General Obligation Debt Issuance October Budget, Finance & Audit Committee September 27, 2010
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2 General Obligation Debt Issuance October 2010 Budget, Finance & Audit Committee September 27, 2010
3 Purpose The purpose of the briefing is to provide information regarding the sales of up to: $400 million in General Obligation Refunding Bonds $80 million in Taxable General Obligation Refunding Bonds $19.34 million in Equipment Acquisition Notes Seek recommendation for parameters ordinances for the sales of these obligations on the October 13 th City Council Addendum 2
4 General Obligation Refunding Bonds Bond sale size currently estimated up to $400 million based on current market conditions Refunding candidates include specified maturities from the following bond issues: General Obligation Bonds (Series 2001, 2003, 2004, 2005, 2006, 2007) Certificates of Obligation (Series 2008) 3
5 General Obligation Refunding Bonds Minimum total net present value (NPV) savings of $13.5 million are estimated Exceeds 4.05% NPV savings as a percentage of the bonds being refunded Meets the FMPC criterion of a 4% NPV for advance refunding Co-Financial Advisors will continue to monitor the market to ensure feasibility of refunding Refunding may be restructured or deleted based on market conditions prior to November 9 th 4
6 Taxable General Obligation Refunding Bonds $399,347,609 in taxable general obligation pension bonds were issued in February 2005 to partially fund the City s Employee Retirement Fund s unfunded actuarial accrued liability Three series of bonds were issued, two of which do not include a call provision Series 2005C bonds ($75 million in principal maturing in February 2024) are callable on any interest payment date after February 15, 2009 Current market conditions favor a refunding of Series 2005C at this time 5
7 Taxable General Obligation Refunding Bonds Series 2005C bonds issued as step-up coupon bonds $75 million in principal maturing on February 15, 2024 Mandatory redemption of $35,350,000 in 2023 Interest rates on bonds increase from 5.25% at issuance as follows: 5.50% for interest payments on February 15, 2009 through % for interest payments on February 15, 2013 through % for interest payments on February 15, 2016 through % for interest payments on February 15, 2020 through 2024 Refunding will establish fixed rate maturities in years 2020 through 2024 at projected interest rates of 3.7% to 4.35% 6
8 Taxable General Obligation Refunding Bonds Based on current interest rates the estimated savings are: Minimum total net present value (NPV) savings of $14 million are estimated Exceeds 19% NPV savings as a percentage of the bonds being refunded Exceeds the FMPC Criterion of a 4% NPV for advance refunding Co-Financial Advisors will continue to monitor the market to ensure feasibility of refunding Refunding may be restructured or deleted based on market conditions prior to November 9 th 7
9 Equipment Acquisition Notes $19.34 million in Equipment Acquisition Notes will be issued to fund: Court and Detention Services ($7 million) Court case management system replacement Dallas Fire-Rescue ($8.35 million) See Appendix for equipment detail Sanitation Services ($3.985 million) See Appendix for equipment detail Purchases included in adopted FY budget 8
10 Bond Sale Overview The Co-Financial Advisors recommend a negotiated sale due to the issuance of refunding bonds In a negotiated sale, the issuer sells bonds to an underwriting syndicate at rates and terms that are negotiated Underwriting syndicate is selected in advance of the sale Underwriters price the bonds on the day of the sale based on investor demand Allows for flexibility in the structuring and timing of the sale 9
11 Underwriting Syndicate On April 21 st, City Council approved two underwriting teams for future negotiated sales. Council approval provided that: Team A would underwrite the first negotiated sale, which occurred in June ($ million Waterworks and Sewer System Revenue Refunding Bonds, Series 2010) Team B would underwrite the second negotiated transaction Bookrunning senior manager position would rotate between national and M/WBE firms Co-senior manager would be the highest ranking national or regional firm if the bookrunning senior manager position is assigned to the M/WBE firm 10
12 Underwriting Syndicate Team B consists of the following firms: National Citigroup Global Markets, Inc. Wells Fargo Bank, N.A. Goldman, Sachs & Co. Regional Morgan Keegan & Co., Inc. Piper Jaffray Stifel, Nicolaus & Co., Inc. MWBE Loop Capital Markets, LLC Samuel A. Ramirez & Co. Jackson Securities, LLC 11
13 Underwriting Syndicate Team B is proposed to underwrite the bond sales: Co-Senior Managers: Loop Capital Markets, LLC (Bookrunning Senior Manager) Citigroup Global Markets, Inc. Co-Managers: Wells Fargo Bank, N.A. Goldman, Sachs & Co. Morgan Keegan & Co., Inc. Piper Jaffray Stifel, Nicolaus & Co., Inc. Samuel A. Ramirez & Co. Jackson Securities, LLC 12
14 Bond Sale Summary Proposed bond sales include: General Obligation Refunding Bonds up to $400 million Taxable General Obligation Refunding Bonds up to $80 million Equipment Acquisition Notes in the amount of $19.34 million Issuance costs of $954,170 will be paid from bond proceeds and interest earnings on the notes proceeds (schedule attached) Refunding does not extend the maturity of existing debt Equipment Acquisition Notes mature over five years 13
15 Schedule of Events October 13 October 28 November 1 November 9 November 10 December 1 Council approves Parameters Ordinances Receive bond ratings Preliminary Official Statement Posted to i-deal Pricing Execute Bond Purchase Agreements Deliver bonds and receive proceeds 14
16 Recommendation Recommend the approval of parameters ordinances on the October 13 th Council Addendum for the sale of up to: $400 million General Obligation Refunding Bonds, Series 2010C $80 million General Obligation Refunding Bonds, Taxable Series 2010 $19.34 million Equipment Acquisition Notes, Series
17 Appendix Sources and Uses General Obligation Refunding Bonds Page 17 Refunding Results - General Obligation Refunding Bonds Page 18 Savings - General Obligation Refunding Bonds Page 19 Debt Service Schedule General Obligation Refunding Bonds Page 20 Refunding Bond Summary - General Obligation Refunding Bonds Page 21 and 22 Sources and Uses Pension Obligation Refunding Bonds Page 23 Refunding Results - Pension Obligation Refunding Bonds Page 24 Savings - Pension Obligation Refunding Bonds Page 25 Debt Service Schedule Pension Obligation Refunding Bonds Page 26 Refunding Bond Summary - Pension Obligation Refunding Bonds Page 27 Sources and Uses Equipment Acquisition Notes Page 28 Debt Service Schedule Equipment Acquisition Notes Page 29 Equipment Acquisition Notes Summary Page 30 Estimated Issuance Costs Page 31 16
18 SOURCES AND USES OF FUNDS *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, TX General Obligation Refunding Bonds, Series 2010 'Aa1/AA+' Rates as of 12:00pm CT, Sept 16, 2010 No Savings in 2011 with Open Market Escrow Ref All Bonds With Positve Savings Dated Date 11/1/2010 Delivery Date 11/18/2010 Sources: Bond Proceeds: Par Amount Accrued Interest Premium 321,805, , ,102, ,667, Other Sources of Funds: I&S Fund ,667, Uses: Refunding Escrow Deposits: Cash Deposit Open Market Purchases ,534, ,534, Other Fund Deposits: Accrued Interest 759, Delivery Date Expenses: Cost of Issuance Underwriter's Discount 600, ,769, ,369, Other Uses of Funds: Additional Proceeds 3, ,667, Prepared by FirstSouthwest 17
19 SUMMARY OF REFUNDING RESULTS *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, TX General Obligation Refunding Bonds, Series 2010 'Aa1/AA+' Rates as of 12:00pm CT, Sept 16, 2010 No Savings in 2011 with Open Market Escrow Ref All Bonds With Positve Savings Dated Date 11/1/2010 Delivery Date 11/18/2010 Arbitrage yield % Escrow yield % Bond Par Amount 321,805, True Interest Cost % Net Interest Cost % All In TIC % Average Coupon % Average Life Par amount of refunded bonds 336,280, Average coupon of refunded bonds % Average life of refunded bonds PV of prior debt to % 386,155, Net PV Savings 13,620, Percentage savings of refunded bonds % Prepared by FirstSouthwest 18
20 Date Prior Debt Service SAVINGS *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, TX General Obligation Refunding Bonds, Series 2010 'Aa1/AA+' Rates as of 12:00pm CT, Sept 16, 2010 No Savings in 2011 with Open Market Escrow Prior Receipts Ref All Bonds With Positve Savings Prior Net Cash Refunding Debt Flow Service Refunding Receipts Refunding Net Cash Flow Savings 9/30/ ,682, ,682, ,442, , ,682, /30/ ,188, ,188, ,177, ,177, ,011, /30/ ,822, ,822, ,855, ,855, ,967, /30/ ,276, ,276, ,762, ,762, ,514, /30/ ,762, ,762, ,761, ,761, /30/ ,946, ,946, ,941, ,941, , /30/ ,763, ,763, ,760, ,760, , /30/ ,786, ,786, ,785, ,785, , /30/ ,482, ,482, ,477, ,477, , /30/ ,133, ,133, ,129, ,129, , /30/ ,268, ,268, ,268, ,268, /30/ ,480, ,480, ,476, ,476, , /30/ ,164, ,164, ,161, ,161, , /30/ ,938, ,938, ,938, ,938, /30/2025 9,696, ,696, ,696, ,696, ,393, ,393, ,633, , ,873, ,519, Savings Summary Savings PV date Savings PV rate PV of savings from cash flow Plus: Refunding funds on hand Net PV Savings 11/18/ % 13,617, , ,620, Prepared by FirstSouthwest 19
21 BOND DEBT SERVICE *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, TX General Obligation Refunding Bonds, Series 2010 'Aa1/AA+' Rates as of 12:00pm CT, Sept 16, 2010 No Savings in 2011 with Open Market Escrow Ref All Bonds With Positve Savings Period Ending Principal Coupon Interest Debt Service 9/30/2011 3,845, % 12,597, ,442, /30/2012 6,440, % 15,737, ,177, /30/2013 6,440, % 15,415, ,855, /30/ ,880, % 14,882, ,762, /30/ ,950, % 13,811, ,761, /30/ ,825, % 12,116, ,941, /30/ ,425, % 10,335, ,760, /30/ ,780, % 9,005, ,785, /30/ ,530, % 7,947, ,477, /30/ ,610, % 6,519, ,129, /30/ ,425, % 4,843, ,268, /30/ ,070, % 3,406, ,476, /30/ ,110, % 2,051, ,161, /30/ ,015, % 923, ,938, /30/2025 9,460, % 236, ,696, ,805, ,828, ,633, Prepared by FirstSouthwest 20
22 $64,655,000 General Obligation Bonds, Series 2001: SUMMARY OF BONDS REFUNDED *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, TX General Obligation Refunding Bonds, Series 2010 'Aa1/AA+' Rates as of 12:00pm CT, Sept 16, 2010 No Savings in 2011 with Open Market Escrow Ref All Bonds With Positve Savings Bond Maturity Date Interest Rate Par Amount Call Date Call Price TERM 2/15/ % 3,400, /15/ $173,370,000 General Obligation Bonds, Series 2003: SERIAL 2/15/ % 9,125, /15/ /15/ % 9,125, /15/ /15/ % 9,125, /15/ /15/ % 9,125, /15/ /15/ % 9,125, /15/ /15/ % 9,125, /15/ /15/ % 9,125, /15/ /15/ % 9,125, /15/ /15/ % 9,125, /15/ /15/ % 9,125, /15/ /15/ % 9,120, /15/ ,370, $162,580,000 General Obligation Bonds, Series 2004: SERIAL 2/15/ % 6,390, /15/ % 6,390, /15/ % 8,555, /15/ /15/ % 8,555, /15/ /15/ % 8,555, /15/ /15/ % 8,555, /15/ /15/ % 8,555, /15/ /15/ % 8,555, /15/ /15/ % 8,555, /15/ ,665, $179,810,000 General Obligation Bonds, Series 2005: SERIAL 2/15/ % 9,465, /15/ /15/ % 9,465, /15/ /15/ % 9,465, /15/ /15/ % 9,465, /15/ /15/ % 9,460, /15/ /15/ % 9,460, /15/ /15/ % 9,460, /15/ /15/ % 9,460, /15/ /15/ % 9,460, /15/ ,160, $221,830,000 General Obligation Bonds, Series 2006: SERIAL 2/15/ % 11,675, /15/ /15/ % 11,675, /15/ /15/ % 11,675, /15/ /15/ % 11,675, /15/ /15/ % 11,675, /15/ ,375, Prepared by FirstSouthwest 21
23 SUMMARY OF BONDS REFUNDED *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, TX General Obligation Refunding Bonds, Series 2010 'Aa1/AA+' Rates as of 12:00pm CT, Sept 16, 2010 No Savings in 2011 with Open Market Escrow Ref All Bonds With Positve Savings $130,775,000 General Obligation Bonds, Series 2007: SERIAL 2/15/ % 6,540, /15/ $40,280,000 Combination Tax and Revenue Certificates of Obligation, Series 2008: SERIAL 2/15/ % 1,295, /20/ /15/ % 1,335, /20/ /15/ % 1,385, /20/ /15/ % 1,430, /20/ /15/ % 1,485, /20/ /15/ % 1,540, /20/ /15/ % 1,300, /20/ ,770, ,280, Prepared by FirstSouthwest 22
24 SOURCES AND USES OF FUNDS *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, Texas Pension Obligation Refunding Bonds, Series 2011 (Taxable) Aa1/AA+ Uninsured Rates as of 12:04pm CT, 9/16/10 Assumes 10 Year Par Call Dated Date 11/18/2010 Delivery Date 11/18/2010 Sources: Bond Proceeds: Par Amount 77,880, Other Sources of Funds: DSF ,880, Uses: Refunding Escrow Deposits: PV cost of cashflows 77,062, Delivery Date Expenses: Cost of Issuance Underwriter's Discount 233, , , Other Uses of Funds: Additional Proceeds ,880, Prepared by FirstSouthwest 23
25 SUMMARY OF REFUNDING RESULTS *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, Texas Pension Obligation Refunding Bonds, Series 2011 (Taxable) Aa1/AA+ Uninsured Rates as of 12:04pm CT, 9/16/10 Assumes 10 Year Par Call Dated Date 11/18/2010 Delivery Date 11/18/2010 Arbitrage yield % Escrow yield Bond Par Amount 77,880, True Interest Cost % Net Interest Cost % All In TIC % Average Coupon % Average Life Par amount of refunded bonds 75,000, Average coupon of refunded bonds Average life of refunded bonds PV of prior debt to % 91,704, Net PV Savings 14,642, Percentage savings of refunded bonds % Prepared by FirstSouthwest 24
26 Date SAVINGS *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, Texas Pension Obligation Refunding Bonds, Series 2011 (Taxable) Aa1/AA+ Uninsured Rates as of 12:04pm CT, 9/16/10 Prior Debt Service Assumes 10 Year Par Call Prior Prior Net Cash Receipts Flow Refunding Debt Service Savings 9/30/2011 4,125, ,124, ,124, /30/2012 4,125, ,125, ,271, , /30/2013 4,312, ,312, ,271, ,041, /30/2014 4,500, ,500, ,271, ,228, /30/2015 4,500, ,500, ,271, ,228, /30/2016 4,781, ,781, ,271, ,509, /30/2017 5,062, ,062, ,271, ,791, /30/2018 5,062, ,062, ,271, ,791, /30/2019 5,062, ,062, ,271, ,791, /30/2020 5,531, ,531, ,624, ,906, /30/2021 6,000, ,000, ,091, ,908, /30/2022 6,000, ,000, ,090, ,909, /30/ ,936, ,936, ,030, ,905, /30/ ,236, ,236, ,327, ,908, ,234, ,233, ,459, ,774, Savings Summary Savings PV date Savings PV rate PV of savings from cash flow Plus: Refunding funds on hand Net PV Savings 11/18/ % 14,641, ,642, Prepared by FirstSouthwest 25
27 BOND DEBT SERVICE *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, Texas Pension Obligation Refunding Bonds, Series 2011 (Taxable) Aa1/AA+ Uninsured Rates as of 12:04pm CT, 9/16/10 Assumes 10 Year Par Call Period Ending Principal Coupon Interest Debt Service 9/30/2011 1,695, % 2,429, ,124, /30/2012 3,271, ,271, /30/2013 3,271, ,271, /30/2014 3,271, ,271, /30/2015 3,271, ,271, /30/2016 3,271, ,271, /30/2017 3,271, ,271, /30/2018 3,271, ,271, /30/2019 3,271, ,271, /30/ , % 3,264, ,624, /30/ , % 3,241, ,091, /30/ , % 3,205, ,090, /30/ ,600, % 2,430, ,030, /30/ ,490, % 837, ,327, ,880,000 41,579, ,459, Prepared by FirstSouthwest 26
28 SUMMARY OF BONDS REFUNDED *** PRELIMINARY FOR DISCUSSION PURPOSES ONLY *** City of Dallas, Texas Pension Obligation Refunding Bonds, Series 2011 (Taxable) Aa1/AA+ Uninsured Rates as of 12:04pm CT, 9/16/10 Assumes 10 Year Par Call Maturity Interest Bond Date Rate Par Amount Call Date Call Price $75,000,000 Taxable General Obligation Pension Bonds, Series 2005C (Step up), 2005C: SERIAL 2/15/ ,350, /15/ /15/ ,650, /15/ ,000, Prepared by FirstSouthwest 27
29 SOURCES AND USES OF FUNDS General Obligation City of Dallas, Texas Equipment Acquisition Contractual Obligations, Series 2010 Dated Date 11/1/2010 Delivery Date 11/18/2010 Sources: Bond Proceeds: Par Amount Accrued Interest Premium Sanitation Services Equipment Court and Detention Equipment Fire Equipment Total 3,880, ,765, ,075, ,720, , , , , , , , , ,024, ,059, ,426, ,510, Uses: Project Fund Deposits: Project Fund Equipment Notes Sanitary System Projects Equipment Notes Court Projects Equipment Notes Fire Dept Projects Total 3,985, ,000, ,350, ,335, Other Fund Deposits: Accrued Interest 4, , , , Delivery Date Expenses: Underwriter's Discount Cost of Issuance 21, , , , , , , , , , , , Other Uses of Funds: Additional Proceeds 4, , , , ,024, ,059, ,426, ,510, Prepared by FirstSouthwest 28
30 BOND DEBT SERVICE General Obligation City of Dallas, Texas Equipment Acquisition Contractual Obligations, Series 2010 Period Ending Principal Coupon Interest Debt Service 9/30/ , % 330, ,110, /30/2012 4,490, % 403, ,893, /30/2013 4,485, % 313, ,798, /30/2014 4,485, % 224, ,709, /30/2015 4,480, % 134, ,614, ,720,000 1,406, ,126, Prepared by FirstSouthwest 29
31 FY Equipment Acquisition Notes Summary Equipment Acquisition Notes Fire & Rescue Department Fire Engines (8 units) Quint Engine (1 unit) Aerial Trucks (3 units) Battalion Vehicles (3 units) EMS SDO Vehicles (2 units) Ford Escapes (8 units) Arson Vehicle (1 unit) Court and Detention Services Court Case Management System $4,192,800 $813,750 $2,899,050 $146,130 $85,000 $176,400 $31,175 $8,344,305 $7,000,000 Sanitation Services Rotobooms (7 units) $606,940 Transfer Trucks & Trailers (7 units) $710,692 Box Vans (2 units) $80,000 Pick Up Trucks (7 unit) $123,960 Broom Trucks (3 unit) $362,154 Light Plants (2 unit) $22,000 Skid Steer Sweeper (1 unit) $50,000 Stationary Knuckle Brooms (1 unit) $170,000 Dozer (1 unit) $586,743 Wheel Loader (1 unit) $715,800 Articulating Dump Truck (1 unit) $555,660 $3,983,949 Total Equipment Acquisition Notes $19,328,254 30
32 Estimated Issuance Costs General Pension Equipment Total Obligation Obligation Acquisition Issuance Refunding Refunding Notes Costs Co-Bond Counsel Vinson and Elkins L.L.P. $ 200,000 $ 40,000 $ 15,000 $ 255,000 West & Associates L.L.P.* 92,123 18,425 4, ,000 Co-Financial Advisors First Southwest Company 157,200 42,000 17, ,801 Estrada Hinojosa* 104,800 28,000 11, ,534 Official Statement Printing TBD 8,011 1, ,000 Structuring fees First Southwest Company 48, ,000 Estrada Hinojosa* 12, ,000 Rating Agencies Moody's Investors Service 53,575 10,715 2,590 66,880 Standard & Poor's 38,415 7,683 1,857 47,955 External Auditor Grant Thornton L.L.P. 7,610 1, ,500 Filing Fee Attorney General 9,500 9,500 9,500 28,500 Total Issuance Costs $ 731,234 $ 159,447 $ 63,489 $ 954,170 *Total M/WBE Participation as % of Total Issuance Costs: 28.46% 31
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