DATE: September 11, 2017 BOARD OF LIQUIDATION, CITY DEBT 1300 PERDIDO STREET, ROOM 8E17 NEW ORLEANS, LOUISIANA 70112 REQUEST OR PROPOSALS FOR FINANCIAL ADVISORY SERVICES TO: INTERESTED INDEPENDENT FINANCIAL ADVISORS The Board of Liquidation, City Debt (Board) is requesting proposals for the services of a Financial Advisor as described in the attached Request for Proposal (RFP). Qualified organizations are invited to submit proposals as described in the RFP under the section Proposal Requirements. Proposals are to be addressed to David W. Gernhauser, Secretary, Board of Liquidation, City Debt, City Hall, 1300 Perdido St., Room 8E17, New Orleans, LA 70112. Proposals must be received no later than 4PM CDT, Wednesday, October 11, 2017. Proposals will be reviewed, and those firms whose proposals most appropriately meet the Board s needs will be considered. Thank you for your interest. Sincerely, David W. Gernhauser 1
REQUEST FOR PROPOSAL FOR A FINANCIAL ADVISOR FOR THE BOARD OF LIQUIDATION, CITY DEBT INTRODUCTION The Board of Liquidation, City Debt (Board) is seeking the services of a Financial Advisor to assist in the development of financing alternatives for the following: General Obligation Bonds of the City of New Orleans Special Obligation Bonds of the City of New Orleans; Sewerage & Water Board of New Orleans; Audubon Park Commission and Downtown Development District of New Orleans Revenue Bonds of the Sewerage & Water Board of New Orleans And other financial services as may be deemed desirable by the Board. BACKGROUND The Board was created by the Louisiana Legislature in 1880, and made a body corporate, separate and distinct from the City of New Orleans in 1890. The Board has exclusive control and direction of all matters related to the issuance and repayment of the City s general obligation bonds. Because the Board exists, the repayment of New Orleans s general obligation bonds is separated and excluded from the City s operating budget, and a dedicated source and security for the payment of the City s general obligation bonds is maintained. All ad valorem taxes levied by the City for the payment of its general obligation bonds are transferred to the Board. These property tax receipts must be applied exclusively to the payment of debt service on the City s outstanding general obligation bonds and cannot be applied to pay the City s operating expenses or for any other purpose. The Board has never defaulted in the payment of the City s general obligation bonds. The Board also serves as custodian for special tax accounts and outstanding bonds for the Sewerage & Water Board of New Orleans; Audubon Park Commission; and Downtown Development District of New Orleans. The Board also services and administers the issuance and repayment of Revenue Bonds of the Sewerage & Water Board of New Orleans. Outstanding Debt City of New Orleans General Obligation Bonds $573,443,896.00 Limited Tax Bonds $ 14,824,770.00 Sewerage & Water Board of New Orleans Special Tax Drainage Bonds $ 11,100,000.00 Revenue Bonds Sewerage Service $229,698,000.00 Sewerage Service LADEQ Bonds $ 7,733,000.00 Water Revenue $203,200,000.00 2
Outstanding Debt (continued) Audubon Park Commission Special Tax Aquarium Bonds $ 16,615,000.00 Downtown Development District of New Orleans Special Tax Improvement Bonds $ 3,935,000.00 SCOPE OF SERVICES Role of Financial Advisor 1. The Consultant will take an active role in advising the Board, as appropriate, on all aspects of work performed by every party in connection with the issuance of general obligation and revenue bonds as defined by the Board s rules. 2. Provide independent financial advice and serve solely the interests of the Board. 3. Manage the bond financing process and negotiate key business points to accomplish the Board s objectives. 4. The Consultant will be retained on an "on-call basis" to perform its duties and provide its expertise to the Board, Board members, Board staff, bond counsel, underwriters, and other participants. 5. Upon request, the Consultant will assist the Board in its work on all debt- related matters that are submitted to the Board for approval or for inclusion on the Board s agenda. Services to be Provided The Board seeks to utilize the best combination of options available to adequately address the capital needs of the City of New Orleans; Sewerage & Water Board of New Orleans; Audubon Park Commission; and Downtown Development District of New Orleans. The selected Financial Advisor will be required to perform the following: 1. Develop a plan of finance and prepare financing schedules. 2. Review and give advice on information contained in preliminary and final official statements, notices of sale, and other documents and material required to facilitate the sale of a debt issue and attend meetings as necessary. 3. Evaluate legal approaches permitting various financing structures and propose financing methods, with emphasis on innovation, to be considered for accomplishing the Board s objectives. This will be done in conjunction with the Board s staff and legal counsel. 4. Assist in the planning of competitive and negotiated sales. Review the financial feasibility of revenue projects and assist in structuring an appropriate debt structure to meet the Board s needs. 5. Assist in preparing presentations and representing the interests of the Board to credit rating agencies, credit enhancement providers, trustees, and paying agents. 3
6. Review legal documents. 7. Analyze and report on the advantages and disadvantages of each proposed financing. 8. Evaluate the projected cash flow from any revenue sources that may constitute security for any obligation incurred. 9. Review existing revenue sharing agreements, tax rebate agreements and debt commitments to determine potential impacts, if any, on the proposed financing and make appropriate recommendations to the Board s financing team. 10. Work with the Board s bond counsel and financing team in recommending size, structure, specific terms and conditions of a debt issue. Present information regarding methods of sale, including publicly offered and privately negotiated options. 11. Assist the Board in selection of formation of financing team, including preparing a list of services required of underwriter, trustee, verification agent and other professionals, as agreed upon. 12. Advise the Board s financing team on areas of industry specific knowledge that affects the financing and marketing of the project s debt. 13. Assist bond counsel in preparing the text of an official statement as required, in particular the official statement and disclosure documents. Official statements will include a description of the securities, the project, and pertinent financial and economic data. In the preparation of an official statement, assist the Board in ascertaining material facts and circumstances regarding the project. The official statement will be printed and mailed, together with copies of the official notice of sale and basic legal documents, to a comprehensive list of prospective bidders on negotiated sales and electronically on competitive sales. 14. Prepare credit profiles and assist the Board in making presentation to bond insurance companies and/or rating agencies. These agencies may require sufficient information to provide the highest possible rating on any securities prior to the sale of such securities. 15. Prior to the sale of securities, assist in representing the Board at information meetings in various locations if such meetings are necessary or desirable. 16. Assist in negotiations with bond insurers and/or letter of credit providers. 17. Manage competitive or negotiated sale process. Arrange for advertising and pre-marketing of issue. Represent the Board at the bid opening for a public sale, analyze the bids, identify the most favorable bid, and make a recommendation as to the award of the bid. Act as the Board s agent if bid negotiations are required. After the bid is awarded, prepare an actual debt service table based on accepted coupon rates. In the event of a negotiated offering, assist the Board in negotiating appropriate terms, reviewing spreads, comparing deals, analyzing market levels, and clarifying syndicate roles with selected underwriter. 18. Assist the Board in closing the financing, which includes assistance in selecting a bond printer and in advising the Board on the investment of bond proceeds pending expenditure. 19. Prepare and deliver presentations designed to facilitate an understanding of public sector financing and its implications to the Board members and other custodial boards as may be necessary. 20. Analyze the financing impact of project costs, cash flow projections and rate implications. Participate in the development of alternate strategies with the Board s financing team. 4
FA Reporting The Financial Advisor will report directly to the Secretary of the Board. PROPOSAL REQUIREMENTS A. Scope of Services Consultant shall provide a clear, concise response to the scope of service requirements set forth above. In the event of joint proposals between two or more firms, indicate the role that each subconsultant or co-proposer would perform. The Board reserves the right to select or choose between co-proposers and sub-consultants. B. Qualifications 1. The proposer must have experience in providing financial advisory services to governmental entities in all aspects of debt issuance. This experience shall include but not be limited to all of the following: - Providing fundamental and technical research; - Assisting in evaluating capital funding alternatives and developing financing plans. - Providing advice on method of sale; - Participating in the development of Request for Proposals, Solicitations for Offers, and Requests for Qualifications or similar documents; - Evaluating proposal submissions; - Recommending the timing of bond sales, refunding, restructurings; - Identifying tasks, responsibilities, and dates for completion of activities leading up to a bond sale, refunding; - Designing debt structures and related derivative structures; - Providing advice on approaches to rating agencies; - Assisting in rating agency and insurer presentations; - Evaluating the use of and obtaining bids for credit enhancements; - Assisting in reviewing documents, including preliminary and final official statements; - Evaluating bids, including accuracy of TIC calculation, and recommend award (competitive sales); - Reviewing pricing and allocation of bonds (negotiated sales); - Assisting with closing arrangements; - Providing advice on investment of bond proceeds; - Providing advice related to compliance with arbitrage regulations; - Providing advice related to proposed or actual derivative instruments; and - Providing derivative evaluation services. 2. The proposer, any partnering firms, and subcontractors must be a Registered Municipal Advisor pursuant to Rule 15Ba1-1(d)(3)(vi)(B) of the U.S. Securities and Exchange Commission. The consultant must identify the financing team and any other key personnel involved in this project, including sub-consultants and co-proposers. The people identified in this team will be allowed to participate in the event the team is invited to interview. 5
3. A brief resume will be required for each person, listing specific qualifications and experience in similar dollar volume and duration of time projects. Experience with other State and local governments and Louisiana debt issuance should also be included. 4. It is a goal of the Board to include up to 35% participation of Disadvantaged Business Enterprises (DBE) on this contract. All bidders are to make a good faith effort to ensure the full and equitable participation by DBE in their proposal. a) Describe either you or your firm s status as a DBE or describe any relationships that you or your firm has with firms regarding proposed co-financial advisor relationships and/or fee splitting arrangements, including the involvement of any DBE firms that would assist in any capacity with services to be provided to the Board. b) If you or your firm has a co-financial advisor relationship and/or fee splitting arrangement with a DBE firm, provide detailed information about you or your firm s proposed financial and work sharing arrangement with these firms. c) If none are described, state you or your firm s willingness to work with a DBE firm as directed by the Board. d) Otherwise state that you or your firm will provide all services described above without the involvement or assistance of any other firm or financial advisors. e) Changes in members of the team will require advance approval by the Board. C. References Consultant are to include the name, address and telephone number of three to five clients for whom services similar to those described in the Request for Proposal, have been performed. In addition, consultant shall provide an official statement of the most relevant previous financing. D. Disclosure E. Fee The Consultant will disclose any professional or personal financial interest which could be a possible conflict of interest in representing the Board. Consultant shall further disclose arrangements to derive additional compensation from various investment and reinvestment products, including financial contracts. The Consultant will prepare a total fee statement for each of the proposed financings as discussed in the Introduction. Fees stated are to cover the financial plan for each individual project in its entirety. Alternate Fee proposals should be made for competitive vs. negotiated sale. If a contingent fee is contemplated, it is to be clearly stated in your proposal. F. Contract Period The engagement contract will be awarded for the contract period of three fiscal years beginning on or about January 1, 2018, through December 31, 2020. The Board will award the contract to the firm qualifying through the RFP proposal. The Board reserves the right to cancel the contract at any time or to extend the contact period up to an additional two years. F. Proposal Submission Firms/individuals who are interested in providing services requested under this RFP must submit a proposal containing the mandatory information specified in this section. Two (2) printed copies and one (1) electronic version of the completed proposal with length not to exceed 10 pages must be submitted no later than 4PM CDT, Wednesday, October 11, 2017, to: 6
David W. Gernhauser Secretary Board of Liquidation, City Debt 1300 Perdido Street Room 8E17 New Orleans, LA 70112 Emailed copies will be accepted if immediately followed by an original. Email davidg@bolcd.com Website http://bolcd.com/bondratingsandsales.aspx?tab=3 Respondents are advised that all submissions may be made available to the public on request upon completion of the process and award of an Agreement. Each page of the proposal should state the name of the proposer, and the page number. Each offer should be submitted using the most favorable cost and technical terms. The Board reserves the right to request additional data or material to support proposals. All material submitted in response to this RFP will become the property of the Board. The Board will not accept Responses submitted by facsimile. All Responses must be received by the Board on or before the Submission Deadline. The Board will not accept Responses delivered after the Submission Deadline. The Board will not credit delivery claims not clearly documented by original receipt. The Board reserves the right to waive any irregularities in any proposal, to reject any or all proposals, to cancel this RFP in whole or in part at any time, and to accept the proposal which, in the judgment of the Board, even though it does not offer the lowest dollar cost, is deemed the most advantageous for the Board. Tentative Timetable (subject to change) September 11, 2017 September 18, 2017 September 25, 2017 October 11, 2017 October 12-27, 2017 November 8, 2017 Publish Request for Proposal Questions Regarding Proposals Responses due to Questions Regarding Proposals Proposals Due Review of Proposals Board meeting to make selection; notify respondents Note: The Board of Liquidation reserves the right to revise this RFP and/or this schedule. Revisions, if any, before the Proposal Submission Deadline will be formalized by the issuance of an addendum, supplement, or amendment to the RFP and will be posted on the Board website: http://bolcd.com/bondratingsandsales.aspx?tab=3 The Board reserves the right to reject any or all responses; cancel this RFP; and/or any resulting solicitation at any time at will, with or without notice. RFP REVIEW AND SELECTION CRITERIA All proposals will be evaluated by the Board s President, Secretary and Staff of the Board based on the following selection criteria: 40% Experience and Qualifications of professionals to be assigned to the engagement. 35% Approach and Methodology 15% Fees for services. 10% DBE The Board may, at its option, request one or more respondents to make an oral presentation, by phone if necessary. This presentation will be at the expense of the respondent. 7
The Board s President and Secretary will then present to the members of the Board, a summary of the proposals based on this criteria, for their final decision. Additionally, the Board reserves the right to negotiate all final terms and conditions of any agreement entered into. Nothing in the Request for Proposals shall be deemed to commit the Board to engage any Financial Advisor. LIMITATIONS The Financial Advisor shall not be permitted to participate directly or indirectly in any manner in the purchase or underwriting of any financing debt or bonds relating to any phase of the Board s projects for which Financial Advisor services are provided. Should you have any questions, please contact: David W. Gernhauser Secretary Board of Liquidation, City Debt 1300 Perdido Street Room 8E17 New Orleans, LA 70112 (504) 658-1410 Davidg@bolcd.com 8