Warehouses, IT, & Shipping Old Way (before the Internet): Department store aggregates supply from vendors, makes selection choices for you, delivery for larger items This Photo by Unknown Author is licensed under CC BY-SA This Photo by Unknown Author is licensed under CC BY-SA At risk: shopping mall tentpole stores (e.g. Sears), strip mall loads, standalone single-market stores (e.g. ToysRUs, Borders) Page 112 of