C7D-Approve Second Year Renewal Option To Agreement Financial Advisory ServicesCOMMISSION ITEM SUMMARY
Condensed Title:
A Resolution of the Mayor and City Commission of the City of Miami Beach, Florida,
approving the second year renewal option to the professional services agreement
between the City and RBC Dain Rauscher, Inc., now known as RBC Capital
Markets,LLC, dated March 14, 2007, for financial advisory services; said renewal term
having been deemed to commence retroactively on March 15, 2013, and ending on
March 14, 2014.
Key Intended Outcome Supported:
Improve the City's overall financial health and maintain overall bond rating.
Supporting Data (Surveys, Environmental Scan, etc.):
Item Summary/Recommendation:
The Administration recommends that the Mayor and City Commission adopt the
Resolution which approves the second year renewal option to the Professional Services
Agreement between the City and RBC Dain Rauscher, Inc., now known as RBC Capital
Markets, LLC, dated March 14, 2007, for Financial Advisor Services; said renewal term
having been deemed to commence retroactively on March 15, 2013, and ending on
March 14, 2014.
Adviso Board Recommendation:
Financial Information:
Source of Amount
Funds: 1 N/A
2
3
OBPI Total
Financial Impact Summary:
Ci Clerk's Office Le islative Trackin :
Patricia Walker, Chief Financial Officer
Si n-Offs:
Department Director
MIAMI BEACH
Fees paid from
issued.
227
Account
proceeds of new Bonds
JLM
AGENDA ITEM C 7/)
DATE ftr12-1?;
MIAMI H
City of Miami 1700 Convention Center Drive, Miami Beach, Florida 33139, www.miamibeachfl.gov
N MEMORANDUM
TO: Mayor Matti Bower and Members of
FROM: Jimmy L. Morales, City Manager
DATE: April17, 2013
SUBJECT: A RESOLUTION OF THE MAYOR NO CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, APPROVING THE SECOND YEAR
RENEWAL OPTION TO THE PROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY AND RBC DAIN RAUSCHER, INC., NOW KNOWN AS
RBC CAPITAL MARKETS, LLC, DATED MARCH 14, 2007, FOR FINANCIAL
ADVISORY SERVICES; SAID RENEWAL TERM HAVING BEEN DEEMED
TO COMMENCE RETROACTIVELY ON MARCH 15, 2013, AND ENDING ON
MARCH 14, 2014.
ADMINISTRATION RECOMMENDATION
Adopt the Resolution
KEY INTENDED OUTCOME SUPPORTED
Improve the City's overall financial health and maintain overall bond rating.
BACKGROUND
The Mayor and City Commission, at its March 14, 2007 City Commission meeting, passed and
adopted Resolution 2007-26484, which accepted the City Manager's recommendation
pertaining to the ranking of firms pursuant to Request for Proposals (RFP) No. 20-06/07 for
Financial Advisory Services. It further authorized the Administration to enter into negotiations
with RBC Capital Markets and authorized the Mayor and City Clerk to execute an agreement
upon the completion of successful negotiations by the Administration.
ANALYSIS
The purpose of this resolution is to recommend the second year renewal of the contract with
RBC Capital Markets for Financial Advisory Services. The original contract was for an initial five
(5) year term with up to five (5) additional one (1) year renewal terms.
228
Commission Memorandum
Financial Advisor Renewal
April17, 2013
Page 2 of 2
RBC Capital Markets acts as Financial Advisors for the City's ongoing capital program, including
Water & Sewer Bonds, Stormwater Bonds, Parking Bonds, and with the Line of Credit financing
program. They are currently assisting the City with the financing plan for the undergrounding of
the utilities for Sunset Islands 3 & 4, and the Miami Beach Convention Center Expansion
Project.
Additionally, they serve as Financial Advisors for the Miami Beach Health Facilities Authority
(HFA). Last year, Mt. Sinai had applied to the HFA for a substantial bond refunding series of
approximately $160 million. RBC Capital Markets served as the Financial Advisors to the HFA,
the issuer, in this case Mt. Sinai, and were compensated by them from the proceeds from the
sale of the bonds or other fees charged for the project.
RBC Capital Markets also provides the City with various other financial advisory services, some
of which include the following:
Review existing debt structure and financial resources to determine available
borrowing capacity.
Advise as to market conditions and recommend the timing of the sale of bonds.
Provide information concerning the structure of financing programs used by other
issuers.
Advise on the most efficient structure for each issue.
Advise as to the advantages and disadvantages of municipal bond issuance or other
credit enhancements.
Assist in negotiating the interest rates proposed by the underwriters.
Review the bond purchase agreement and advise as to its acceptance or rejection in
light of market conditions.
Assist legal counsel in the preparation and distribution of the Official Statement.
Arrange for distribution of the Official Statement to bond underwriters and investors
in accordance with the objectives communicated by the City.
Included as Exhibit A is a more comprehensive list of the scope of services that RBC Capital
Markets is required to perform and was part of their original contract with the City. In this Exhibit
is also the fee structure that will continue to be in effect should this resolution be approved.
Although the City uses RBC Capital Markets on a continuous basis, they are not compensated
until the City issues bonds. Their fees are part of the cost of issuance that are paid from the
bond proceeds.
CONCLUSION
The Administration recommends that the Mayor and City Commission adopt the Resolution
which approves the second year renewal option to the Professional Services Agreement
between the City and RBC Dain Rauscher, Inc., now known as RBC Capital Markets, LLC,
dated March 14, 2007, for Financial Advisor Services; said renewal term having been deemed
to commence retroactively on March 15, 2013, and ending on March 14, 2014.
JMG/PDW
T:\AGENDA\2013\Aprii17\Financial Advisor Renewal Commission Memo FY13.docx
229
EXHIBIT A
·'SCOPE OF SERYlCES
.. , .' ·• -Eln!\nc!ng§ Involving A Pull!!~ Oftbrlng of Pent Secur!tieJ, The Consultant agrees that upon
I .roquest me . following 'aervlce$. ·may" be performed bY, the Consultant In consideration of the
compensation in Paragraph 4 of this Exhibit "A".
·· · · • a. · ·. Review· existing debt stnJcture and financial resources to determine available
borrowing r:apacity.
b. Evaluate financing mechanisms and assist in the financing component of any such
mechanisms ehosen by the City,
c. To be available, upon proper notification, to participate in conference calls,
conferences, with the personnel of the City and other consultants to the Cily
regarding financing matters.
d, Provide information concerning the structure of financing programs used by other
lssue~rs.
e. Recommend in conjunction with bond counsel, provh;ions and covenants to be
contained in bond Issues, including, b1.1t not limited to bond amounts, maturities,
Interest rates, redemption provisions, flow of funds, debt service coverage
requirements, reserve funds, ~ecurity pledges and conditions relating to the issuance
of additional bonds. ·
~ f. As.sist with the preparation of de~.t service requirements (or proposed issues.
' g. Advise on the use of 11 negotiated or competitive bid sale for each issue.
h. Coordinate b~nd .closing and transfer offunds.
' i. Advise liS to the advantages and disadvantages of municipal bond Insurance or other
credlt.enhancemems. ·
j, Coordinate with and pro,vide the municipal bond mting agencies (a.nd credit
enhancers, if applicable) with information ne~cessl!l')' to obtajn an 11pproprlate rating
on the bonds.
\ k. Advisc.as'lo ma~ket conditions and recof!lmend t~e liming of the sale of the. bonds.
:' • I
I. . Ass'i5t where needed at the time of a competitive sale in checking all bids for
compliance with bid specifications, and make 11 recommendations as to award of the
bonds in the best Interest ofthe City.
m. A.ssist, upon reques~ in selection of the book·run.ning managing underwriter and co-
mana~lng unde~itcrs for nogotiated sale of bonds. · · ·
11
230
. .
n Advise whether to utilize a selling group.
· o .... :· • Assist in negotiating the interest rates proposed by the underwriters for the bonds as
' I'! ~II as l~e underwriters (:Ompensatl~ and tlXJ'!lOSC$ on 1he Issue expr~sscd in terms
of the gross underwriters discount.
' ' '
·p. · Review the bond purchase agreement and advise as to its acceptance or rejection in
light ,of market conditions.
q. Assist legal counsel in the preparation and distribution of the Official Statement. ,
r. Arrange for distribution of the Official Statement to bond underwriters and Investors
in accordance with the objectives commun·loated 10 the Consultant by the City or Its
agents or representatives. · ·
s. Assist, at bond closing, and coordinate printing, signing and delivery of bonds,
including receipt of transcript, bond printing, CUSlP numbers and delivery of bonds.
2. ·Financjngj 'blot Involving a Public Offering of Debt Securities. The Consultant agrees that
upon request rhc following services may be porfo1mod by the Consultunt (In addition to the services
previously described) in consideration ofthe compensation In Paragraph 4 of this Exhiblt "A".
a. Assist in the selection of a financing vehicle, including but not limited to, private
pl~cement of debt, participation In pooled loan programs, short term borrowing
programs, bank loans, tlix anticipation note~, certificates of pJ~rticipation, and revenut
anticip11tion notes or other alternative linanci.al products, including but not. limited to
interest. ~tc: swaps, caps or collars and investmen1 of bond proceeds.
b. In conjunction with City's legal counsel, assist in the ,preparation of private
placement. memorendums, loan upplications, or other information related· to the
financing. · ·
3. Services Nro Jnyg!vlnB SpceU1c Finaoch::u~s, The Consultant agrees thpt upon request the
tbllowlng services may be performed by the Consultant in consideration of the compensation In
Parpgraph 4 of this Exhibi.t "A".
a. Attend rneeiings rclated.to the City's business as requested.
b. Pr~pare debt ~apacity reports and ·other r~quested ·ser:vices, such as periodic .rating
agency updates and other speclal studies as directed by the Chy.
4. Compensation, The Consultant' shall be compe,nsa'ted; for all wo~k performed, for the City
pursuant to Paragraphs 1 '· 2, and 3 of.this Exhibit "A" .Ps follows.: 13
a. The Consultant.shall be paid the following hourly rates for all lime expended by its
personnel for speclflc projects requested in :-"riling by:the City, es follows:
Managing Director and Director
V,ice Presi.den.t ·
12
231
~225 per hour
$200 per hour
''
0
I 0
1
•. :
1
, I~ 0
, :I I I
·· Associate Vice President and
· Plnanolal Analyst
: · ·• "Support Staff
$150 per hour
no charge
,.. " Altetnativclyi'the City may wish to negotiate a fixed price for such special projects,
· · ' · • · :rhe Ci1y ood the' Cc:msoltant acknowledge that there will be special projects for which
· • · · · · .. : the· servl~s. of· the Consultant may be RXJUCstod which are not appropriately
'compensated for on an hourly rate and:•.thloh do not resullln the issoanllt\ of bonds as
more speelf'ically referenc~ below, Fees for these special aervloes shall be n~gotlated
on11 o11se by case bas!s and shalt be agrllt\d to in writing by both parties.
b. In connection· with the issuance of debt, the Consultant sh111l be paid at closing in
aocord11noe with the following S<lhod1.1le wilh 11 rninltnlln'l fee of $15,000 per
transaction:
Par Amount of Bonds Jssued
First $0-$50,000,000
$50,000,000 . $'1 00,000,000
$1 00,000,000-and more
Fee ?er $1 ,000
$1.25
$1.00
$0.75
There shall be a surcharge of$5,000 for competitive sales and/or refunding!!.
c. ln the capacity of plaeemenl and/or pricing aeent of Interest rate swaps or other
' dor!vative products, Consu!Wnl will charge a i%1e of five basls points (0.05%) of \he
welshted average ba!anllt\ to b,e swap~ each, year, discounted ai 11 taltt>ble yield,
with a cap to be negotiated on eaoh nnsactkm reflecting the oomplexlty and risk
a&sociated with such transactions. Por the reinvestment of bond proce~s Consultant ·
will charge' a fee of 3 basis points computed on the same basis as described in the
previous sentence. ~
d. For the preparation of the bid solicitation and review of bids received for securities tt>
be puruhasell for eS\1roW accounts', t;unranteed Investment agreum'cnts Md other
investments, the Consultant shall be paid a Placement Fut of five basil; polnu
(\LOS%) of the we!shted avenige balanee to be invested enon ye(!r of the agreement,
dlscoiH'ited at a taxable yield by the A~reel'TlQnt ProvidQl'on behalf of the City,
e. For conduit financings proposed to. be issued through the City, the Consultant
shall be paid on the same fef! St1hedu!e as set forth above in panigrnph' (b) by the
Borrower, In the event that no bonds are actually issued, the Consultant sh'&ll receive
.. a fee from the Borrower, such fee subject to nogotlailon between the Consultant and
the Borrower, but in no event less than the dollar amount for the hours expend~ on
the projee1 to compens11te the Consultant for the prttparntlon and presentation to the
City of a report analyzing the credit, th~ proposed marketing plan, and anal)'·zlng the
City's protection from any 'ri&lr of default on the financing and , making a
recommendation regarding the issuanee of the proposed bonds.
13
232
Afteraction June 6, 2012 City of Miami Beach
C7D A Resolution Retroactively Approving And Authorizing The Acceptance Of A Total Of Seven
Thousand Eight Hundred Dollars ($7,800) In Cash And In-Kind Donations From The Sponsors
Set Forth In This Resolution, Made To The City For Health Fair And Bingo Night For Seniors, A
Free Informative And Entertainment Event Held On May 22, 2012; And Further Appropriating
Said Funds; And Also Accepting And Authorizing The City Manager Or His Designee To Make
Such Expenditures And/Or Reimbursements From The Aforestated Donations, In Furtherance Of
And Consistent With The Aforestated Event.
(Community Services)
ACTION: Resolution No. 2012-27910 adopted. Patricia Walker to appropriate the funds.
Marta Rulz to handle.
C7E Regarding The Municipal Distribution Of The People's Transportation Plan Surtax Funding;
Authorizing The Administration To Represent The City Of Miami Beach During Negotiations
Between The MDCLC And Miami-Dade County; And Further Reaffirming The City's Position That
Surtax Funding For Newly Incorporated Municipalities Should Be From The County's 80% Share
Of The Surtax, As Originally Negotiated In Good Faith And Agreed To By Miami-Dade County In
2002, And As Currently Required By Miami-Dade County Ordinance 02-116.
(Economic Development)
ACTION: Resolution No. 2012-27911 adopted. Kevin Crowder to handle.
t:QE/-F.~1 A Resolution Approving The First Year Renewal Option To The Professional Services Agreement
Between The City And RBC Daln Rauscher, Inc. (D/B/A RBC Capital Markets), Dated March 14,
2007, For Financial Advisory Services; Said Renewal Term Having Been Deemed To Commence
Retroactively On March 15, 2012, And Ending On March 14, 2013.
(Finance Department)
tMrntq.r·•r::.~;~e.$·~)1u_tloi1:Nb:··2M·2·~279.Uad.opteet:·.P~·t.rl¢.1~·wall<er.::ti>;·h~ndie'. ·:/
SUPPLEMENTAL MATERIAL 1: Resolution
C7G A Resolution To Exercise The First Renewal Option Wrth Paper Solutions, Inc. (D/B/A Partek
Solutions), And Print Media Corporation, Pursuant To Invitation To Bid (ITB) No. 27-09/10, For
The Purchase And Delivery Of Multi-Space Parking Pay Station Receipt Paper, In The Estimated
Annual Amount Of $75,000.
(Parking Department)
ACTION: Resolution No. 2012-27913 adopted. Saul Frances to handle.
17
M:\$CMB\CITYC LER\AFTERACT\2011-2012\20 12\Afteractlons\20120606\Final\aa06062012.doc
233
'•
· ·f. · • ··The Consultant,shall be ~lmburscd for nil out·of·pocket expenses. rmvel expense
· nlmbursoment ·shall -comply with the t!lty' s policy fbr l'tllmbursemont of City
employees.
,.,., S. · · •·Otber ·~eQ:i,Qe§:'The· City agrees that the following catesory of SClrvio!lS, or other
·services no\ enumel"iite.d horoln,·wnen roquoslcd In writing to be porformed by the Consultant shot! be
· oompen'satcd 'In 1\ mutually agreed upon ma.nner confirmed In writing by both parties.
a. Assisting whh validation proceedings and/or testifying as an expert witness with respect 10
offtlflt'lg&. ..
b. Providing eecondary market disclosure service~ 11pon request in compliance with Rule
l So(2)·12 of tn·c Seeurltlos and SxohnnscrCommls5lon, .
. '
c. Participating In the development pf a flna.ncial plan for the City's capital improvements
progmm. ·
d. Advlc\l on VtJrious budget and funding matters nol specifically relaled to the offer of
so~uritlos or other nnanoings reforcriood in Paragre,plu I ttnd 2 of this Exhlbll. ·
6. T~ parties !ICknowledge that if the Consvltant sells securities for investment
progr~tms to the City 91.lch salo Is in tho Conaultant' s rola as a broker/dealer and as principal !lnd th~
City ack.nowlo9ges that a Tl'lllrk·up will be cha~ged on the s~lc, which markup shall be disclosed lo
the: City.
' .
7. g Director, wlll be the prim~try banker for the
Consultont for all work porfut•med h Sonya Little, VIce Prusidenlt wl!i provide
support for. 1111 work pel'fotmed herewith. Other professionals wm perform se:rvhX~ilas 1alre·
Richard Montalbano, Neither Richard Montalbano nor Sonya Lln!e mil)' be removod from this
position without City's wrltton II,PProval.
8. · The Consuhanl shall be entitled to the relmbl,lrsement of exp~nses associated, with all
sarvloos eonlompl:~tod horoin In full.
9. The parties ack.nowledgo that the Consultant m11y hnve ongoing business
relationships with other lnvestm«;nt bonking firms and flnonclal pdvlsors, Including firms doing
business with the City. I 5
10, This Exhibit does not govem, nor does it prohibit the Consultant from serving in
othor rolos, such as lnvastlng funds as a brokor/dealor, sotllng soourltic" 10 tho City es principal or
other acllvhles. ·. ·
14
234
RESOLUTION NO.-----
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, APPROVING THE SECOND
YEAR RENEWAL OPTION TO THE PROFESSIONAL SERVICES
AGREEMENT BETWEEN THE CITY AND RBC DAIN RAUSCHER,
INC., NOW KNOWN AS RBC CAPITAL MARKETS, LLC, DATED
MARCH 14, 2007, FOR FINANCIAL ADVISORY SERVICES; SAID
RENEWAL TERM HAVING BEEN DEEMED TO COMMENCE
RETROACTIVELY ON MARCH 15, 2013, AND ENDING ON MARCH
14, 2014.
WHEREAS, at its March 14, 2007 meeting, the Mayor and City Commission
adopted Resolution No. 2007-26484, which accepted the City Manager's
recommendation pertaining to the ranking of firms pursuant to Request for Proposals
(RFP) No. 20-06/07 for Financial Advisory Services, authorizing the Administration to
enter into negotiations with RBC Capital Markets, and further authorizing the Mayor and
City Clerk to execute an agreement upon the completion of successful negotiations by
the Administration; and
WHEREAS, the aforestated Agreement provides for the City, at its sole
discretion, to renew the Agreement, upon the same term and conditions, for up to five (5)
additional one (1) year renewal terms; and
WHEREAS, the Administration requests that the City Commission hereby
approve the exercise of the second renewal term, which would be deemed to have
commenced retroactively on March 15, 2013 and which would expire on March 14,
2014.
NOW, THEREFORE, BE IT DULY RESOLVED THAT THE MAYOR AND
CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, hereby approve the
second year renewal option to the Professional Services Agreement between the City
and RBC Dain Rauscher, Inc., now known as RBC Capital Markets, LLC, dated March
14, 2007, for Financial Advisor Services; said renewal term having been deemed to
commence retroactively on March 15, 2013, and ending on March 14, 2014.
PASSED and ADOPTED this -----day of _____ 2013.
MAYOR
ATTEST:
CITY CLERK
235
THIS PAGE INTENTIONALLY LEFT BLANK
236