BUFFALO FISCAL STABILITY AUTHORITY REQUEST FOR PROPOSALS FOR INVESTMENT ADVISOR. August 6, 2015

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1 BFSA Investment Advisor RFP BUFFALO FISCAL STABILITY AUTHORITY REQUEST FOR PROPOSALS FOR INVESTMENT ADVISOR Introduction and Project Description The Buffalo Fiscal Stability Authority ( BFSA or the Authority ) is requesting proposals from qualified firms to serve as Investment Advisor in connection with the amendment, valuation, and / or termination (in full or in part) of Forward Delivery Agreements ( FDAs ) related to a potential refunding of some or all of the Authority s outstanding bond issues: the Series 2005A, 2005B, 2006A, and 2007A Sales Tax and State Aid Secured bonds. It has not yet been determined whether all of the bond series will be refunded; this will be determined largely by the ability to transfer the existing FDAs to the refunding bonds. If the FDA related to a specific series of bonds cannot be transferred to the refunding bonds, that series of bonds will not be refunded, and that FDA will not be amended or terminated (in full or in part). There are 4 FDAs and 2 FDA providers. The BFSA will expect the Investment Advisor to take responsibility for negotiating any amendment and/or termination (in full or in part) of the FDAs with the providers. The Investment Advisor is also required to provide a fairness opinion(s) with respect to the calculation of the termination amounts. BFSA Overview BFSA is a corporate governmental agency and instrumentality of the State of New York constituting a public benefit corporation. The Authority was created by and operates pursuant to the Buffalo Fiscal Stability Authority Act, Chapter 122 of the Laws of The Authority has the responsibility under the Act to monitor and oversee the finances of the City of Buffalo (the City ), and covered organizations including the City School District, the Joint Schools Construction Board, the Buffalo Urban Renewal Agency and the Buffalo Municipal Housing Authority. The Act provides for the Authority to be in effect until June 30, The Act provides the Authority different financial control and oversight powers depending upon whether the City s financial condition causes it to be in a control period or an advisory period. During a control period the Authority possesses significantly expanded powers, including the power to impose a wage and/or hiring freeze. During an advisory period, the BFSA operates with a reduced set of financial oversight powers and responsibilities. The BFSA transitioned from a control period to an advisory period on July 1, An advisory period shall continue through June 30, 2037, unless a control period is reimposed. A control period may be reimposed in the event of the occurrence of certain events as outlined within the Act. Please refer to EMMA and the Authority s web site, for additional information.. The Buffalo Fiscal Stability Authority is committed to a policy of equal opportunity and does not discriminate against vendors on the basis of age, sex, sexual orientation, race, color, creed, religion, ethnicity, national origin, disability, marital status, familial status, veteran status or any other basis protected under federal, state, and local laws, regulations, and ordinances. Page 1 of 9

2 BFSA Investment Advisor RFP MWBE Participation The Authority is committed to diversity and equal employment opportunities among its contractors. This procurement is being conducted in accordance with Article 15-A of the Executive Law and the implementing regulations. It is the policy of the Authority to promote the use of minority and womenowned business enterprises ( MWBEs ) in procurement contracts and to solicit offers from minority and women-owned business enterprises known to have experience in the area of the goods or services to be provided, all in accordance with the BFSA Act and State and Federal laws and regulations. Although no goals for participation in the work by certified MWBEs have been set for this project, the bidding firm shall use good faith effort to provide for meaningful participation by MWBEs in the work where feasible. It is the goal of the Authority to utilize a qualified firm that has a demonstrated history of hiring, training, developing, promoting and retaining minority and women staff and to encourage participation by certified MWBE firms. All firms, at the request of the Authority, should be prepared to complete the attached Diversity Questionnaire (attached as Exhibit 2). This questionnaire elicits information about each responding firm in order to verify that its work environment demonstrates a strong commitment to diversity. By responding to this RFP, each firm acknowledges and must acknowledge in its response that: 1. The firm will submit an equal employment opportunity policy statement to Authority. 2. The firm will not discriminate against any employee or applicant for employment because of race, creed, color, sex, religion, national origin, military status, sexual orientation, age, disability, genetic disposition or carrier status, domestic violence victim status, or marital status, will undertake or continue existing programs of affirmative action to ensure that minority group members and women are afforded equal employment opportunities without discrimination, and will make and document its conscientious and active efforts to employ and utilize minority group members and women in its work force on contracts with the Authority. 3. The firm will state in all solicitations or advertisements for employees that, in the performance of this contract, all qualified applicants will be afforded equal employment opportunities without discrimination because of race, creed, color, sex, religion, national origin, military status, sexual orientation, age, disability, genetic disposition or carrier status, domestic violence victim status, or marital status. 4. At the request of the Authority, the firm s members will request each employment agency, labor union, or authorized representative of workers with which it has a collective bargaining or other agreement or understanding, to furnish a written statement that such employment agency, labor union, or representative will not discriminate on the basis of race, creed, color, sex, religion, national origin, military status, sexual orientation, age, disability, genetic disposition or carrier status, domestic violence victim status, or marital status, and that such union or representative will affirmatively cooperate in the implementation of the firm s obligations herein. Page 2 of 9

3 BFSA Investment Advisor RFP The winning firm should be prepared, at the request of the Authority, to submit to the Authority, on a form to be provided by the Authority, a staffing plan of the anticipated work force to be utilized on the engagement with the Authority or, where required, information on the firm s total work force, including apprentices, broken down by specified ethnic background, gender, and Federal occupational categories or other appropriate categories specified by the Authority. The Authority desires to increase participation by MWBEs, certified or otherwise qualified under Article 15-A, so as to facilitate the award of a fair share of such contracts to those entities. IMPORTANT: Please provide a completed non-collusive bidding certification as required by Section 2878 of Public Authorities Law; such certification has been provided under Exhibit 1 to this Request for Proposal. Proposal Requirements 1. Description of firm and finance team - Provide a brief description of your firm and identify the individuals who would be assigned to work with BFSA. 2. References - Provide the name, title, address and phone number of three clients that BFSA or its financial advisor could contact as references. Please provide a very brief description of the work you performed for each reference. 3. Qualifications and experience - Describe the firm s experience negotiating comparable transactions to the proposed FDA amendment / termination, including the number and notional amount of amendments/terminations/valuations your firm has worked on over the past 5 years. Please indicate whether your firm is an investment advisor registered under the Investment Advisors Act of Conflicts - The firm must certify that it does not have any actual or potential conflicts of interest with BFSA, any of its officers or employees. During the course of the contractual relationship formed pursuant to this solicitation, any such conflict of interest, whether newly arising or newly discovered, must be disclosed to BFSA. 5. Fee Proposal - Propose a fee based on the assumption that 1) only 2 of the FDAs (with the same provider) will be transferred, 2) only 2 of the FDAs (1 from each provider) will be transferred, and 3) all 4 FDAs (with 2 providers) will be transferred. The Authority will require a fairness opinion(s), so please factor this into your fee proposal. 6. Non-Collusive Bidding Certificate - Please provide a completed non-collusive bidding certification as required by Section 2878 of Public Authorities Law; such certification has been provided under Exhibit 1 to this Request for Proposal. Following the review of the written proposals, the Authority may engage in discussions and negotiations with one or more firms that submit proposals. The Authority reserves the right to reject any and all proposals. Selection of an Investment Advisor as a result of this RFP does not necessarily mean that the proposed refunding will be executed or that the FDAs will be amended or terminated. Page 3 of 9

4 BFSA Investment Advisor RFP BFSA and Public Financial Management ( PFM ), its financial advisor, will use its best efforts to answer any questions and provide additional information requested in connection with your response to this Request for Proposals. Please direct any questions or requests for additional information via to: Tracey Keays, Public Financial Management; keayst@pfm.com. Proposers should refrain from contacting BFSA directly during the RFP process. Please a PDF version of your proposal by 3PM EST on Thursday, August 27, 2015 to: Jeanette Mongold-Robe Executive Director Buffalo Fiscal Stability Authority jeanette.mongold@bfsa.ny.gov Tracey Keays Managing Director Public Financial Management keayst@pfm.com Page 4 of 9

5 Exhibit 1 Non-Collusive Bidding Certification-1 NON-COLLUSIVE BIDDING CERTIFICATION REQUIRED BY SECTION 2878 OF THE PUBLIC AUTHORITIES LAW BY SUBMISSION OF THIS BID, BIDDER AND EACH PERSON SIGNING ON BEHALF OF BIDDER CERTIFIES, AND IN THE CASE OF JOINT BID, EACH PARTY THERETO CERTIFIES AS TO ITS OWN ORGANIZATION, UNDER PENALTY OF PERJURY, THAT TO THE BEST OF HIS/HER KNOWLEDGE AND BELIEF: [1] The prices of this bid have been arrived at independently, without collusion, consultation, communication, or agreement, for the purposes of restricting competition, as to any matter relating to such prices with any other Bidder or with any competitor; [2] Unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the Bidder and will not knowingly be disclosed by the Bidder prior to opening, directly or indirectly, to any other Bidder or to any competitor; and [3] No attempt has been made or will be made by the Bidder to induce any other person, partnership or corporation to submit or not to submit a bid for the purpose of restricting competition. A BID SHALL NOT BE CONSIDERED FOR AWARD NOR SHALL ANY AWARD BE MADE WHERE [1], [2], [3] ABOVE HAVE NOT BEEN COMPLIED WITH; PROVIDED HOWEVER, THAT IF IN ANY CASE THE BIDDER(S) CANNOT MAKE THE FOREGOING CERTIFICATION, THE BIDDER SHALL SO STATE AND SHALL FURNISH BELOW A SIGNED STATEMENT WHICH SETS FORTH IN DETAIL THE REASONS THEREFORE: [AFFIX ADDENDUM TO THIS PAGE IF SPACE IS REQUIRED FOR STATEMENT.] Subscribed to under penalty of perjury under the laws of the State of New York, this day of, 20 as the act and deed of said corporation of partnership. Page 5 of 9

6 Exhibit 1 Non-Collusive Bidding Certification 2 IF BIDDER(S) (ARE) A PARTNERSHIP, COMPLETE THE FOLLOWING: NAMES OF PARTNERS OR PRINCIPALS LEGAL RESIDENCE IF BIDDER(S) (ARE) A CORPORATION, COMPLETE THE FOLLOWING: NAME President: Secretary: Treasurer: President: Secretary: Treasurer: LEGAL RESIDENCE Page 6 of 9

7 Exhibit 1 Non-Collusive Bidding Certification-3 Identifying Data Potential Contractor Address Street City, Town, etc. Telephone Title If applicable, Responsible Corporate Officer Name Title Signature Joint or combined bids by companies or firms must be certified on behalf of each participant. Legal name of person, firm or corporation By Name By Title Address Street Legal name of person, firm or corporation Name Title Address Street City State City State Page 7 of 9

8 Exhibit 2 Diversity Questionnaire Only to be submitted upon the request of the Authority (I) Company Demographic Profile Number of Employees (report employees in only one category) Race/Ethnicity Non-Hispanic or Latino Hispanic or Latino Male Female Hawaiian American Two Hawaiian Black or or Other Indian or or Black or or Other Job Categories Male Female White African- American Pacific Islander Asian Alaska More Races White African- American Pacific Islander Asian Executive/ Senior Level Officials and Managers First / Mid- Level Officials and Managers Professionals Technicians Sales Administrative Support Craft Operatives Laborers and Helpers Service Total (NOTE: proposers can also attach Employer Information Reports EEO-1 for the last 3 years) American Indian or Alaska Two or More Races Overall Totals (II) MWBE Certification Status 1. Is your company certified as a Minority and/or Woman-owned business enterprise with the New York State Department of Economic Development? Yes or No If yes, provide a copy of your certification. 2. If no, list all other jurisdictions and/or certifying bodies that have deemed your company Minority and/or Woman-owned. Also, provide a copy of each certification. 3. If your company has applied for, but has not, as of the issuance of the RFP, been certified as a Minority or Women-owned business enterprise by the New York State Department of Economic Development, you must submit proof of a pending application, including the filing date. Page 8 of 9

9 (III) Demographic Profile of Staff Assigned to this Engagement Job Categories Executive/ Senior Level Officials and Managers First / Mid- Level Officials and Managers Professionals Technicians Sales Administrative Support Craft Operatives Laborers and Helpers Service Total Number of Employees (report employees in only one category) Race/Ethnicity Non-Hispanic or Latino Hispanic or Latino Male Female Hawaiian American Two Hawaiian Black or or Other Indian or or Black or or Other African- Pacific Alaska More African- Pacific Male Female White American Islander Asian Races White American Islander Asian American Indian or Alaska Two or More Races Overall Totals (IV) EEO Firm Activity 1. Is your company s CEO or Chief Procurement Officer ( CPO ) committed to and engaged in the process of diversity business development? Yes or No If yes, attach a signed statement from your CEO or CPO. 2. Provide a copy of your company s equal opportunity and affirmative action policy. Page 9 of 9