MEMORANDUM. August 5, 2008

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1 MEMORANDUM August 5, 2008 TO: FROM: MEMBERS, PORT COMMISSION Hon. Kimberly Brandon, President Hon. Rodney A. Fong, Vice President Hon. Michael Hardeman Hon. Ann Lazarus Hon. Stephanie Shakofsky Monique Moyer Executive Director SUBJECT: Request authorization to issue Request for Proposals (RFP) to hire a qualified financial advisor to assist Port staff with debt financings, financial planning, debt management, and other financial advisory services as needed. DIRECTOR S RECOMMENDATION: Adopt Attached Resolution. Background On April 25, 2006 the Port Commission adopted the Port s first ten-year capital plan. The purpose of the plan is to identify the major maintenance and capital improvement needs of the Port s facilities, prioritize capital projects, and identify potential funding sources. The maintenance and improvements will bring the facilities up to current building code standards, including seismic requirements. The latest annual update to the plan was adopted by the Port Commission on February 28, The plan identifies $1.9 billion in improvements, approximately $804 million of which are expected to be funded through a combination of the Port's operating budget, future Port revenue bonds, Port tenants, public/private development projects, and Infrastructure Financing District bonds. Port staff anticipates issuing new bonded debt after the current Port Commission Refunding Revenue bonds are repaid on July 1, This anticipated new financing will be the first of several bond issues that are expected over the next several years. The net proceeds from these new bond offerings will be used to pay for a portion of the projects identified in the ten-year capital plan. Port staff is seeking approval to issue a Request for Proposal (RFP) to hire a qualified financial advisor to assist staff with the new debt financings. A financial advisor will assist Port staff in obtaining financing at the lowest practical interest cost by providing the Port with specialized skills This Print Covers Calendar Item No. 11B

2 not possessed by Port staff including; extensive experience in, and an expert understanding of, municipal bond financing and issuance, bond sizing and structuring, and bond pricing. A financial advisor will also provide an understanding of current capital market conditions, access to bond trading desks at investment banks, and other expertise that will assist staff in formulating financing strategies and plans intended to meet the Port s objective of funding its ten year capital plan in a cost effective manner. Port staff is proposing an original contract term for financial advisory services of three years, with an option to extend the term for an additional period of two years, which the Port may exercise in its sole and absolute discretion. Scope of Services The following is a description of the major services that the financial advisor will be expected to provide to the Port 1. Provide assistance with the development of a financing plan for the Port s ten year capital program, including assistance in developing financial models to evaluate financing alternatives. 2. Provide information, judgments, and forecasts on general economic and capital market conditions. Review new financial products and techniques and advise Port staff on their suitability for use by the Port. 3. Provide assistance with the timing, sizing and structuring of bond financings. Help Port staff to determine the most appropriate method of sale (competitive or negotiated), and assist in developing syndication policies and any other matters that will meet the Port s objective of obtaining the lowest practical interest cost and the widest competition of purchasers for its securities. 4. Assist Port staff with presentations to credit rating agencies, underwriters, institutional investors, credit enhancers (if applicable), and other capital market entities, as needed. 5. Provide the Port with an analysis of the benefit of credit enhancement, such as bond insurance, letters of credit, and liquidity facilities. Assist in obtaining any credit enhancement product and in negotiating their fees and terms. 6. Provide advice and assistance to the Port on reinvestment strategies for bond proceeds, bond reserve and other funds associated with each bond financing. 7. Review and evaluate all bids for each bond financing, and assist Port staff in negotiating pricing and bond allocations. 8. Assist Port staff in the preparation and review of all legal and financing documents in coordination with the City Attorney and other relevant parties. 9. Participate in pre-closing and closing activities of all financings to ensure that the financing documents accurately reflect the terms of the transaction. At the completion of each financing, -2-

3 prepare a summary of the transaction describing any unique features, security, and other characteristics of the transaction. 10. Make available qualified personnel for consultations and conferences with Port and City staff and others as required. Attend meetings of the Port Commission, and other public meetings as needed. 11. Perform other financial advisory services as may be required from time to time. Selection Process Port staff propose to procure the above services through its standard process for procurement of professional services. Port staff will convene a qualified selection panel to evaluate and score the proposals in accordance with the RFP requirements. The Port s Contract Manager will facilitate and monitor the following selection process that will be utilized by the selection panel. The selection panel will evaluate and score the written proposals and develop a short list of the highest ranking firms to interview. The panel will then conduct oral interviews with each of the short listed firms, and recommend award of a contract to the firm with the highest score on the oral interview. Port staff will return to the Port Commission for their concurrence with the selection panel s recommendation and approval to award the contract to the recommended firm. Local Business Enterprise (LBE) Participation Upon review of the anticipated professionals needed to provide the Port with the financial advisory services described above, the City s Human Rights Commission (HRC) has determined that the contract will have a Local Business Enterprise participation goal of twenty percent (20%) of the total value of services provided. The scoring of proposals will be weighted to provide preference for LBE participation, and the Port and HRC representative will work with the top scoring firm to attempt to meet this goal. Contract Amount and Funding The RFP sets the total consultant contract for financial advisory services at $300,000 aggregated over a five year period. The contract will be funded from the Port s annual operating budget. The Port has budgeted $100,000 for these services for FY Port staff intend to request the remaining $200,000 in subsequent annual budgets through FY to fund this contract. The actual amount of funds requested annually will depend on the Port s financial condition, and a determination by Port staff of the expected level of financial advisory services needed. Schedule On July 7, 2008, Port staff received Civil Service Commission approval to contract out the financial advisory services described above. The proposed RFP schedule is a follows: -3-

4 Proposal Phase Date RFP advertised and issued August 20, 2008 Pre-submittal conference September 4, 2008 Deadline for submission of written questions September 15, 2008 Proposal deadline September 24, 2008 Oral interviews October 22, 2008 Notify successful respondent October 23, 2008 Port Commission consideration of selected respondent Recommendation November 18, 2008 (tentative) Port staff recommends that the Port Commission adopt the attached resolution authorizing Port staff to issue a Request for Proposal for Financial Advisory Services. Prepared By: Lawrence Brown, Financial Analyst For: Tina Olson, Deputy Director of Finance and Administration -4-

5 PORT COMMISSION CITY AND COUNTY OF SAN FRANCISCO RESOLUTION NO On April 25, 2006 the Port Commission adopted the Port s first ten-year capital plan; the purpose of which is to identify the major maintenance and capital improvement needs of the Port s facilities, prioritize capital projects, and identify potential funding sources; and The latest annual update to the ten year capital plan was adopted by the Port Commission on February 28, 2008; and The capital plan identifies $1.9 billion in improvements, approximately $804 million of which are expected to be funded through a combination of the Port's operating budget, future Port revenue bonds, Port tenants, public/private development projects, and Infrastructure Financing District bonds; and RESOLVED, Port staff anticipates issuing new bonded debt after the current Port Commission Refunding Revenue bonds are repaid on July 1, 2009; and This anticipated new bond issue will be the first of several bond issues that are expected over the next several years, the net proceeds of which will be used to pay for a portion of the projects identified in the Port s ten-year capital plan; and A financial advisor will assist Port staff in obtaining financing at the lowest practical interest cost by providing specialized skills not possessed by Port staff including extensive experience in, and an expert understanding of, municipal bond financing and issuance, bond sizing and structuring, and bond pricing; and A financial advisor will also help Port staff to formulate financing strategies and plans intended to meet the Port s objective of funding its ten year capital plan in a cost effective manner, and will provide other financial advisory services as may be required by the Port from time to time; now, therefore, be it That the Port Commission hereby authorizes Port staff to issue a Request for Proposals (RFP) for Financial Advisory Services as generally described in the attached staff report. I hereby certify the foregoing resolution was adopted by the Port Commission at its meeting of August 12, Secretary -5-

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