Massachusetts State Treasurer s Office. Debt Management Department

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1 Massachusetts State Treasurer s Office Debt Management Department Base Assumptions for the FY14 Plan of Finance & Bank Evaluation Scorecards Updated as of July 29, 2013 A. FY14 Plan of Finance Base Assumptions* New Money Bond Issuance: GO Bond Program. The State Treasurer s Office (STO) is expecting to borrow by issuing $3.16 bn in bonds in FY2014 to support the Commonwealth s capital budget. The actual amount of borrowing, however, will be based on net bond proceeds received and not based on par amount. Of this amount, approximately $2.48 bn is expected to be issued via the General Obligation (G.O.) bond program. The remaining amount is expected to be issued as Commonwealth Transportation Fund Bonds or Grant Anticipation Notes, or both, for the Accelerated Bridge Program. In terms of timing, the STO s initial base assumption is that the $2.48 bn in G.O. bonds will be issued in four equal borrowings over each quarter of FY2014. This is subject to change as a portion of what is expected to be issued represents borrowing capacity from FY2013 that was moved into FY2014 based on the pace of capital expenditures in the prior fiscal year. If needed, the STO will borrow more in the first quarter or first half of FY2014 to support capital spending if/when it accelerates to its original pace. As we have articulated in the past, bond structuring decisions in terms of the interest rate structure of the new-money bonds expected to be issued in the fiscal year fixed-rate bonds and floating-rate bonds will be made within the framework of the STO s Asset / Liability Management plan. Balancing the state s floating rate assets with its floating rate liabilities is one of the primary long-term strategies and goals of *Please note these are preliminary and subject to change. 1

2 the STO. To that end, debt management decisions in FY2014 will be made with the goal of optimizing funding from a full balance sheet perspective. Based on the Commonwealth s current balance sheet, Massachusetts is more than $3 bn away from achieving a natural ALM hedge. The STO expects to chip away at that imbalance in a prudent manner in each of the next five years. As was done in FY2013, the STO will try to structure new-money borrowings around the pre-determined disclosure schedule that has been published to the market and is available on the massbondholder.com website. This includes a continuous offering bond program, should one be developed in FY2014. The STO developed its set schedule of Commonwealth disclosure in response to investor feedback that it would be helpful to investors cash management/investment plans if the STO were more predictable with respect to Commonwealth borrowings. It is important to note, however, that other factors will also help determine the timing of new-money borrowings in FY13. These factors include market conditions and the pace of the state s capital spending. Refundings will be driven largely by market conditions. This is spelled out more fully in the STO s Method of Sale debt management policy. In terms of method of sale, the STO will continue to sell bonds via competitive auction as much as possible. This is consistent with Massachusetts statute and is the STO s default assumption. For the STO to consider selling bonds via negotiated sale there needs to be a compelling reason that that method of sale would achieve a better result for taxpayers than a competitive auction. Accelerated Bridge Program. The STO is assuming it will need to borrow approximately $680.4 mm for the Accelerated Bridge Program in FY2014 based on the preliminary capital expenditure schedule for that program provided by MassDOT. The structure of the bonds to be issued to fund the ABP program in FY13 Commonwealth Transportation Fund Revenue Bonds or Federal Highway Grant Anticipation Notes or both will be determined closer to the financing date and will be based on investor demand for the different structures as well as the types of bridge projects being constructed over the fiscal year by MassDOT. Cash Flow Borrowing: Although the Commonwealth has changed the frequency at which it distributes local aid to Massachusetts cities and towns local aid is the state s largest source of cash outflows it will likely still need to augment its operating cash balances in the first half of the fiscal year to offset the timing imbalance of its tax revenue collections. As a base assumption, the STO is assuming it will need to issue $1.2 bn in fixed-rate Revenue Anticipation Notes in and around September 2013 that will be payable in the fourth quarter of FY2014. The STO expects to sell RANs via competitive auction or auctions in small block sizes, such as $50 million. The STO is assuming the Commercial Paper (CP) Program - two series of $200 mm per series - will be available as a temporary financing vehicle in FY2014 to be used on an as-needed basis, but at this time has no plans to issue CP for bond anticipation notes (BANs) or RANs. 2

3 B. STO s Financing Goals for Fiscal 2013 The following represent the STO s goals and objectives for its debt management program in FY2014. Please note this is a summary of the STO s financing goals and is not an exhaustive list. These are also preliminary and subject to change: Borrow at the lowest possible cost with the least amount of risk Maintain access to capital and bank liquidity Manage the Commonwealth s credit ratings to meet its strategic objectives while maintaining the highest possible creditworthiness that provides the most favorable cost of capital and borrowing terms Undertake strong, consistent pre-sale marketing and investor outreach efforts for each bond sale Seek refunding opportunities based on consistent, criteria-based analysis Host the Commonwealth s third annual investor conference Increase call optionality of the Commonwealth s debt portfolio, utilizing shorter call structures Sell more bonds at par, or closer to par, particularly long callable bonds Continue to expand and diversify the investor base Continue to diversify the Commonwealth s capital structure so that the debt mix (i.e., short-term and long-term, fixed-rate, floating-rate, and synthetic) is optimized Be the market leader in investor disclosure Assist with the completion of the Commonwealth s first-ever statutorily-required debt affordability analysis (per the new Capital Debt Affordability Committee) Continue to follow an Asset Liability Management framework for new bond structures, seeking to reduce interest rate risk from a full balance sheet perspective Diversify and strengthen bank liquidity providers and swap counterparties Sell more bonds to individual Massachusetts retail investors Update the STO s debt management policies 3

4 C. Bank Performance Evaluations As was discussed in the 2012 RFQ for Investment Banking, the STO will continue to evaluate each bank s performance in providing investment banking services to the Commonwealth. Underwriting/banking services provided to the STO as part of on-going banking coverage, as well as services provided in negotiated bond sales, will both be measured by the STO. These evaluations will be used in part by the STO to determine underwriting syndicates going forward, particularly on new-money bond transactions. Different evaluation measures will be listed on different scorecards so that the STO can effectively measure different banking services. The purpose of developing an evaluation scorecard is to have in place a consistent and transparent set of measures against which the STO will be comparing each firm s level of banking service provided by the Commonwealth. Each of the scorecards below will be used to help the STO staff recommend to the State Treasurer an initial underwriting syndicate for negotiated bond sales, based on past performance of each of the banks pre-qualified pursuant to the RFQ for investment banking. The ultimate selection of an underwriting syndicate, including the lead bank to serve as senior manager, will include and incorporate factors beyond the scorecards which capture historic performance. Some assessment of future abilities in terms of underwriting will be factored into final syndicate decisions. As a means of encouraging firms to develop innovative and implementable refinancing ideas that will lower the Commonwealth s interest costs, lower risk, or both, the STO will also consider using the firm or firms which develop innovative refinancing ideas based on the STO s published refunding criteria to lead a refunding transaction if it is deemed to be in the best interest of the Commonwealth. Although each firm has been pre-qualified pursuant to the recent RFQ for investment banking, no firm should assume it will automatically have a role in each of the Commonwealth s bond sales going forward. Instead, each firm will have to demonstrate their value to the STO to secure a place in an underwriting syndicate by providing banking coverage that meets the needs of the STO. The burden to demonstrate value added is on every pre-qualified Senior Manager, Co-Senior Manager, and Co-Manager. Please note that the evaluations will include a number of measures that may be weighed differently. Some measures will require an evaluation based on a range of numerical values, some may be measured by nonnumeric descriptive metrics while others may be measured simply by a yes/no answer. The factors are listed in order of importance in terms of value of banking services to the STO. The STO s goal is to use the scorecards to create as much competition as possible among the banks that have been pre-qualified while also being as transparent as possible about how banking coverage will be measured. The STO staff will gauge and measure bank performance using the scorecards on an ongoing basis. Firms may be asked to provide self-evaluation on certain portions of the scorecards on a regular basis. Firms are not permitted to appeal an evaluation. Please note the STO is under no obligation to develop or use these scorecards. Instead, the scorecards are being developed as a best practice in terms of bank selection for negotiated bond financings. The 4

5 scorecards are subject to change or modification if the STO determines that an evaluation measure or measures are not providing the STO with useful information, or if the STO believes additional measures should be included to improve the evaluation process. Whether to adjust or modify the evaluation process and/or criteria is at the sole discretion of the STO. When and if changes to the evaluation process and/or criteria are made, the STO will communicate them directly with all of the pre-qualified firms. All questions and concerns should be directed to Colin MacNaught, the Assistant State Treasurer for Debt Management. The three scorecards are below. 5

6 Banking Scorecards I. Evaluating On-Going Banking Coverage Underwriting: Commonwealth of Massachusetts Competitive Bond Sales Firm submitted the winning bid on a competitive bond sale Firm submitted the cover bid on a competitive bond sale Firm submitted a meaningful bid on a competitive bond sale The determination of whether a bid is meaningful to the Commonwealth or not is at the sole discretion of the STO Firm was part of the syndicate that provided the winning bid on a competitive bond sale Firm was part of the syndicate that provided the cover bid on a competitive bond sale Underwriting: Commonwealth of Massachusetts Competitive Note Sales Firm submitted a winning bid on a competitive note sale, winning $400 mm or more in notes Firm submitted a winning bid on a competitive note sale, winning $200 mm to $400 mm in notes Firm submitted a winning bid on a competitive note sale, winning $50 mm to $200 mm in notes Firm submitted a winning bid on a competitive note sale, winning $50 mm in notes Liquidity: Making a Market in Commonwealth of Massachusetts G.O. Bonds in the Secondary Market Third party survey of the largest Commonwealth of Massachusetts G.O. bondholders, conducted quarterly Survey of firms trading activity, conducted quarterly, excluding primary market transactions. STO will ask firms to differentiate between buy and sell trades Optional: Firm provided high-quality analysis of Commonwealth of Massachusetts G.O. bonds secondary market trading activity, by spread to an index, by overall volume, or volume per specific maturities, in general and relative to peer states Refundings Firm provided innovative refinancing ideas, based on the STO s published refunding efficiency criteria, and the STO decided to pursue the refinancing High-Quality Financing Ideas Firm generated high-quality, innovative and implementable financing/marketing/credit/structuring ideas that will allow the STO to achieve its financing goals such as lowering its borrowing costs; increasing the call optionality of the debt 6

7 portfolio; improving the asset-liability match of the state s balance sheet; and/or expanding/diversifying its investor base (institutional or retail) Providing Balance Sheet Away from a Sale Firm provided liquidity or credit enhancement to the STO in the form of a line of credit, standby bond purchase agreement, direct purchase agreement or other structure for Commonwealth bonds or notes at favorable pricing and business and legal terms in the capacity needed by the STO Investor Outreach/Intelligence Away from a specific financing, the firm provided high-quality and actionable ideas to expand or diversify the Commonwealth s bond investor base, including specific reverse inquiry, details of specific investor targets and interest in bonds by structure or maturity or general feedback from investors regarding overall levels of interest 7

8 II. Evaluating the Performance of the Senior Manager in a Negotiated Bond Sale Pre-Pricing Marketing Quality, timeliness, and depth of pre-pricing marketing strategy Significant investor outreach, including to the STO s target investors Quality of the detailed investor reads per maturity, including couponing preferences, provided to the STO five to seven days in advance of the pricing A comparison of the investor targets prepared pre-pricing versus actual investors Institutional Investor orders Total number of new investors (total new investors, new investors relative to previous pricing, and Commonwealth target investors) Post-pricing analysis (which firms bought bonds, new buyers, etc.) Retail Investor Orders (if applicable) Amount of retail orders by total number of orders and by par amount Amount of retail orders below $100,000 (individual retail) Pricing Results A comparison of the accuracy of the firm s initial price views to the final pricing results A comparison of the pricing results to recent Commonwealth of Massachusetts transactions A comparison of the pricing results to transactions of similar credits occurring at roughly the same time in the market Sealed bid results (if applicable) An analysis of how the bonds price in the secondary market relative to initial pricing in the days following the pricing Overall level of firm preparation for the pricing The STO will ask the following: Did the Senior Manager efficiently execute and achieve the STO s goals in terms of bond structure, such as preferable coupons, shorter calls, etc.? Was the Senior Manager willing to commit capital to ensure a successful pricing? Did the Senior Manager provide high-quality and implementable reverse inquiry from investors on bond structure? Were the analytics of the bond structuring/cash flows strong and did the Senior Manager advise on actionable market opportunities and structuring alternatives? Did the Senior Manager provide complex modeling and generate accurate and complete structuring alternatives quickly? 8

9 Did the Senior Manager distribute cash flows, financing schedules, supplemental documents or information for any approvals in a timely fashion to the STO and the financing team? Did the Senior Manager lead the underwriting syndicate efficiently and transparently, communicating and coordinating with other team members, setting clear goals for pricing, developing a detailed plan of finance, etc.? Other Measures: Accessibility of key personnel Meeting of key deadlines, adaptability to changes in the schedule Post-pricing production, closing document review and closing coordination Adherence to the STO s adopted policies and procedures Underwriter fees 9

10 III. Evaluating the Performance of Co-Seniors and Co-Managers in a Negotiated Sale Pricing Results A comparison of the accuracy of the firm s initial price views to the final pricing results Sealed bid results (if applicable) Pricing Support Amount of priority orders submitted, including retail (if applicable), placed by each firm Amount of member orders submitted early and in maturities where bonds remain, at or above the firm s individual underwriter liability Total amount of investor designations relative to other Co-Seniors or other Co-Managers The STO will ask the following: Did the firm submit orders from new institutional investors? Did the firm provide high-quality or implementable reverse inquiry regarding bond structure from institutional investors? Did the firm provide any innovative structuring input that lead to lower costs or encouraged more investor participation in the pricing Did the firm contribute in a meaningful way to the institutional investor outreach effort? If bonds were offered during a retail order period, did the firm contribute to the marketing or outreach efforts? Did the firm customize a website landing page or make other contributions such as advertising? Did the Co-Senior Manager or Co-Manager support the underwriting syndicate, including the Senior Manager, in working towards the goals of the plan of finance developed by the STO and the Senior Manager? Other Measures: Accessibility of key personnel Meeting of key deadlines, adaptability to changes in the schedule Adherence to the STO s adopted policies and procedures 10