HomeMy WebLinkAboutRES 84-190 q
R E _S O L U T I O N
WHEREAS, the City desires to amend its financial advisory
contract with Underwood Neuhaus and Company to provide for
financial services in connection with the sale of Sixteen Million
Dollars ( $16 ,000,000) in Drainage Improvement Bonds;
NOW, THEREFORE, BE IT RESOLVED BY THE
CITY COUNCIL OF THE CITY OF BEAUMONT
THAT the City Manager be, and he is hereby , authorized to execute
an amendment to the contract with Underwood Neuhaus and Company, a
copy of which is attached hereto as Exhibit "A" , to provide for
financial advisory services for the proposed sale of Sixteen
Million Dollars ( $16 ,000,000) in Drainage Improvement Bonds.
PASSED BY THE CITY COUNCIL of the City of Beaumont this
the day of _ ,�'� 1984.
Mayor -
FINANCIAL ADVISORY CONTRACT
Date : April 25, 1984
Mayor and City Council
City of Beaumont
Beaumont , Texas
1 . We understand that you are contemplating the issuance of
the following bonds :
$13, 000, 000 Street Improvement Bonds
$16, 000, 000 Drainage Improvement Bonds
and that in connection with the issuance of these securities you
desire this proposal from us to perform professional services in
the capacity of Financial Advisor for City of Beaumont , Texas
( hereinafter called " Issuer" ) .
2 . By this proposal we offer our professional services as
Financial Advisor for the issuance and sale of the above
described bonds , and in that capacity we agree to perform the
following duties and such other duties , as , in our judgment , may
be necessary or advisable :
a. We will make a survey of the financial resources of the
Issuer , including an analysis of the existing debt
structure as compared to existing and projected sources
of income which may be pledged to secure payment of the
Issuer ' s bonds , the Issuer ' s taxing power , and its
present and future taxing requirements . If the revenues
of a system or facilities are to be pledged to repayment
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of such bonds , the survey will take into account any
outstanding obligations which are payable from the net
revenues thereof , projected net revenues , to arise from
any proposed rate increase, and the additional revenues
and expenses , projected by your consulting engineers ,
resulting from the proposed improvements . We will also
take into account future financing needs and operations
as projected by your staff and/or your consulting
engineers and other experts .
b . If it is necessary to hold an election to authorize the
bonds , we will , under the direction of the bond
attorneys , assist in coordinating the assembly and
transmittal to the bond attorneys such data as may be
required for the preparation of the necessary petitions ,
orders , resolutions , notices and certificates in
connection with the election .
c . On the basis of the information developed by the survey
described in paragraph 2. a . , and on the basis of
marketing experience and other information available to
us , we will submit our financing recommendations , which
will include recommendations as to the date of issue ,
interest payment dates , schedule of principal maturities ,
options of prior payment , and any additional
provisions . All recommendations will be based on our
best professional judgment , with the goal of designing
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bonds which can be sold under terms most advantageous to
the Issuer, and at the lowest interest cost consistent
with all other considerations .
d . We will advise you of current bond market conditions ,
forthcoming bond issues , and other general information
and economic data which might normally be expected to
influence interest rates , so that the date for the sale
of the bonds can be set at a time , which , in our opinion ,
will be best for the Issuer .
e . We will coordinate the compilation and submission of the
Official Notice of Sale , the Official Bid Form, the
preliminary and final Official Statements or Offering
Statements , and such other market documents which may be
required ( collectively, the "Offering Documents" ) . We
will submit the Offering Documents for your proper
examination , approval and certification .
f. We will make recommendations concerning bond rating ( s )
for the proposed issue and when directed by you shall
coordinate the compilation of such information as in our
opinion is required for submission to the rating
agency( ies ) . In those cases where the advisability of
personal presentation of information to a bond rating
agency may be indicated , we will arrange for such
personal presentation .
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g . If the bonds are to be, , so1d at public sale we will
disseminate the Offering Documents to prospective
bidders , will organize such information meetings as in
our judgment may be necessary, and will work with
prospective bidders to assist them in timely submitting
proper bids . We will assist you in the bond sale in
coordinating the receipt of bids and good faith checks ,
in tabulating and comparing bids , and in recommending
acceptance or rejection of the winning bid . As soon as
such bid shall be accepted by you , we will proceed to
coordinate the efforts of all concerned to the end that
the bonds may be delivered and paid for as expeditiously
as possible . We shall assist you in the preparation or
verification of final closing figures , and when
requested , will provide suggestions on a program of
temporary investment of bond proceeds , in consultation
with your architect or consulting engineer , consistent
with the construction timetable for the project .
h . We will arrange for the printing of the bonds , will
submit same for execution and impression of seal , and
will attend to their delivery to the Attorney General of
Texas for approval and to the Comptroller of Public
Accounts of the State of Texas for registration . Title
to and ownership of the printed bonds shall remain with
the Issuer until they are delivered to and paid for by
the bidder (the "Purchaser" ) whose bid has been accepted
by you .
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i . We will deliver to you a-n'd the appropriate paying agent
bank ( s ) , a schedule of annual debt service requirements
on the bonds being delivered to the Purchaser .
3. We agree to direct and coordinate the entire program of
financing herein contemplated . In that connection we understand
that you have retained or expect to retain Vinson & Elkins ,
Houston , Texas , a firm of recognized municipal bond attorneys who
will prepare the appropriate legal proceedings and documents ,
will advise the steps necessary to issue the bonds , and will
issue an opinion approving their legality and exemption from
taxation . We will maintain liaison with this firm of bond
attorneys and shall assist in all financial advisory aspects
involved in the compilation of the appropriate legal proceeds and
documents .
Where the issuance and sale of the bonds requires the
approval of any state or governmental agency, we shall assist you
in the compilation of all financial information required for
inclusion in application for such approval , and when requested by
you , we shall appear on your behalf to provide appropriate
testimony at public hearings before state and other governmental
commissions and boards . We will also be available to participate
with you in any preliminary conferences with the staffs of any
state or governmental agencies involved , and we will , for
qualified projects , coordinate the compilation of assistance
applications required for governmental involvement .
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4. In consideration for the services rendered by us in
connection with the issuance and sale of the above-referenced
bonds it is understood and agreed that our fee will be set out in
the attached schedule following , which fee , together with certain
reimbursable expenses , shall become due and payable
simultaneously with the delivery of the bonds to the Purchaser .
a . The following fee schedule applies to each separate
issuance of bonds :
If the Amount of Bonds
Delivered to Purchaser Is :
and not
More Than More Than The Fee Is:
$ -0- $ 150,000 $ 3,300
$ 150,000 $ 250,000 $ 3,300 plus $12 per $1,000
for all over $150,000
$ 250,000 $ 350,000 $ 4,500 plus $7.25 per $1,000
for all over $250,000
$ 350,000 $ 700,000 $ 5,225 plus $3.50 per $1,000
for all over $350,000
$ 700,000 $ 1,000,000 $ 6,450 plus $3.00 per $1,000
for all over $700,000
$ 1,000,000 $ 5,000,000 $ 7,350 plus $2.50 per $1,000
for all over $1,000,000
$ 5,000,000 $10,000,000 $17,350 plus $1.25 per $1,000
for all over $5,000,000
$10,000,000 $20,000,000 $23,600 plus $1.00 per $1,000
for all over $10,000,000
$20,000,000 No Limit $33,600 plus $0.40 per $1,000
for all over $20,000,000
b . The fee for Revenue Bonds , voted at a single bond
election and issued in a single installment , shall be
125% of the amount computed from the above schedule .
c . The issuance of bonds, for refunding of outstanding
bonds , whether or not the latter be callable , shall
be treated the same as bonds issued pursuant to
election or other authorization ; and where refunding
bonds are issued in connection with other financings ,
they shall be considered as separate transactions .
d . Expenses of Bond Attorneys , bond printing , costs of
Bond Rating Agencies , travel expenses outside the
State of Texas , costs of advertisements , printing and
other costs related to publishing of the Notice of
Sale , Official Statement and other documents shall
not be covered by the fee set forth above .
5. It is further understood and expressly agreed that the
Financial Advisor reserves the right to submit a bid for the
bonds when offered for sale at public bid .
6. This agreement shall be terminated by the delivery to the
Purchaser of all the bonds covered hereby, whether delivered all
at one time , or in installments .
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7. This proposal is submitted, in duplicate originals . When
accepted by the Issuer it will constitute the entire agreement
between the Issuer and the undersigned for the purpose and
considerations herein specified . Your acceptance will be
indicated by proper signatures of your authorized officers or
representatives on both copies and the returning of one executed
copy to us :
Respectfully Submitted ,
By
Frank J . I1 a ran o
Vice President
Underwood , Neuhaus & Co . Incorporated
ACCEPTED pursuant to a motion passed by the City Council on
this of 1984.
City Manager
ATTEST:
City Secretary
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