HomeMy WebLinkAboutResolution 5003-11-2018 A Resolution
NO. 5003-11-2018
AUTHORIZING EMPLOYMENT OF THE FIRMS OF MCCALL, PARKHURST
& HORTON L.L.P. AND KELLY HART & HALLMAN LLP AS CO-BOND
COUNSEL AND OF WEST & ASSOCIATES L.L.P. AS DISCLOSURE COUNSEL
WITH SUCH FIRMS TO REPRESENT THE CITY IN MATTERS RELATED TO
THE ISSUANCE OF BONDS AND OTHER DEBT INSTRUMENTS
WHEREAS, the issuance of municipal bonds and other debt instruments requires highly
specialized knowledge of complex legal issues related to government debt obligations and associated
financial matters, including, but not limited to, federal tax laws and regulations, the Texas constitution,
and federal and state statutory and regulatory law; and
WHEREAS, the firms of McCall, Parkhurst & Horton L.L.P. and Kelly Hart & Hallman LLP
have the requisite knowledge, expertise, and experience to effectively serve as bond counsel and represent
the City in connection with the issuance of bonds and other municipal debt instruments and have
satisfactorily performed such services for the City in connection with multiple debt issuances for a number
of years.; and
WHEREAS, the firm of West & Associates L.L.P. has the requisite knowledge, expertise, and
experience to effectively serve as disclosure counsel and represent the City in connection with disclosure
matters associated with the issuance of bonds and other municipal debt instruments and has performed
such services for other local government entities; and
WHEREAS, given the firms' expertise and successful past performance, the City Manager's
Office recommends that the firms be engaged as co-bond counsel and disclosure counsel respectively.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
FORT WORTH, TEXAS, THAT:
1.
In accordance with Chapter VI, Section 3 of the Charter of the City of Fort Worth, the City Attorney is
authorized to employ the firms of McCall, Parkhurst& Horton L.L.P. and Kelly Hart& Hallman LLP to
represent the City as co-bond counsel in matters related to the issuance of bonds and other debt instruments
and to enter into any agreements related thereto consistent with the terms of this Resolution.
2.
In accordance with Chapter VI, Section 3 of the Charter of the City of Fort Worth, the City Attorney is
authorized to employ the firm of West & Associates L.L.P. to represent the City as disclosure counsel in
matters related to the issuance of bonds and other debt instruments and to enter into any agreements related
thereto consistent with the terms of this Resolution.
3.
���&,RTIWORTIJ
Resolution No. 5003-11-2018
Payment of fees and reimbursement for expenses to each of the firms in connection with the issuance of
bonds or other municipal debt instruments shall be paid from the proceeds of the debt issue and shall be
included as costs of issuance in ordinances authorizing debt issuance. No fees or expenses for debt
issuance will be incurred or paid if debt does not issue.
ADOPTED this 13" day ofl`41ovember, 2018.
®F�C}
M J. Kayse Q
City Secretary
..... �y
qS �
ORT WO T
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 11/13/2018 - Resolution No. 5003-11-2018
DATE: Tuesday, November 13, 2018 REFERENCE NO.: **C-28927
LOG NAME: 12BOND AND DISCLOSURE COUNSEL
SUBJECT:
Adopt Resolution Authorizing Employment of McCall, Parkhurst& Horton L.L.P. and Kelly Hart& Hallman
LLP to Serve as the City's Co-Bond Counsel and of West &Associates L.L.P. as the City's Disclosure
Counsel with such Firms to Represent the City in Matters Related to the Issuance of Bonds and Other Debt
Instruments (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council adopt the attached resolution authorizing employment of McCall,
Parkhurst & Horton L.L.P. and Kelly Hart & Hallman LLP as the City's co-bond counsel and of West &
Associates L.L.P as the City's disclosure counsel with the firms to represent the City in matters related to
the issuance of municipal bonds and other debt instruments.
DISCUSSION:
The purpose of this Mayor and Council Communication (M&C) is to authorize the engagement of bond
counsel and disclosure counsel to provide specialized legal expertise in matters related to the issuance of
bonds and other debt instruments in accordance with Chapter 2254 of the Texas Government Code.
Bond Counsel
McCall, Parkhurst& Horton L.L.P. and Kelly Hart & Hallman LLP have served the City as bond co-counsel
since 1991 (M&Cs C-12784, C-15245, C-16321, C-19295, and C-26308).
Issuance of City debt instruments requires highly specialized legal services, including providing opinions
that bonds and other debt are being issued in accordance with the Constitution and laws of the State of
Texas, that the bonds constitute valid and legally binding obligations of the City, and that the interest on
the bonds is exempt from federal income taxes under existing statutes, regulations, rulings and court
decisions.
The two firms have performed satisfactorily and cooperatively throughout the term of their retention by the
City. The City Attorney's Office has reviewed options for bond counsel services and recommends
engagement of these firms based on demonstrated competence and qualifications. Given the two firms'
subject matter expertise, familiarity with City operations, and successful past performance, the City
Manager's Office recommends that the City Attorney continue to engage the two firms to serve as co-
counsel for issues related to bonds and other debt instruments.
The proposed Agreement would have a three-year initial term with two, one-year renewal options. Fees in
connection with bond issuance are based on a percentage of the dollar amount of debt being issued and
would not be incurred unless bonds are actually sold. Payment for these services would come from the
bond proceeds and would be approved on a case-by-case basis as part of the approval for each debt
issuance.
Logname: 12BOND AND DISCLOSURE COUNSEL Page 1 of 2
Disclosure Counsel
West &Associates L.L.P. is based in North Texas and has served as disclosure counsel for Dallas Area
Rapid Transit (DART), the Dallas Independent School District, and the City of Arlington. The City
Attorney's Office has reviewed options for disclosure counsel services that meet the City's goals and
concluded that this firm is a qualified provider of these services. The engagement as disclosure counsel
will involve reviewing and conducting due diligence regarding offering statements and other disclosure
documents and information as well as monitoring disclosure practice in the U.S. and Texas bond markets
and advising the City of changes or trends in federal and state law, regulations, and practice.
The proposed Agreement would have a three-year initial term with two, one-year renewal
options. Payment for services would come from the proceeds of bonds or other debt instruments and
would be approved on a case-by-case basis as part of the approval for each debt issuance.
FISCAL INFORMATION /CERTIFICATION:
The Director of Finance certifies that funds required to pay legal fees related to debt issuances will be
available from the proceeds of bond sales and/or appropriate debt service funds.
FUND IDENTIFIERS (FIDs):
TO
Fund Department ccoun Project Program ctivity Budget Reference # moun
ID ID Year ChartPield 2
FROM
Fund Department ccoun Project JPrograrnBudgetctivity Reference # moun
ID ID Year ChartPield 2
CERTIFICATIONS:
Submitted for City Manager's Office by: ALL ACMs (6222)
Originating Department Head: Sarah Fullenwider (7623)
Additional Information Contact: Sarah Fullenwider (7623)
Logname: 12BOND AND DISCLOSURE COUNSEL Page 2 of 2