OFFICE OF THE CITY ADMINISTRATIVE OFFICER. Date: Septemr CAG File No Council File No. Council District: The City Council ~

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1 REPORT FROM OFFICE OF THE CITY ADMINISTRATIVE OFFICER Date: Septemr CAG File No Council File No. Council District: To: From: Mayor The City Council ~ Karen L. Sisson, City Administrative Officer'~ Reference: Subject: Adopted Budget QUALIFIED LIST FOR FINANCIAL ADVISORS FOR VARIOUS CITY DEBT PROGRAMS AND SELECTION OF FINANCIAL ADVISORS FOR THE WASTEWATER SYSTEM REVENUE BOND PROGRAM SUMMARY The City Administrative Offcer (CAO) recommends the approval of the following list of firms to service as financial advisors and/or co-financial advisors, as appropriate, for various City debt programs, and requests authority to negotiate and execute contracts with any of the following 12 firms, as needed, in an aggregate amount not-to-exceed $10 million (primarily from bond proceeds) over a three-year period: 12. Scott Balice Strategies (WBE) These firms will be assigned, as needed, to the various City debt programs such as the General Fund lease financing programs (Convention Center Lease Revenue Bonds and Municipal Improvement Corporation of Los Angeles (MICLA) Lease Revenue Bonds), Judgment Obligation Bonds Program, Land-Secured Financings (Mello-Roos and Assessments), Parking System Revenue Bonds Program, Solid Waste Resources Revenue Bonds Program, Special Tax or Assessment District Financings (Police Communications System Assessment Bonds Program, Landscape and Lighting District Assessment (Proposition K) Bonds Program and any new special tax or assessment district bonds programs) and Tax and Revenue ~tes Program. The ~~J~ BUDGET&FINANCE Ai. No Pi te ;~ l Pt~

2 CAO would negotiate and execute contracts with appropriate firms depending on the financing and/or the specific assignment. There is no guarantee that all firms will be chosen during the threeyear term of the qualified list. In addition, the CAO requests authority to negotiate and execute contracts with Public Resources Advisory Group (PRAG) and Frasca & Associates (Frasca) for co-financial advisors in the Wastewater System Revenue Bonds Program in an aggregate amount not-to-exceed $2 million over a three-year period, with two one-year options to renew. The qualified list of financial advisors for various City debt programs expired on January 12, The CAO released a request for qualifications (RFQ) on January 23, 2007 to a total of 49 firms. The first three-year period of the Wastewater System Bond Revenue (WW Bonds) Program Financial Advisor contract expired on June 30, In anticipation of this date, the CAO also released a request for proposals (RFP) for this program simultaneously with the RFQ for financial advisors. See Attachment 1 for a copy of the RFP/RFQ and Attachment 2 for a listing of which firms applied for each program. There were 16 proposals received by the February 9, 2007 deadline including 10 Minority and/or Women Business Enterprise firms (MBE/WBE) and 11 Local Business Enterprise (LBE) firms. The selection panel was comprised of representatives from the Departments of Airports, Harbor and Water and Power as well as this Offce. As indicated in the RFP/RFQ, the proposals were evaluated based on the proposal quality, experience and capability, proposed fees and the oral interview. The proposed compensation for financial advisors for the various City debt programs is based on the proposals received at a fixed rate as well as the complexity of the transaction. No appropriation is necessary for these financings as compensation is contingent upon the successful closing of the transaction and is paid from costs of issuance from bond proceeds, except for Judgment Obligation Bonds where issuance costs are paid from the General Fund since all proceeds must be used for the judgment. Reimbursement would also be provided for expenses such as postage and delivery, outside printing and conference calls not-to-exceed $5,000 per transaction for each firm. Compensation for general financial assistance will be billed at an hourly rate from the appropriate bond fund budget. The compensation for the WW Bonds Program financial advisors will be paid from bond proceeds for specific bond transactions and from the Sewer Construction Maintenance Fund as provided in the Adopted Budget for general financial assistance. Reimbursement would also be provided for reasonable expenses such as postage and delivery, outside printing and conference calls not-toexceed $5,000 per transaction for each firm. This report is in compliance with the City's Financial Policies.

3 CAG File No PAGE 3 RECOMMENDATIONS That the Council, subject to approval of the Mayor: 1. Approve the following 12 firms to serve on the City's list of qualified financial advisors, as needed, for various City debt programs for a three-year term to begin when the first firm is chosen: 12. Scott Balice Strategies (WBE) 2. Approve and authorize the City Administrative Officer to negotiate and execute contracts with any of the above 12 firms, as needed, in an aggregate amount not-to-exceed $10 million over a threeyear term to serve as financial advisors and/or co-financial advisors for various City debt programs, subject to the approval of the City Attorney as to form. 3. Approve and authorize the City Administrative Officer to negotiate and execute contracts with Public Advisory Resources Group and Frasca & Associates to serve as co-financial advisors to the Wastewater System Revenue Bonds Program in an aggregate amount not-to-exceed $2 million over a period of three-years, with two one-year extensions, subject to the approval of the City Attorney as to form. FISCAL IMPACT STATEMENT The cost of financial advisory services for various City debt programs (Convention Center Lease Revenue Bonds, Municipal Improvement Corporation of Los Angeles (MCLA) Lease Financings, Parking Revenue Bonds, Police Communications System Assessment Bonds, Proposition K Assessment Bonds, Sanitation Waste Resources Revenue Bonds and Tax and Revenue Anticipation Notes) and the Wastewater System Revenue Bond Program is estimated between $30,000 and $180,000 per financing transaction, depending on the complexity of the financing. Costs will be funded either from bond proceeds upon the successful closing of a financing transaction or from budgeted funds within each bond program. (Findings attached)

4 FINDINGS 1. Background On January 13, 2004, the Mayor and Council approved a three-year qualified list of financial advisors for various City debt programs which expired on January 12, The first three-year period of the Wastewater System Revenue Bonds (WW Bonds) Program financial advisor contract expired on June 30, On January 23, 2007, this Offce released a request for qualifications (RFQ) for the selection offinancial advisors for various City debt financing programs and a request for proposals (RFP) for co-financial advisors for the WW Bonds Program to 44 firms (see Attachment 1 for a copy of the RFP/RFQ). After publication in The Bond Buyer, a municipal finance newspaper, an additional five firms requested RFQ/RFP, for a total of 49 firms. There were 16 proposals received by the February 9,2007 deadline including 10 Minority and/or Women Business Enterprise firms (MBE/WBE) and 11 Local Business Enterprise (LBE) firms. 2. Selected Firms The selection panel was comprised of representatives from the Departments of Airports, Harbor and Water and Power and this Office. The proposals were evaluated based on the proposal quality, experience and capability, proposed fees and the oral interview. The panel recommended the selection of those firms with a minimum average score of 75, to serve as lead advisor and/or co-advisor, as applicable. In the case of the WW Bonds Program, the highest ranking firms are recommended as co-financial advisors (see Attachment 3 for firm ratings). Various City Debt Programs The CAO recommends the following firms to serve on the qualified list offinancial advisors. There is no guarantee that all firms will be chosen during the three-year term of the list. The aggregate amount for this contracting period would be a not-to-exceed amount of $1 0 million, mainly paid from bond proceeds, for a three-year period. Attachment 2 outlines which firms applied for each program and firms will be assigned to projects based on their application. 12.Scott Balice Strategies (WBE)

5 These firms will be assigned to various City debt programs such as the General Fund lease financing programs (Convention Center Lease Revenue Bonds and Municipal Improvement Corporation of Los Angeles (MICLA) Lease Revenue Bonds), Judgment Obligation Bonds Program, Land-Secured Financings (Mello-Roos and Assessments), Parking System Revenue Bonds Program, Solid Waste Resources Revenue Bonds Program, Special Tax or Assessment District Financings (Police Communications System Assessment Bonds Program, Landscape and Lighting District Assessment (Proposition K) Bonds Program and any new special tax or assessment district bonds programs) and Tax and Revenue Anticipation Notes Program. In addition to bond transactions, these firms will also work on financial issues that may arise within the three year term of the list. Non-bond transaction work will be paid from budgeted bond administration funds or from funds budgeted in the Capital Finance Administration Fund Budget, as appropriate. All firms are independent financial advisory firms, except Backstrom McCarley Berry (BMB) who serves as one of the City's underwriters on the MICLA Commercial Paper Program and on the Wastewater System Variable Rate Bonds Program. Thus, BMB can only serve as a co-financial advisor in accordance with the City's Debt Management Policies. Wastewater System Revenue Bonds Program The CAO recommends that PRAG and Frasca serve as co-financial advisors for a three-year term, commencing in , for an aggregate amount not-to-exceed $2 million, with two oneyear options to renew. Both firms are independent financial advisory firms. The CAO has extended the current contract with PRAG on a month-to-month basis until the conclusion of this RFP process as the contract expired on June 30, PRAG and Frasca will share its role as co-financial advisors, with proposed fee and duty split of 50-50%, with specific duties and responsibilities determining the final fee split. The proposed fee is a not-to-exceed $90,000 per transaction with a total of $5,000 per transaction, per firm, for allowable expenses. Fees for refundings, swap transactions or variable debt financings will be negotiated depending on the size and complexity of the transaction. Payment is contingent upon the successful closing of a transaction. PRAG and Frasca will also serve as co-financial advisors on all Wastewater System financial issues, the later will be charged on a hourly basis and paid from the Sewer Construction and Maintenance Fund, as budgeted. ~j Chief of Debt Management KLS:NRB: doc Attachments