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HomeMy WebLinkAboutResolution No. 1981-45 O. iVI I CROF I j Af ..i y iED 1-18.83 ... RESOLUTION NO. 81-45 A RESOLUTION AUTHORIZING THE APPOINTMENT OF A FISCAL AGENT FOR THE SANITARYI'SEWER PLANT EXPANSION; PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED by the City Council of the City- of Cape Canaveral, Florida, as follows : SECTION 1 William R. Hough & CangamY A , is hereby appointed as the fiscal agent for the City of Cape •;\ Canaveral Sanitary Sewer Expansion Project.as set out in their , proposal for financial advisory services dated Jul 10, 1981 and attached to this Resolution , (Ihcoming No. 810490) . . , . .. SECTION 2 . This Resolution shall be effective = immediately upon its adoption. ADOPTED by the City Council of the City of Cape Canaveral , Florida, this --l8 day of August, 1981 . r, \ i 7 ik if Of i •1 i4 A1 101111111WW 17;yor • ,-,4_,MIEfeleco,‘ 1 ; n U - ', ,,';''' ',..-'.,„ '• .';,i''X'' 4•4.-- ‘4:, /). .`';',g0°.!•'''-At 4'-' ,p . NO _ _____-Y . , C I. y Cte-r,k,, - Doyo X. ion c .• CALVERT MB 4,. _ IEIIIIII III MURPHY All Approved as to form: RUTH ERFOF ) / / A i . 4*.!Px4.e.01/lit / , y .itro 'be4„,. y „, . ...- Iir • . ..1 _ . • • R In, . g/o MICRQFIL�; ED W iIliai{1 il. Hough & Co. EDWARD • VIC.LalIN •^ VICE PRESIDENT 1340 ATLANTIC BANK BUILDING RESIDENT MANAGER JACKSONVILLE, FLORIDA 32202 S. JACK LARKINS 904 - 355-6691 VICE PRESIDENT MITCHELL N. OWENS VICE PRESIDENT ID A.July 10, 1981 DAVICE PR SIV END JR. Mr. Pete Witschem City Manager City of Cape Canaveral .105 Polk Avenue Cape Canaveral, Florida 32920 Re: Sanitary Sewer Revenue Bond Issue Dear Mr. Witschem: Once again allow me to thank you for inviting William R. Hough & Co. to discuss the above referenced financing. Pursuant to our conversation please accept this letter as our proposal to act as either Financial Ad- visor or Investment Banker in the issuance of the Sanitary Sewer Revenue Bonds. • In acting as Financial Advisor the following is a highlight of William R. Hough and 'Co' s role in the prospective financing. 1. Development of a Financing Plan William R. Hough & Co. would work closely with the City, its staff and bond counsel to develop a sound, detailed and workable plan for financing the project. Such financing plan would include, among other things, the following: (a) a description of the project contemplated and -the determination of the need for this project; (b) a state- . ment of the cost of this project and a description of the reve- 1 - - • -nues -available and-planned- t'o-be used for-'debt -service -on the - bonds; (c ) the legal interest arbitrage benefits available, if any, under existing IRS regulations; (d) computer products re- flecting viable alternative financing arrangements; and (e) the correct sizing and structuring of the bond issue. 2. Development of the Bond Resolution - Working closely with the staff, legal advisors and other consultants, we would apply our .. expertise and experience to the development of special covenants to be contained in the bond resolution or indenture for the pro- posed bonds. We understand the requirements of institutional investors and the requirements of the rating agencies as to the terms of a bond resolution or trust indenture. Such require- ments will be balanced against the objectives and requirements of the City so that the City will not. be burdened unnecessarily with covenants which do not have a positive and beneficial effect on the bond issue from the City's point of view. STATE• COUNTY AND MUNICIPAL BONDS /2 • .]7 William aHough&c0. M ICROFI I MED 1-18.83 Mr. Pete Witschem Page 2 July 10, 1981 3. Supporting Agreements - In addition to the steps outlined above, the bond issue may necessitate the City entering into contracts with others, including trustee banks. There are many details involved in developing such contracts and agreements. As Financial Advisor, we would work with the City's legal advisors by providing expertise in the financial aspects involved. 4. Validation and Other Legal Proceedings - William R. Hough & Co. would provide testimony as an expert witness at any required bond validation or other legal proceedings in connection with the issuance of bonds. We would also, if requested by the City, assist in the selection of and negotiations with bond counsel. 5. Preparation and Distribution.of Official Statement - As Finan- cial Advisor, William R. Hough & Co. would, in cooperation with the City, its attorneys and other advisors, take the primary responsibility for the preparation of the official statement of the City, which official statement would form the basis of the bond offering. Our leadership and responsibility in the prepa- ration of the official statement would insure that it is an effective marketing vehicle for the bonds and is in compliance with current disclosure guidelines. In preparing for the public sale of the bonds, we would proceed to distribute the official statement to a broad range of prospective bidders and institu- tional investors to develop maximum market exposure and a keen appreciation for the bond offering. Should the City, based upon our advice and the advice of others, decide to enter into a negotiated sale, we would coordinate our efforts with the ap- pointed underwriters in the preparation and distribution of the official statement. 6. Bidding Terms - Our firm would structure bidding terms for the bonds so that bids willbe received on a comparable basis and, in conjunction with bond counsel, will incorporate such terms into a notice of bond sale. 7. Rating of the Bonds - William R. Hough & Co. would confer by direct personal contact with the rating agencies and provide them with complete information regarding the financing program and other financial and economic details pertaining to the City in order to insure that every effort is made to obtain the highest possible ratings for the bonds. This could include a field trip to Cape Canaveral and meetings in New York to develop a full appreciation of the bond offering by the rating agencies. 8. Other services would include the following: (a) drafting of the required notice of bond sale ( subject to bond counsel approval); (b) assisting the City in determining the best bid received and making recommendations of award of the bonds to the successful William It Hough&Ca MICROFIC ED 1-18 .83 Mr. Pete Witschem Page 3 July 10, 1981 bidder; and (c ) any services requested by the City but not specified herein. We would take aleadership role and respon- sibility in the bond closing transactions and provide the City with amortization schedules, bound closing documents and other documents available to the City. We would also assist the City in development of an investment program for bond proceeds pend- ing their application to the various p ojects. As indicated in our conversation we would propose to provide finan- cial advisory services for a fee of $15-7000..0O. This fee is based on an issuance size of $1.7 million, which is secured by the net sewer revenues, utilities service tax and franchise tax, and•a financing which is on a parity with the 1965 Sanitary Sewer Revenue Certificates, Series A and. B. This fee does not include reasonable expenses incurred by William R. Hough & Co. It should be noted that any expenses incurred shall be payablevfrom the bond proceeds. It is also our understanding that the City may be desirous of having William R. Hough & Co. act as its Investment Banker. In addition to the ' above mentioned services, Hough & Co. would also secure the necessary legal advice and market the bonds for the City. As we discussed it would be difficult to set compensation for the investment banking services until the time the bonds are marketed. Please be assured, however, that any such compensation would be totally subject to your approval. The necessity for an accelerated, yet thorough, and professional fi- nancing, is understood. Therefore, William R. Hough & Co. would begin work- ing with the staff and other consultants of the City as soon as we are given notice to proceed in either of the above capacities. As the major invest- ment banking firm in the State of Florida since 1966, William R. Hough & Co. feels it has the professional ability and know how to structure and expedite the issuance of your particular bond issue. To a substantial degree, we feel that the historical and the ongoing success of our firm has been the result of the caliber of our personnel and the expertise and service which they give our clients. The two people who will be serving the City of Cape Canaveral are Mr. Edward R. Wulbern and Mr. Mitchell N. Owens. Mr. Wulbern received his education at Yale University (BA, Economics) and is past president of the Florida Security Dealers' Association. Mr. Wulbern has been active in municipal finance.in Florida since 1955 and has been instrumental in the development of more. than. 100 bond finance programs for towns, cities, coun- ties and authorities in Florida, as well as for the State of Florida. Mr. Wulbern has also during his career supervised municipal bond trading and syndicate departments and is knowledgeable as to market considerations, which are sovital in designing technical features of bond issues. Mitchell Owens, J.D. has recently joined our Public Finance Department; however, since 1976, he had been in the office of General Counsel, City of William R.Hough&Ca. • M!CR0F1 At LIED 1.18-83 a Mr. Pete Witschem Page 4 July 10, 1981 Jacksonville where he handled bond issuance matters for the following City Departments and Agencies: 1. Jacksonville Port Authority where he, in addition to Port revenue bonds and industrial revenue bonds, was responsible for contract and lease preparation in negotiations with Federal and State Agencies. 2. Jacksonville Electric Authority - Mr. Owens was primarily responsible for contracts and negotiations regarding the issuance of the Authority's electric system revenue certifi- cates. 3. Jacksonville Health Authority - Mr. Owens was primarily responsible for those legal matters concerning the issuer for several hospital revenue bond issues. 4. City of Jacksonville - Various excise tax revenue bonds. 5. Duval County Housing Finance Authority - Single family mort- gage revenue bonds. 6. Downtown Development Authority - Facility revenue bond financing. Both I\fr. Wulbern and Mr. Owens will be available for consultation to the City, its Staff, Consultants, and elected Officials at any time. Additionally, they will be available to attend any and all meetings which will be necessitated in order to develop this financing program and to bring prompt and successful conclusion. In addition to the above named individuals, William R. Hough's entire staff, including ten (10) individuals qualified to serve and who are pre- sently engaged in municipal finance consulting, will be available to assist the City in the successful completion of this financing. It should also be noted that we have an in-house computer capability, and one of our Public Finance personnel supervises computer utilization in the development of financing plans. In addition we are extremely proud of our business relationships. William R. Hough & Co. has acted or is presently acting as financial advisor to the following and would request that you contact the individuals listed in connection with the work performed. Duval County Housing Finance Authority Mr. Meyer 0. Soforenko, Acting Chairman 8112 Normandy Blvd. Jacksonville., Florida 32210 • William IL Hough&ca ' MICROFIL.NED 1.18-83 a Mr. Pete Witschem Page 5 July 10, 1981 City of St. Augustine, Florida. Mr. P. E. Kinsey, City Manager Drawer 210 St. Augustine, Florida 32084 St. Vincent's Medical Center Mr. Robert F. Moore Vice President/Fiscal Affairs 1800 Barrs Street Jacksonville, Florida 32204 Jacksonville Electric Authority Mr. Royce Lyles, Managing Director 15th Floor, 233 West Duval Street Jacksonville, Florida 32202 City of Melbourne Mr. Neil Boynton, Finance Director 900 East Strawbridge Avenue Melbourne, Florida 32901 Sarasota County Mr. Ed Maroney, County Administrator P. O. Box 8 Sarasota, Florida 33578 It is hoped that the above will provide an insight as to the abili- ties of William R. Hough to act as Financial Advisor or Investment Banker to financings similar to the City of Cape Canaveral. I have taken the liberty of attaching a booklet which will give you a general view of William R. Hough & Co. We look forward to our continued relationship with the City of Cape Canaveral in the issuance of its Sani- tary Sewer Revenue Bonds. Should you have any questions, please do not hesitate to call. Sincerely, WI LIAM R. HOUGH & 0. iy • Lv /Mitchell N. Owens Vice President MNO:sk Enclosure