HomeMy WebLinkAboutContract 45387-A4 6 7 89 ro 7,7 CITY SECRETARY`
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ARBITRAGE REBATE COMPLIANCE SERVICES
This Amendment is entered into by and between the City of Fort Worth (hereafter
"City"), a home rule municipal corporation situated in portions of Tarrant, Denton and Wise
Counties, Texas, with its principal place of business at 200 Texas Street, Fort Worth, Texas, and
First Southwest Asset Management,LLC, (hereafter"Consultant"), a Delaware Corporation.
WHEREAS, the parties have previously entered into City of Fort Worth City Secretary
Contract No. 45387(the "Contract"), which was executed on August 1, 2013; and
WHEREAS,the Contract for the purpose to perform arbitrage rebate compliance services;
and
WHEREAS,the original term of the Contract expired on July 31, 2014; and
WHEREAS, the term was renewed for two one-year terms with an expiration date of
July 31, 2016; and
WHEREAS, the Contract was amended to extend the term for one year in City Secretary
Contract No. 45387 A-3 with an expiration date of July 31, 2017; and
WHEREAS, the City and Consultant, now wish to amend the contract to extend the term
of the Contract for continued services pursuant to the original Contract for an additional year.
NOW, THEREFORE, City and Consultant acting herein by the through their duly
authorized representatives, enter into the following agreement to amend the contract:
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
I.
Section 7, Term. The term of the Contract is hereby amended to extend the term to
expire July 31, 2018, unless terminated earlier in accordance with the Contract. Extension of the
term shall not require an increase of Consultant's Fee under the Contract.
2.
All other provisions of the Contract which are not expressly amended herein shall remain
in full force and effect.
[REMAINDER OF THE PAGE IS INTENTIONALLY LEFT BLANK]
(SIGNATURE PAGE FOLLOWS)
CFW/First Southwest Asset Management
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ACCEPTED AND AGREED:
CITY OF FORT WORTH:
CONSULTANT.-
By:
: Susan Alanis
1A 000q.
Assistant City Manager By. Name: ®-1� J
Title: ►��� =;��� = �-��-
Date: _��(T�.p f,
Date: y �7
APPROVAL RECOMMENDED:
4A". ATTEST:
By: _
Name: Aaron Bovos
Title: Chief Financial Officer By:
ATTEST: Title: VIcs I�, gi0E13T
B Ag'f ity Secretary * i
I0
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration }rl
of this contract, including ensuring all performance
and reporting r.quirem s.
By:
Name: John Samford
Title: Assistant Finance Director
APPROVED AS TO FORM AND LEGALITY:
r�
[OFFICIAL RECORD
By:
e: Jo Ann Pae CITY SECRETARY
Na
T' le: Assistant City Attorney FT,WORTH,TX
CONTRACT AUTHORIZATION:
M&C: P-12054
1295 Certification: 2017-194579
CFW/First Southwest Asset Management
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7/14/2017 M&C Review
Official site of'Ne City of Fort Wlotth,'zxos
CITY COUNCIL AGENDA ruRT�H
COUNCIL ACTION: Approved on 6/6/2017
REFERENCE ..,,P-12054 13P1313AMEND NO. 2 FA
DATE: 6/6/2017 NO.: LOG NAME: CONTRACT MM FMS
CODE: P TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of Amendment No. 2 to Existing Contracts with FirstSouthwest, A
Division of Hilltop Securities, Inc., FSC Continuing Disclosure Services, A Division of Hilltop
Securities, Inc., First Southwest Asset Management, LLC, and Estrada Hinojosa &
Company, Inc., Extending the Term of the Contracts for an Additional Year for the Financial
Advisory, Arbitrage Rebate and Continuing Disclosure Services for the Financial
Management Services Department (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of necessary Amendment No. 2 to
existing contracts with FirstSouthwest, A Division of Hilltop Securities, Inc., FSC Continuing Disclosure
Services, A Division of Hilltop Securities, Inc., First Southwest Asset Management, LLC, and Estrada
Hinojosa & Company, Inc., extending the term of the contracts for an additional year for the provision of
financial advisory, arbitrage rebate and continuing disclosure services for the Financial Management
Services Department.
DISCUSSION:
On July 23, 2013, (M&C C-26350)the City Council authorized contracts with First Southwest Company
(City Secretary Contract (CSC) No. 45144), First Southwest Asset Management, Inc. (CSC No.
45387), FSC Disclosure Services, a Division of First Southwest Company (CSC No. 45200) and
Estrada Hinojosa & Company (CSC No. 45274)to provide financial advisory, arbitrage rebate
compliance services and continuing disclosure services to the City. The Amendment No. 2 will allow the
City to continue these services for an additional year.
FirstSouthwest, a Division of Hilltop Securities, Inc., and Estrada Hinojosa & Company, Inc., have
satisfactorily served as the City's co-financial advisors for over a decade. The fee structure for financial
advisory services will be a base fee in the amount of$35,000.00 plus$0.75 per$1,000.00
denomination for each series of bond issues. As in the current contract, the fee will be split 65/35
between the two firms, respectively.
M/WBE Office - FirstSouthwest, a Division of Hilltop Securities, Inc., the lead financial advisor, and
Estrada Hinojosa & Company, Inc., a certified minority-owned firm and the co-financial advisor, are in
compliance with the City's BDE Ordinance by committing to the work fees on bond transactions being
split 65/35 between the two firms respectively on this project.
Typically, no charges for financial advisory services related to bond transactions are incurred unless
bonds are actually sold. The Agreements will also provide for the financial advisors to provide special
financial consulting work not directly related to a bond sale with compensation paid based on an hourly
rate ranging from the amount of$75.00 for work performed by administrative assistants to the amount
of$250.00 per hour for work performed by managing directors, executive vice presidents or senior vice
presidents. An individual engagement letter will be executed for each special project compensated on
an hourly basis.
Arbitrage rebate compliance services will be provided by First Southwest Asset Management, LLC, and
FSC Disclosure Services, A Division of Hilltop Securities, Inc., will provide continuing disclosure
services. Disclosure services will be compensated at a rate of$2,500.00 per year for assistance in
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7/14/2017 M&C Review
preparation and distribution of each annual report and the amount of$3,500.00 per year for distribution
of audited financial statements. Arbitrage rebate compliance services will be compensated at a rate of
$1,400.00 per computation year. Additional fees would apply for specialized arbitrage-related services,
if needed, in connection with an IRS refund request of commercial paper calculations.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds required to pay financial advisory fees will be available from
proceeds of bond sales and/or appropriate operating funds. Expenses associated for arbitrage
calculations and continuing disclosure are included in the Fiscal Year 2017 budget of the General Fund,
Finance Department appropriations.
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Submitted for City Manager's Office by_. Susan Alanis (8180)
Originating Department Head: Aaron Bovos (8517)
Additional Information Contact:
May Ma (2058)
Jack Dale (8357)
ATTACHMENTS
Form 1295 and CIQ Estrada Hinoiosa and Company Inc.pdf
Form 1295 and CIQ FirstSouthwest A Division of Hilltop Securities Incj)df
Form 1295 and CIQ FirstSouthwest Asset Management.odf -'/5'3Q7
Form 1295 and CIQ FSC CONTINUING DISCLOSURE SERVICES.pdf
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