HomeMy WebLinkAboutContract 27655 05-03-02 0 3—0 2 A 0 G :4 2 I N FINANCIAL ADVISORY AGREEMENT CITY SECRETARY
`� CONTRACT NCB.
This Financial Advisory Agreement (the "Agreement") is made and entered into by and between
the City of Fort Worth and its non-profit corporations and authorities ("Issuer") and First Southwest
Company("FSC")effective as of the date executed by the Issuer as set forth on the signature page hereof.
WITNESSETH:
WHEREAS, the Issuer will have under consideration from time to time the authorization and
issuance of indebtedness in amounts and forms which cannot presently be determined and, in connection
with the authorization, sale, issuance and delivery of such indebtedness, Issuer desires to retain an
independent financial advisor; and
WHEREAS, the Issuer desires to obtain the professional services of FSC to advise the Issuer
regarding the issuance and sale of certain evidences of indebtedness or debt obligations that may be
authorized and issued or otherwise created or assumed by the Issuer(hereinafter referred to collectively as
the "Debt Instruments") from time to time during the period in which this Agreement shall be effective;
and
WHEREAS,FSC is willing to provide its professional services and its facilities as financial advisor
in connection with all programs of financing as may be considered and authorized by Issuer during the
period in which this Agreement shall be effective.
NOW, THEREFORE, the Issuer and FSC, in consideration of the mutual covenants and
agreements herein contained and other good and valuable consideration, do hereby agree as follows:
SECTION I
DESCRIPTION OF SERVICES
Upon the request of an authorized representative of the Issuer, FSC agrees to perform the financial
advisory services stated in the following provisions of this Section I; and for having rendered such
services,the Issuer agrees to pay to FSC the compensation as provided in Section V hereof.
A. Financial Planning.At the direction of Issuer,FSC shall:
1. Survey and Analysis. Conduct a survey of the financial resources of the Issuer to
determine the extent of its capacity to authorize, issue and service any Debt Instruments
contemplated. This survey will include an analysis of any existing debt structure as
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compared with the existing and projected sources of revenues which may be.pledged to
secure payment of debt service and,where appropriate,will include a study of the trend of the
assessed valuation,taxing power and present and future taxing requirements of the Issuer. In
the event revenues of existing or projected facilities operated by the Issuer are to be pledged
to repayment of the Debt Instruments then under consideration, the survey will take into
account any outstanding indebtedness payable from the revenues thereof, additional revenues
to be available from any proposed rate increases and additional revenues, as projected by
consulting engineers employed by the Issuer, resulting from improvements to be financed by
the Debt Instruments under consideration.
2. Future Financings. Consider and analyze future financing needs as projected by the
Issuer's staff and consulting engineers or other experts,if any,employed by the Issuer.
3. Recommendations for Debt Instruments. On the basis of the information developed by
the survey described above, and other information and experience available, submit to the
Issuer recommendations regarding the Debt Instruments under consideration, including such
elements as the date of issue, interest payment dates, schedule of principal maturities, options
of prior payment, security provisions, and such other provisions as may be appropriate in
order to make the issue attractive to investors while achieving the objectives of the Issuer.
All recommendations will be consistent with the goal of designing the Debt Instruments to be
sold on terms which are advantageous to the Issuer, including the lowest interest cost
consistent with all other considerations.
4. Market Information. Advise the Issuer of our interpretation of current bond market
conditions, other related forthcoming bond issues and general information, with economic
data, which might normally be expected to influence interest rates or bidding conditions so
that the date of sale of the Debt Instruments may be set at a favorable time.
5. Elections. In the event it is necessary to hold an election to authorize the Debt
Instruments then under consideration, FSC will assist in coordinating the assembly of such
data as may be required for the preparation of necessary petitions, orders, resolutions,
ordinances,notices and certificates in connection with the election, including assistance in the
transmission of such data to a firm of municipal bond attorneys("Bond Counsel")retained by
the Issuer.
B. Debt Management and Financial Implementation.At the direction of Issuer,FSC shall:
1. Method of Sale. Evaluate the particular financing being contemplated, giving
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consideration to the complexity, market acceptance, rating, size and structure in order to
make a recommendation as to an appropriate method of sale,and:
a. If the Debt Instruments are to be sold by an advertised competitive sale,FSC will:
(1) Supervise the sale of the Debt Instruments. FSC will not, alone or in
conjunction with others, submit a bid for any Debt Instruments issued under this
Agreement;
(2) Disseminate information to prospective bidders, organize such informational
meetings as may be necessary, and facilitate prospective bidders' efforts in making
timely submission of proper bids;
(3) Assist the staff of the Issuer in coordinating the receipt of bids,the safekeeping
of good faith checks and the tabulation and comparison of submitted bids; and
(4) Advise the Issuer regarding the best bid and provide advice regarding
acceptance or rejection of the bids.
b. If the Debt Instruments are to be sold by negotiated sale,FSC will:
(1) Recommend for Issuer's final approval and acceptance one or more investment
banking firms as managers of an underwriting syndicate for the purpose of
negotiating the purchase of the Debt Instruments.
(2) Cooperate with and assist any selected managing underwriter and their
counsel in connection with their efforts to prepare any Official Statement or
Offering Memorandum. FSC will cooperate with and assist the underwriters in the
preparation of a bond purchase contract, an underwriters agreement and other
related documents. The costs incurred in such efforts, including the printing of the
documents, will be paid in accordance with the terms of the Issuer's agreement
with the underwriters, but shall not be or become an obligation of FSC, except to
the extent specifically provided otherwise in this Agreement or assumed in writing
by FSC.
(3) Assist the staff of the Issuer in the safekeeping of any good faith checks, to
the extent there are any such,and provide a cost comparison,for both expenses and
interest which are suggested by the underwriters,to the then current market.
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(4) Advise the Issuer as to the fairness of the price offered by the underwriters.
2. Offering Documents. Coordinate the preparation of the notice of sale and bidding
instructions, official statement, official bid form and such other documents as may be
required and submit all such documents to the Issuer for examination, approval and
certification. After such examination, approval, and certification, FSC shall provide the
Issuer with a supply of all such documents sufficient to its needs and distribute by mail or,
where appropriate, by electronic delivery, sets of the same to prospective purchasers of the
Debt Instruments. Also, FSC shall provide copies of the final Official Statement to the
purchaser of the Debt Instruments in accordance with the Notice of Sale and Bidding
Instructions.
3. Credit Ratings. Make recommendations to the Issuer as to the advisability of obtaining
a credit rating, or ratings, for the Debt Instruments and, when directed by the Issuer,
coordinate the preparation of such information as may be appropriate for submission to the
rating agency, or agencies. In those cases where the advisability of personal presentation of
information to the rating agency, or agencies, may be indicated, FSC will arrange for such
personal presentations, utilizing such composition of representatives from the Issuer as may
be finally approved or directed by the Issuer.
4. Trustee,Paying Agent, Registrar. Upon request, counsel with the Issuer in the selection
of a Trustee and/or Paying Agent/Registrar for the Debt Instruments, and assist in the
negotiation of agreements pertinent to these services and the fees incident thereto.
5. Financial Publications. When appropriate, advise financial publications of the
forthcoming sale of the Debt Instruments and provide them with all pertinent information.
6. Consultants. After consulting with and receiving directions from the Issuer, arrange for
such reports and opinions of recognized independent consultants as may be appropriate for
the successful marketing of the Debt Instruments.
7. Auditors. In the event formal verification by an independent auditor of any calculations
incident to the Debt Instruments is required,make arrangements for such services.
8. Issuer Meetings. Attend meetings of the governing body of the Issuer, its staff,
representatives or committees as requested at all times when FSC may be of assistance or
service and the subject of financing is to be discussed.
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9. Printin . To the extent authorized by the Issuer, coordinate all work incident to printing
of the offering documents and the Debt Instruments.
10. Bond Counsel. Maintain liaison with Bond Counsel in the preparation of all legal
documents pertaining to the authorization, sale,and issuance of the Debt Instruments.
11. Changes in Laws. Provide to the Issuer copies of proposed or enacted changes in
federal and state laws, rules and regulations having, or expected to have, a significant effect
on the municipal bond market of which FSC becomes aware in the ordinary course of its
business, it being understood that FSC does not and may not act as an attorney for, or provide
legal advice or services to,the Issuer.
12. Delivery of Debt Instruments. As soon as a bid for the Debt Instruments is accepted by
the Issuer, coordinate the efforts of all concerned to the end that the Debt Instruments may be
delivered and paid for as expeditiously as possible and assist the Issuer in the preparation or
verification of final closing figures incident to the delivery of the Debt Instruments.
13. Debt Service Schedule; Authorizing Resolution. After the closing of the sale and
delivery of the Debt Instruments, deliver to the Issuer a schedule of annual debt service
requirements for the Debt Instruments and, in coordination with Bond Counsel, assure that
the paying agent/registrar and/or trustee has been provided with a copy of the authorizing
ordinance, order or resolution.
SECTION II
OTHER AVAILABLE SERVICES
In addition to the services set forth and described above,FSC agrees to make available to Issuer the
following services, when so requested by the Issuer and subject to the agreement by Issuer and FSC
regarding the compensation, if any, to be paid for such services, it being understood and agreed that the
services set forth in this Section II shall require further agreement as to the compensation to be received
by FSC for such services:
1. Investment of Funds. From time to time, as an incident to the other services provided hereunder as
financial advisor,FSC may purchase such investments as may be directed and authorized by Issuer to be
purchased, it being understood that FSC will be compensated in the normal and customary manner for
each such transaction. In any instance wherein FSC may become entitled to receive fees or other
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compensation in any form from a third party with respect to these investment activities on behalf of
Issuer, we will disclose to Issuer the nature and, to the extent such is known, the amount of any such
compensation so that Issuer may consider the information in making its investment decision. It is
understood and agreed that FSC is a duly licensed broker/dealer and is affiliated with First Southwest
Asset Management,Inc. ("FSAMI"), a duly registered investment advisor. Issuer may,from time to time,
utilize the broker/dealer services of FSC and/or the investment advisory services of FSAMI with respect
to matters which do not involve or affect the financial advisory services referenced in this Agreement.
The terms and conditions of the engagement of FSC and/or FSAMI to provide such services shall be
determined by mutual agreement at the time such services are requested.
2. Exercising Calls and Refunding. Provide advice and assistance with regard to exercising any call
and/or refunding of any outstanding Debt Instruments.
3. Capital Improvements Programs. Provide advice and assistance in the development of any capital
improvements programs of the Issuer.
4. Long-Range Planning. Provide advice and assistance in the development of other long-range
financing plans of the Issuer.
5. Post-Sale Services. Subsequent to the sale and delivery of Debt Instruments,review the transaction
and transaction documentation with legal counsel for the Issuer,Bond Counsel, auditors and other experts
and consultants retained by the Issuer and assist in developing appropriate responses to legal processes,
audit procedures, inquiries, internal reviews and similar matters.
6. Continuing Disclosure Services. On an annual basis, provide continuing disclosure services as set
forth and described in Appendix B hereto, subject to the further terms and conditions set forth in such
Appendix B, for those Debt Instruments of the Issuer with respect to which the Issuer has agreed to
provide disclosures pursuant to the terms of Rule 15c2-12 promulgated by the United States Securities
and Exchange Commission.
SECTION III
TERM OF AGREEMENT
This Agreement shall become effective as of the date executed by the Issuer as set forth on the
signature page hereof and, unless terminated by either party pursuant to Section IV of this Agreement,
shall remain in effect thereafter for a period of three(3)years from such date. Unless FSC or Issuer shall
notify the other party in writing at least thirty(30) days in advance of the applicable anniversary date that
this Agreement will not be renewed, this Agreement will be automatically renewed on the third
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anniversary of the date hereof for an additional one (1)year period with a maximum of two such one (1)
year renewals.
SECTION IV
TERMINATION
This Agreement may be terminated with or without cause by the Issuer or FSC upon the giving of
at least thirty (30) days' prior written notice to the other party of its intention to terminate, specifying in
such notice the effective date of such termination. In the event of such termination, it is understood and
agreed that only the amounts due FSC for services provided and expenses incurred to the date of
termination will be due and payable. No penalty will be assessed for termination of this Agreement.
SECTION V
COMPENSATION AND EXPENSE REIMBURSEMENT
The fees due to FSC for the services set forth and described in Section I of this Agreement with
respect to each issuance of Debt Instruments during the term of this Agreement shall be calculated in
accordance with the schedule set forth on Appendix A attached hereto. Unless specifically provided
otherwise on Appendix A or in a separate written agreement between Issuer and FSC, such fees,together
with any other fees as may have been mutually agreed upon and all expenses for which FSC is entitled to
reimbursement, shall become due and payable concurrently with the delivery of the Debt Instruments to
the purchaser.
SECTION VI
MISCELLANEOUS
1. Choice of Law. This Agreement shall be construed and given effect in accordance with the laws of
the State of Texas.
2. Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the
Issuer and FSC, their respective successors and assigns; provided however, neither party hereto may
assign or transfer any of its rights or obligations hereunder without the prior written consent of the other
party.
3. Entire Agreement. This instrument contains the entire agreement between the parties relating to
the rights herein granted and obligations herein assumed. Any oral or written representations or
modifications concerning this Agreement shall be of no force or effect except for a subsequent
modification in writing signed by all parties hereto.
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FIRST SOUTHWEST COMPANY
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Hill A.Feinberg, Chairman and
Chief Executive Officer
By:
W.Boyd Lo on,Jr.
Senior Vice President
THE CITY OF FORT WORTH
Approved for Form and Legality: By'
` Title: S E4 , CI & ®,&V
4�4u� t �� r City ttorney Date:
T ST:
City Se` ataxy
_ 9 Contract Authorization
Contract ut orization H -30--0-1.--
Date
Date
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APPENDIX A
Size of Bond Issue Fee
First$15,000,000 $25,000
Over $15,000,000 $.75 per $1,000 Bonds
The above charges shall be multiplied by 1.25 times for the completion of an application to a federal or
state government agency, reflecting the additional services required. As co-financial advisor, FSC is
entitled to 65%of the above charges.
The charges for ancillary services, including computer structuring and official statement printing, shall
be levied only for those services which are reasonably necessary in completing the transaction and
which are reasonable in amount, unless such charges were incurred at the specific direction of the
Issuer.
The payment of charges for financial advisory services shall be contingent upon the delivery of bonds
and shall be due at the time that bonds are delivered.
The Issuer shall be responsible for the following expenses, whether they are 'charged to the Issuer
directly as expenses or charged to the Issuer by the Company as reimbursable expenses:
Bond counsel
Bond printing
Bond ratings
Computer structuring
Credit enhancement
CPA fees for refunding
Official statement preparation and printing
Paying agent/registrar/trustee
Travel expenses
Underwriter and underwriters counsel
Miscellaneous, including copy, delivery, and phone charges
The payment of reimbursable expenses that the Company has assumed on behalf of the Issuer shall
NOT be contingent upon the delivery of bonds and shall be due at the time that services are rendered.
HOURLY COMPENSATION RATES
For related assignments not associated with the issuance of Debt Instruments, the Issuer may request
FSC to provide additional services, to be mutually agreed upon by the Issuer and FSC. With respect
to such additional services, the following compensation rates will apply:
Hourly
Senior Vice President $ 250.00
Vice President 200.00
Assistant Vice President 150.00
Associate 125.00
Administrative Assistant 75.00
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APPENDIX B
CONTINUING DISCLOSURE SERVICES
This Agreement for continuing disclosure services between the Issuer and FSC shall become
effective at the date of its acceptance as provided in the Financial Advisory Agreement to which this
Appendix B is attached.
The parties agree as follows:
1. This Agreement shall apply to all Debt Instruments (or "Bonds") issued in the name of the
Issuer delivered subsequent to the effective date of the continuing disclosure requirements as specified
in Rule 15c2-12 promulgated by the U.S. Securities and Exchange Commission (the "Rule"), to the
extent that any particular issue does not qualify for exceptions to the continuing disclosure requirements
of the Rule.
2. FSC agrees to perform the following duties in connection with providing services relating to
the Issuer's continuing disclosure obligations:
a. assist the Issuer in compiling data determined or selected by the Issuer to be disclosed;
b. assist the Issuer in identifying other information to be considered by Issuer for continuing
disclosure reporting purposes;
c. assist the Issuer in preparing the presentation of such information, to include annual reports
containing financial information and operating data of the type provided in the final official statement of
applicable issues,and notices concerning the occurrence of the specified events listed below("Events"):
1) Principal and interest payment delinquencies
2) Non-payment related defaults
3) Unscheduled draws on debt service reserves reflecting financial difficulties
4) Unscheduled draws on credit enhancements reflecting financial difficulties
5) Substitution of credit or liquidity providers, or their failure to perform
6) Adverse tax opinions or event affecting the tax-exempt status of the security
7) Modifications to rights of security holders
8) Bond calls
9) Defeasances
10) Release, substitution,or sale of property securing repayment of the securities
11) Rating changes
d. assist the Issuer in distributing or filing, in the Issuer's name, the above mentioned annual
reports, notices and audited annual financial statements to Nationally Recognized Municipal Securities
Information Repositories ("NRMSIR's"), the Municipal Securities Rulemaking Board ("MSRB"),
appropriate State Information Depository("SID"), rating agencies, and other entities, as required by the
Issuer's continuing disclosure obligations.
e. provide to the Issuer affidavits of distribution or dissemination of reports and notices.
3. Issuer acknowledges and agrees to the following:
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a. FSC will be compensated for the performance of services with respect to assisting the Issuer
with preparation and submission of continuing disclosure reports in accordance with the schedule as set
forth below:
For each type of debt that a separate report is compiled, e.g. Tax Supported Bond Issues, Revenue
Supported Bond Issues and similarly grouped debt,the following fees apply;
(i) $1,500 per year in compilation, preparation and distribution of each annual report and in
distribution of audited annual financial statements, if Issuer is exempt from requirements
other than filing with the SID,or
$2,500 per year in compilation, preparation and distribution of each annual report and in
distribution of audited annual financial statements, if Issuer is not exempt from filing
reports with the NRMSIR's,plus
(ii) $100 minimum fee for assistance in preparation and distribution of each notice concerning
occurrence of an Event; in addition, a fee of$175 per hour for all time in excess of five(5)
hours spent in assisting with preparation and distribution of each notice concerning
occurrence of an Event.
b. Issuer will provide FSC , and FSC shall be entitled to rely upon, all information regarding
the issuance of the Bonds, including the final official statement and the Issuer's commitment or
undertaking regarding continuing disclosure as contained in the resolution authorizing issuance of the
Bonds or separate contract or agreement; annual financial information and operating data of the type
provided in the final official statement, information concerning the occurrence of an Event; and any
other information necessary in connection with preparing continuing disclosure reports.
c. Issuer will provide FSC all information required for preparation of each annual report,
including financial information and operating data of the type provided in the final official statement
and other information deemed necessary by Issuer, no later than 45 days prior to the date on which each
annual report is due.
d. Issuer will provide full and complete copies of the audited annual financial statement no later
than 45 days prior to the date on which it is due.
e. Issuer will notify FSC immediately upon the occurrence or immediately upon the Issuer's
knowledge of the occurrence of each Event, and the Issuer will immediately provide all information
necessary for preparation of the notice of occurrence of each such Event.
f. Issuer shall have the sole responsibility for determining the disclosure to be made in all cases,
and the Issuer shall review and provide written approval of the content and form of all continuing
disclosure reports and notices. In the event of a disagreement between the Issuer and FSC regarding the
disclosure to be made, either the Issuer or FSC may, but neither is obligated to, terminate this
Agreement by written notice to the other party. Termination of this Agreement for continuing disclosure
services shall not have the effect of terminating the Financial Advisory Agreement to which this
Appendix B is attached.
g. A separate annual report will be prepared and distributed for each type of security pledge in
effect for outstanding financing issues or Bonds of the Issuer.
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h. Issuer will inform FSC of the retirement of any Bonds included under the scope of this
Agreement as soon as possible.
4. In the event that FSC and the Issuer determine that advice of counsel is appropriate with
respect to any question concerning disclosure,then(i)the Issuer may consult with its counsel, or(ii)the
Issuer may authorize FSC to seek legal advice from independent counsel regarding the disclosure. The
Issuer agrees that it shall be responsible for the fees and expenses of its own counsel. The Issuer agrees
to reimburse FSC the fees and expenses of independent counsel, if paid by FSC, for advice rendered
pursuant to authorization by the Issuer.
S. The Issuer agrees to hold harmless and to indemnify FSC and its employees, officers,
directors, and agents from and against any and all claims, damages, losses, liabilities, reasonable costs
and expenses whatsoever(including attorneys' fees and expenses)which FSC may incur by reason of or
in connection with the distribution of information in the disclosure reports in accordance with this
Agreement, except to the extent such claims, damages, losses, liabilities, costs and expenses result
directly from FSC's willful misconduct or gross negligence in the distribution of such information.
In order to provide for just and equitable contribution, if a claim for indemnification pursuant to
the foregoing indemnification provision is made, but it is determined in an appropriate proceeding that
such indemnification may not be enforced, even though the express provisions hereof provide for
indemnification in such case, then the Issuer, on the one hand, and FSC, on the other hand, shall
contribute to the claims, damages, losses, liabilities, costs and expenses to which FSC may be subject in
accordance with the relative benefits received by Issuer, on the one hand, and FSC, on the other hand,
and also the relative fault of Issuer, on the one hand, and FSC, on the other hand, in connection with the
acts or omissions which resulted in such claims, damages, losses, liabilities, costs or expenses; and
relevant equitable considerations shall also be considered. Notwithstanding the foregoing, FSC, shall
not be obligated to contribute any amount hereunder that exceeds the amount of fees previously
received by FSC pursuant to this Agreement.
6. The fees and expenses due to FSC in providing continuing disclosure services shall be
calculated in accordance with Section 3 a. of this Agreement.
In addition, the Issuer agrees to reimburse FSC for the following expenses:, (i) legal fees and
expenses of counsel incurred by FSC pursuant to the terms of Section 4. above, and (ii) other out-of-
pocket expenses reasonably incurred by FSC in performing its obligations hereunder.
The Issuer shall remit the fees and expenses of FSC to FSC within 30 days of invoice by FSC to the
Issuer.
Bonds Issued Subsequent to Contract
7. The provisions of this Agreement will include additional municipal bonds and financings
(including financing lease obligations) issued during the stated term of this Agreement, if such bonds
are subject to the continuing disclosure requirements. In this connection, the Issuer agrees that the
Issuer will notify FSC of any municipal bonds and financings (including financing lease obligations)
issued by the Issuer during any fiscal year of the Issuer during the term of this Agreement, and will
provide FSC with such information as shall be necessary in order for FSC to perform the continuing
disclosure services contracted for hereunder.
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Effective Dates of Agreement
8. This Agreement shall remain in effect for the term as stated in Section III of the Financial
Advisory Agreement to which this Appendix B is attached.This Agreement may be terminated with or
without cause by the Issuer or FSC upon thirty(30) days' written notice to the other party. In the event
of such termination, it is understood and agreed that only the amounts due to FSC for services provided
and expenses incurred to and including the date of termination will be due and payable. No penalty will
be assessed for termination of this Agreement. In the event this Agreement is terminated prior to its
stated term, all records provided to FSC by the Issuer shall be returned to the Issuer as soon as
practicable. In addition, the parties hereto agree that upon termination of this Agreement FSC shall
have no continuing obligation to the Issuer regarding any service contemplated herein. Notwithstanding
the foregoing, all indemnification, hold harmless and/or contribution obligations, pursuant to Section 5
of this Agreement, shall survive any termination, regardless of whether the termination occurs as a
result of the expiration of the term hereof or the Agreement is terminated sooner by either the Issuer or
FSC under this Section 8, pursuant to Subsection 3 f.,or otherwise.
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City of Fort Worth, Texas
W130yor good C'Ouncit c,ommumention II
DATE REFERENCE NUMBER LOG NAME PAGE
4/30/02 C-19072 1 13ADVISORY 1 1 of 2
SUBJECT CONTRACTS WITH FIRST SOUTHWEST COMPANY AND ESTRADA HINOJOSA
FOR FINANCIAL ADVISORY SERVICES
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager to enter into contracts with First Southwest Company and Estrada
Hinojosa for financial advisory services; and
2. Authorize these agreements to begin May 21, 2002, and expire May 20, 2005, with two one-year
options to renew.
DISCUSSION:
First Southwest Company and Estrada Hinojosa have been the City's co-financial advisors for the past
five years, working well together and performing satisfactorily throughout the term of the contracts.
After reviewing the qualifications, capabilities and experience of four firms which responded to a
Request for Qualifications earlier this year, staff is recommending that the City continue its relationships
with First Southwest Company as its lead financial advisor and Estrada Hinojosa, a minority-owned
firm, as a co-financial advisor. The work and fees on bond transactions will be split 65/35 between the
two firms, respectively.
The fee structure per transaction under these new agreements is the same as it has been for bond
issues up to $30 million. Fees on transactions in excess of $30 million will increase by $250 per $1
million. The fee schedule is outlined below:
Size of Bond Issue Fee
First $15,000,000 $25,000
Over $15,000,000 $0.75 per$1,000 bonds
Typically, no charges for financial advisory services related to bond transactions are incurred unless
bonds are actually sold. However, these agreements also provide for either or both of the financial
advisors to be compensated on an hourly basis for special financial consulting work not directly related
to a bond sale. Engagement letters will be executed for each special project compensated on an hourly
basis.
As noted above, these contracts will be for a period of three years, with two one-year renewal options.
They may be terminated, with or without cause, upon 30 days written notice by either party to the
contract.
City of Fort Worth, Texas
4113ftojr and Coaneil ManiLMSion
DATE REFERENCE NUMBER LOG NAME PAGE
13ADVISORY
4/30/02 C-19072 2 of 2 1 1
SUBJECT CONTRACTS WITH FIRST SOUTHWEST COMPANY AND ESTRADA HINOJOSA
FOR FINANCIAL ADVISORY SERVICES
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that funds required to pay financial advisory fees will be available from
proceeds of bond sales, appropriate debt service funds, and/or appropriate operating funds.
CB:k
Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY
Office by: (to)
GD06 553010 0132000
Charles Boswell 8511 PE47 553010 0132000
Originating Department Head:
Jim Keyes 8517 (from) APPROVED 04/30/02
Additional Information Contact:
Jim Keyes 8517